BALTEK CORP
10-Q, 1997-05-13
MILLWOOD, VENEER, PLYWOOD, & STRUCTURAL WOOD MEMBERS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                            -----------------------


                                   FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended                                 Commission file number 2-44764
March 31, 1997

                               BALTEK CORPORATION
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)



             Delaware                              13-2646117
- --------------------------------               ------------------- 
(State or other jurisdiction of                (I.R.S. Employer
 incorporation or  organization)               Identification No.)


          10 Fairway Court, P.O. Box 195, Northvale, New Jersey 07647
          -------------------------------------------------------------
           (Address of principal executive offices)        (Zip Code)


Registrant's telephone number, including area code     201-767-1400
                                                       ------------

         Indicated  by check  mark  whether  the  registrant  (1) has  filed all
annual, quarterly and other reports required to be filed with the Commission and
(2) has been subject to the filing  requirements  for at least the past 90 days.
Yes [ X ]    No  [  ]

     Common share of stock outstanding as of May 6, 1997: 2,523,261 shares
<PAGE>
                               BALTEK CORPORATION

                               TABLE OF CONTENTS


PART I  FINANCIAL INFORMATION:

   ITEM 1.  FINANCIAL STATEMENTS:

        Consolidated Balance Sheets as of March 31, 1997 and December 31, 1996

        Consolidated  Statements  of  Operations  and Retained  Earnings for the
            Three Months Ended March 31, 1997 and 1996

        Consolidated  Statements  of Cash Flows for the Three Months Ended March
            31, 1997 and 1996

        Notes to Consolidated Financial Statements

   ITEM 2.  Management's Discussion and Analysis of Financial Condition
     and Results of Operations 

PART II  OTHER INFORMATION:

   ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K 
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

                                                                            March 31,      December 31,
ASSETS                                                                         1997            1996
                                                                           -----------     -----------
<S>                                                                        <C>             <C>
CURRENT ASSETS:
  Cash and cash equivalents ..........................................     $ 1,237,444     $ 1,114,659
  Accounts receivable, net ...........................................       5,669,913       4,820,544
  Inventories ........................................................      12,318,190      13,713,660
  Prepaid expenses ...................................................         374,369         308,850
  Other ..............................................................       1,496,425       1,487,121
                                                                           -----------     -----------

           Total current assets ......................................      21,096,341      21,444,834

PROPERTY, PLANT AND EQUIPMENT, Net ...................................      10,518,789      10,759,258

TIMBER AND TIMBERLANDS ...............................................       6,521,598       6,445,828

OTHER ASSETS .........................................................         657,325         665,495
                                                                           -----------     -----------

           Total assets ..............................................     $38,794,053     $39,315,415
                                                                           ===========     ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Notes payable ......................................................     $ 3,750,000     $ 3,600,000
  Accounts payable ...................................................       2,226,120       2,860,363
  Income tax payable .................................................          36,890            --
  Accrued salaries, wages and bonuses payable ........................         355,151         596,139
  Accrued expenses and other liabilities .............................         937,183         911,243
  Current portion of long-term debt ..................................         107,879         108,922
  Current portion of obligation under capital lease ..................         318,425         294,784
                                                                           -----------     -----------

           Total current liabilities .................................       7,731,648       8,371,451

OBLIGATION UNDER CAPITAL LEASE .......................................       1,582,650       1,679,985

LONG-TERM DEBT .......................................................         250,432         276,620

UNION EMPLOYEE TERMINATION BENEFITS ..................................         319,444         306,367
                                                                           -----------     -----------

           Total liabilities .........................................       9,884,174      10,634,423
                                                                           -----------     -----------
<PAGE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)(continued)

                                                                            March 31,      December 31,
                                                                              1997            1996
                                                                           -----------     -----------
<S>                                                                        <C>             <C>
STOCKHOLDERS' EQUITY:
  Preferred stock, $1.00 par; 5,000,000 shares authorized and unissued
                                                                                ---            ---
  Common stock, $1.00 par; 10,000,000 shares authorized,
    2,523,261 shares issued and outstanding ..........................       2,523,261       2,523,261
  Additional paid-in capital .........................................       2,157,492       2,157,492
  Retained earnings ..................................................      24,229,126      24,000,239
                                                                           -----------     -----------

           Total stockholders' equity ................................      28,909,879      28,680,992
                                                                           -----------     -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ...........................     $38,794,053     $39,315,415
                                                                           ===========     ===========

See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(UNAUDITED)

                                                           Three-Months
                                                          Ended March 31,
                                                     1997               1996
                                                 ------------      ------------
<S>                                              <C>               <C>

NET SALES ..................................     $ 13,266,647      $ 11,712,255

COST OF PRODUCTS SOLD ......................       10,226,738         8,910,493

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES ..................        2,503,861         2,386,792
                                                 ------------      ------------

            Operating income ...............          536,048           414,970
                                                 ------------      ------------

