FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ____________ TO __________ .
COMMISSION FILE NUMBER 1-4371
TECH-SYM CORPORATION
(Exact name of Registrant as specified in its charter)
NEVADA 74-1509818
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
10500 WESTOFFICE DRIVE, SUITE 200, HOUSTON, TEXAS 77042
(Address of principal executive offices) Zip Code
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 785-7790
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days.
Yes [X] No [ ].
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
COMMON OUTSTANDING AT OCTOBER 31, 1998
Common Stock, $.10 par value 6,063,981
<PAGE>
Form 10-Q
TECH-SYM CORPORATION
INDEX
PAGE NO.
--------
Part I. Financial Information:
Item 1. Financial Statements
Consolidated Balance Sheet September 30, 1998
(unaudited) and December 31, 1997 1
Consolidated Statement of Income and Accumulated
Earnings for the Three Months Ended September
30, 1998 and 1997 (unaudited) 2
Consolidated Statement of Income and Accumulated
Earnings for the Nine Months Ended September 30,
1998 and 1997 (unaudited) 3
Consolidated Statement of Cash Flows for the Nine
Months Ended September 30, 1998 and 1997 (unaudited) 4
Consolidated Statement of Changes in Shareholders'
Investment for the Nine Months Ended September 30,
1998 and 1997 (unaudited) 5
Notes to Consolidated Financial Statements 6-8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9-12
Part II. Other information:
Item 6. Exhibits and Reports to Form 8-K 13
Signatures 13
<PAGE>
Page 1 Form 10-Q
ITEM 1. FINANCIAL STATEMENTS
TECH-SYM CORPORATION
CONSOLIDATED BALANCE SHEET
(IN THOUSANDS, EXCEPT PAR VALUE AND NUMBER OF
SHARES)
September 30, December 31,
1998 1997
------------------------------
(unaudited)
------------------------------
ASSETS
Current assets:
Cash and cash equivalents .................. $ 3,167 $ 13,384
Short-term investments ..................... 100 5,588
Receivables, net ........................... 62,798 76,980
Unbilled revenue ........................... 39,310 48,140
Inventories, net ........................... 85,167 96,962
Other ...................................... 7,869 8,046
--------- ---------
Total current assets ................ 198,411 $ 249,100
Property, plant and equipment, net ........... 47,523 49,049
Long-term receivables, net ................... 7,468 18,759
Other assets ................................. 24,856 29,842
Net assets of discontinued operations ........ 19,026
--------- ---------
Total assets ........................ $ 297,284 $ 346,750
========= =========
LIABILITIES
Current liabilities:
Notes payable .............................. $ 29,286 $ 54,137
Current maturities of long-term debt ....... 5,027 8,622
Accounts payable ........................... 21,348 23,479
Billings in excess of cost and estimated
earnings on uncompleted contracts ....... 8,827 9,941
Taxes on income ............................ 4,387 5,888
Other accrued liabilities .................. 9,673 21,399
--------- ---------
Total current liabilities ........... 78,548 123,466
Long-term debt ............................... 10,748 16,139
Other liabilities ............................ 15,971 29,005
--------- ---------
Total liabilities ................... 105,267 168,610
Minority interest ................................ 17,503 14,957
SHAREHOLDERS' INVESTMENT
Preferred stock-authorized 2,000,000 shares,
without par value; none issued
Common stock-authorized 20,000,000 shares,
$.10 par value; issued 8,034,381
and 7,994,881, respectively ............... 803 799
Additional capital ........................... 41,188 40,677
Accumulated earnings ......................... 163,049 152,644
Accumulated other comprehensive loss ......... (2,234) (3,277)
Common stock held in treasury at cost
(1,962,400 and 1,936,900 shares,
respectively)............................. (28,292) (27,660)
--------- ---------
Total shareholders' investment ...... 174,514 163,183
--------- ---------
Total liabilities, minority
interest and shareholders'
investment ...................... $ 297,284 $ 346,750
========= =========
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
Page 2 Form 10-Q
TECH-SYM CORPORATION
CONSOLIDATED STATEMENT OF INCOME AND ACCUMULATED EARNINGS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