OTHER INCOME (EXPENSE):
   Interest expense ........................         (133,344)         (177,716)
   Foreign exchange (loss) .................          (85,793)         (131,707)
   Other, net ..............................              274             5,515
                                                 ------------      ------------

            Total other income (expense) ...         (218,863)         (303,908)
                                                 ------------      ------------

INCOME BEFORE INCOME TAXES .................          317,185           111,062


INCOME TAX PROVISION .......................           88,298            25,395

                                                 ------------      ------------

NET INCOME .................................          228,887            85,667


RETAINED EARNINGS, BEGINNING OF PERIOD .....       24,000,239        23,550,295
                                                 ------------      ------------

RETAINED EARNINGS, END OF PERIOD ...........     $ 24,229,126      $ 23,635,962
                                                 ============      ============

AVERAGE SHARES OUTSTANDING .................        2,523,261         2,523,261
                                                 ============      ============

NET INCOME PER COMMON SHARE ................     $       0.09      $       0.03
                                                 ============      ============



See notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

                                                                       Three Months
                                                                       Ended March 31,
                                                                   1997              1996
                                                              -----------      -----------
<S>                                                           <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income ............................................     $   228,887      $    85,667
  Adjustments to reconcile net income to net cash
    provided by (used in) operating activities:
    Depreciation and amortization .......................         569,966          497,264
    Foreign exchange loss ...............................          85,793          131,707
    Deferred taxes ......................................           4,190           (5,762)
    (Increase) decrease in accounts receivable ..........        (849,170)         113,452
    Increase in income tax payable/receivable , net .....         105,030           21,992
    Decrease in inventories .............................       1,395,470          487,914
    Increase in prepaid expenses and other current assets        (145,736)        (275,484)
    Decrease in other assets ............................           4,036            7,024
    Decrease in accounts payable and accrued expenses ...        (821,140)        (245,103)
    Other ...............................................          13,321           51,663
                                                              -----------      -----------

           Net cash provided by operating activities ....         590,647          870,334
                                                              -----------      -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Net acquisitions of property, plant and equipment .....        (172,152)        (301,516)
  Increase in timber and timberlands ....................        (233,102)        (289,722)
                                                              -----------      -----------

           Net cash used in investing activities ........        (405,254)        (591,238)
                                                              -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in notes payable ..................         150,000         (308,946)
  (Payments) borrowings of long-term debt ...............         (72,209)         393,333
  Principal payments under capital lease ................         (73,694)         (47,016)
                                                              -----------      -----------

           Net cash provided by financing activities ....           4,097           37,371
                                                              -----------      -----------

EFFECT OF EXCHANGE RATE CHANGES ON CASH .................         (66,705)        (134,033)
                                                              -----------      -----------

<PAGE>
<CAPTION>
BALTEK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED) (continued)

                                                                       Three Months
                                                                       Ended March 31,
                                                                   1997              1996
                                                              -----------      -----------
<S>                                                           <C>              <C>
NET INCREASE  IN
  CASH AND CASH EQUIVALENTS .............................         122,785          182,433

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD ...................................       1,114,659          841,056
                                                              -----------      -----------

CASH AND CASH EQUIVALENTS,
  END OF PERIOD .........................................     $ 1,237,444      $ 1,023,489
                                                              ===========      ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the period for:
    Interest ............................................     $   115,703      $   131,481
                                                              ===========      ===========

    Income taxes ........................................     $     1,353      $    10,026
                                                              ===========      ===========


See notes to consolidated financial statements.
</TABLE>
<PAGE>
BALTEK CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1.    BASIS OF PRESENTATION

      The information  included in the accompanying interim financial statements
      is unaudited. In the opinion of management, all adjustments, consisting of
      normal recurring accruals necessary for a fair presentation of the results
      of operations,  financial  position and cash flows for the interim periods
      presented  have been reflected  herein.  The results of operations for the
      interim  periods  are not  necessarily  indicative  of the  results  to be
      expected for the entire year. The statements should be read in conjunction
      with  the  accounting   policies  and  notes  to  consolidated   financial
      statements included in the Company's 1996 Annual Report on Form 10-K.


2.    INVENTORIES

      Inventories are summarized as follows:
<TABLE>
<CAPTION>
<S>                                           <C>                  <C>
          Raw materials ..............        $ 4,088,281          $ 4,718,296

          Work-in-process ............          4,146,548            4,250,538

          Finished goods .............          4,083,361            4,744,826
                                              -----------          -----------

                                              $12,318,190          $13,713,660
                                              ===========          ===========  
</TABLE>

3.    NEW ACCOUNTING STANDARD

      In March 1997, the Financial  Accounting  Standards Board issued Statement
      of Financial  Accounting  Standards  No. 128,  "Earnings  Per Share." This
      Statement  establishes standards for computing and presenting earnings per
      share ("EPS") and applies to all entities with publicly held common stock.
      This Statement  replaces the presentation of primary and fully diluted EPS
      with a  presentation  of basic and diluted  EPS,  respectively.  Basic EPS
      excludes dilution and is computed by dividing earnings available to common
      stockholders by the weighted  average number of common shares  outstanding
      for the period.  Similar to fully  diluted  EPS,  diluted EPS reflects the
      potential  dilution of securities  that could share in the earnings.  This
      Statement is not expected to have a material  effect on Baltek's  reported
      EPS  amounts.  This  Statement  is  effective  for  Baltek's  consolidated
      financial statements for the year ended December 31, 1997.