For the Three Months
Ended September 30,
-------------------------------
1998 1997
(unaudited)
-------------------------------
Revenue ....................................... $ 59,704 $ 55,046
Cost of revenue ............................... 40,115 39,955
--------- ---------
Gross profit ............................ 19,589 15,091
Research and development expense .............. 3,057 2,940
Selling, general and administrative expense ... 11,752 12,228
Interest expense .............................. 790 655
Interest and other income, net ................ (131) (114)
--------- ---------
Income (loss) from continuing operations
before income taxes and minority interest ... 4,121 (618)
Provision (benefit) for income taxes .......... 1,360 (260)
Minority interest expense (income) ............ 319 (299)
--------- ---------
Income (loss) from continuing operations ...... 2,442 (59)
Discontinued operations (see Note 3)
Gain from sale of CogniSeis net of
applicable income tax expense of $273
and minority interest of $128 ......... 486
Income from discontinued
operations, net of applicable
income tax expense of $571 ........... 788
--------- ---------
Total from discontinued operations ...... 486 788
--------- ---------
Net income ........................... $ 2,928 $ 729
--------- ---------
Accumulated earnings:
Beginning of period ..................... 160,121 148,184
--------- ---------
End of period ........................... $ 163,049 $ 148,913
========= =========
Earnings (loss) per common share - basic ......
Continuing operations ................... $0. 40 $ (0.01)
Discontinued operations ................. .08 0.13
--------- ---------
Net income ........................... $ 0.48 $ 0.12
========= =========
Earnings (loss) per common share - diluted
Continuing operations ................... $ 0.40 $ (0.01)
Discontinued operations ................. .08 0.13
--------- ---------
Net income ........................... $ 0.48 $ 0.12
========= =========
Average shares outstanding - basic ............ 6,072 6,033
Average shares outstanding - diluted .......... 6,161 6,079
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
Page 3 Form 10-Q
TECH-SYM CORPORATION
CONSOLIDATED STATEMENT OF INCOME AND ACCUMULATED EARNINGS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
For the Nine Months
Ended September 30,
------------------------
1998 1997
(unaudited)
------------------------
Revenue .............................................. $ 192,116 $ 169,287
Cost of revenue ...................................... 126,158 119,098
--------- ---------
Gross profit ................................... 65,958 50,189
Research and development expense ..................... 8,107 7,721
Selling, general and administrative expense .......... 40,234 37,196
Interest expense ..................................... 2,731 2,193
Interest and other income, net ....................... (1,003) (1,171)
--------- ---------
Income from continuing operations before
income taxes and minority interest ............. 15,889 4,250
Provision for income taxes ........................... 5,243 1,311
Minority interest expense ............................ 1,429 39
--------- ---------
Income from continuing operations .................... 9,217 2,900
Discontinued operations (see Note 3)
Gain (loss) from sale and operations of
CogniSeis net of applicable income tax
expense (benefit) of $2,186 and $(713) and
minority interest expense (income) of $1,014
and $(352), respectively ..................... 3,850 (1,236)
Income (loss) from discontinued
operations, net of applicable
income tax (benefit) expense of
$(1,015) and $916, respectively ............. (2,062) 2,054
Loss on disposal of discontinued
operations, including a provision
of $350 for operating losses
through estimated disposal date net
of applicable income tax benefit of $300...... (600)
--------- ---------
Total from discontinued operations ............. 1,188 818
--------- ---------
Net income .................................. $ 10,405 $ 3,718
--------- ---------
Accumulated earnings:
Beginning of period ............................ 152,644 145,195
--------- ---------
End of period .................................. $ 163,049 $ 148,913
========= =========
Earnings per common share - basic ....................