                                     ******
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations.

Liquidity and Capital Resources

The  Company's  working  capital  ratio of 2.73:1 at March 31,  1997,  increased
slightly  from the  ratio of  2.56:1  at  December  31,  1996 due  primarily  to
increases in accounts receivable and decreases in accounts payable. Unused lines
of bank credit and the Company's  working  capital are considered by management,
to be  sufficient to support  operations  and fixed asset  acquisitions  for the
immediate future.

Results of Operations

Sales  increased  12% during the three month  period  ended March 31,  1997,  as
compared to the same period in 1996. Sales improved in both the Balsa and Shrimp
segments  during the  period.  The Company is unable to  forecast  future  sales
trends due to the  changing  commodity  pricing of its  shrimp  product  and the
effect of economic pressures on the pleasure boating industry,  the largest user
of the Company's balsa products.

Cost of products sold as a percentage of sales  increased  slightly in the first
quarter of 1997 as  compared  to the first  quarter of 1996,  due  primarily  to
competitive  pricing  pressure offset by an increase in the selling price of the
Company's shrimp products.

Selling , general and administrative  expenses as a percentage of sales declined
in the first  quarter of 1997 as  compared  to the first  quarter  of 1996.  The
decline  was due to a  better  absorption  of  fixed  expenses  as a  result  of
increased sales.

Income  from  operations  improved  during the  quarter  ended March 31, 1997 as
compared to the same period in 1996. The increase is attributable to both higher
volume and prices in the Shrimp  segment  and higher  sales  volume in the Balsa
segment.

Interest  expense  decreased due to lower  interest  rates  partially  offset by
increased  borrowings for working capital.  Foreign exchange losses were $85,793
in the three month period of 1997, as compared to a loss of $131,707 in the same
period of 1996. Foreign exchange gains and losses are caused by the relationship
of the U.S. Dollar to the foreign  currencies in the countries where the company
has operations,  and arise when translating foreign currency balance sheets into
U.S. Dollars for the purpose of presenting  consolidated  financial  statements.
Management  is unable to forecast the impact of  translation  gains or losses on
future periods due to the unpredictability of foreign exchange rates.

The  provision  for  income  taxes  was at the  rate of 28%  and 22% of  pre-tax
earnings for the quarters ended March 31, 1997 and 1996 respectively.
<PAGE>
PART II.  OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K

(A)       Exhibits:

          11.     An exhibit  showing the  computation of per-share  earnings is
                  omitted because the computation can be clearly determined from
                  the material contained in this Quarterly Report on Form 10-Q.

          27.   Financial Data Schedule.

(B)       Reports on Form 8-K:

          No report has been filed during the three months ended March 31, 1997.
<PAGE>


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                                              BALTEK CORPORATION
                                                              (Registrant)


Date:  May 6, 1997                                            /s/Jacques Kohn 
                                                              ------------------
                                                              Jacques Kohn
                                                              President



Date:  May 6, 1997                                            /s/Ronald Tassello
                                                              ------------------
                                                              Ronald Tassello
                                                              Controller



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM BALTEK CORPORATION AND
SUBSIDIARIES  CONSOLIDATED  FINANCIAL  STATEMENTS,  AND RELATED EXHIBITS FOR THE
THREE  MONTHS ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-END>                               MAR-31-1997
<CASH>                                       1,237,444
<SECURITIES>                                         0
<RECEIVABLES>                                5,734,098
<ALLOWANCES>                                    64,185
<INVENTORY>                                 12,318,190
<CURRENT-ASSETS>                            21,096,341
<PP&E>                                      28,917,431
<DEPRECIATION>                              18,398,642
<TOTAL-ASSETS>                              38,794,053
<CURRENT-LIABILITIES>                        7,731,648
<BONDS>                                              0
                                0
                                          0
<COMMON>                                     2,523,261
<OTHER-SE>                                  26,386,618
<TOTAL-LIABILITY-AND-EQUITY>                38,794,053
<SALES>                                     13,266,647
<TOTAL-REVENUES>                            13,266,647
<CGS>                                       10,226,738
<TOTAL-COSTS>                               12,730,599
<OTHER-EXPENSES>                               218,863
<LOSS-PROVISION>                                19,570
<INTEREST-EXPENSE>                             133,344
<INCOME-PRETAX>                                317,185
<INCOME-TAX>                                    88,298
<INCOME-CONTINUING>                            228,887
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   228,887
<EPS-PRIMARY>                                     0.09
<EPS-DILUTED>                                     0.09
        

</TABLE>


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