Continuing operations .......................... $ 1.52 $ 0.48
Discontinued operations ........................ .20 0.14
--------- ---------
Net income .................................. $ 1.72 $ 0.62
========= =========
Earnings per common share - diluted
Continuing operations .......................... $ 1.49 $ 0.47
Discontinued operations ........................ .19 0.13
--------- ---------
Net income .................................. $ 1.69 $ 0.60
========= =========
Average shares outstanding - basic ................... 6,064 6,036
Average shares outstanding - diluted ................. 6,174 6,169
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
Page 4 Form 10-Q
TECH-SYM CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(IN THOUSANDS)
For the Nine Months
Ended September 30,
------------------------
1998 1997
(unaudited)
------------------------
Cash flows from operating activities:
Net income ....................................... $ 10,405 $ 3,718
Adjustments to reconcile net income to net
cash provided by (used for) operating
activities:
Depreciation and amortization .................... 10,637 10,812
Gain on sale of CogniSeis ........................ (3,850)
Gain foreign currency denominated debt ........... (775)
Loss on disposition of property, plant and
equipment ....................................... 101
Sale of equipment under operating lease .......... 39 1,172
Minority interest ................................ 1,429 (313)
Change in operating assets and liabilities:
Receivables, net .............................. 5,227 2,893
Unbilled revenue .............................. (1,155) (6,183)
Inventories, net .............................. (13,599) (10,952)
Long-term receivables and other assets ........ 8,936 (3,920)
Accounts payable and taxes on income .......... (1,065) (5,298)
Billing in excess and other accrued
liabilities .................................. (26) (153)
Other liabilities and deferred credits ........ (3,467) (7,130)
----------------------
Net cash provided by (used for) operating
activities ...................................... 13,612 (16,129)
----------------------
Cash flows from investing activities:
Capital expenditures ............................. (12,744) (9,081)
Sale of investment securities .................... 2,450 578
Purchase of investment securities
Proceeds from disposition of property, plant
and equipment ................................... 119
Other investing activities ....................... (966) 373
----------------------
Net cash used for investing activities ........... (11,141) (8,130)
----------------------
Cash flows from financing activities:
Net (payments) borrowings under bank line of
credit agreements ............................... (11,810) 16,499
Proceeds from long-term debt ..................... 1,938 3,596
Payments on long-term debt ....................... (3,742) (3,104)
Proceeds from exercise of stock options .......... 515 481
Acquisition of Tech-Sym and GeoScience
treasury shares ................................. (632) (4,156)
Proceeds from sale of notes receivable ........... 7,848
----------------------
Net cash (used for) provided by financing
activities ...................................... (13,731) 21,164
----------------------
Effect of exchange rate changes on cash and
cash equivalents ................................. 1,043 (2,310)
Net decrease in cash and cash equivalents .......... (10,217) (5,405)
Cash and cash equivalents at beginning of
period ......................................... 13,384 20,450
----------------------
Cash and cash equivalents at end of period ....... $ 3,167 $ 15,045
======================
Non cash transactions:
Reduction in balance of notes receivable
sold with recourse ............................. $ 1,712
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
Page 5 Form 10-Q
TECH-SYM CORPORATION
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' INVESTMENT
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
Accumulated
Other Total
Common Stock Additional Accumulated Comprehensive Treasury Stock Shareholders'
Shares Amount Capital Earnings Income (Loss) Shares Amount Investment
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1997 ...... 7,995 $ 799 $ 40,677 $152,644 $ (3,277) 1,937 $(27,660) $163,183
Comprehensive income for 1998:
Net income ..................... 10,405
Other comprehensive
income, net of tax
Foreign currency
translation
adjustments................. 1,043
Total comprehensive
income ..................... 11,448
Acquisition of treasury
shares .......................... 25 (632) (632)
Issuance of common stock
for stock options ............... 39 4 511 515
------------------------------------------------------------------------------------------
Balance at September 30, 1998 ..... 8,034 $ 803 $ 41,188 $163,049 $ (2,234) 1,962 $(28,292) $174,514
==========================================================================================
Accumulated
Other Total
Common Stock Additional Accumulated Comprehensive Treasury Stock Shareholders'
Shares Amount Capital Earnings Loss Shares Amount Investment
------------------------------------------------------------------------------------------------
Balance at December 31, 1996 ...... 7,941 $ 794 $ 39,753 $145,195 $(911) 1,905 $(26,759) $158,072
Comprehensive income for 1997:
Net income ..................... 3,718
Other comprehensive
income (loss), net of tax
Foreign currency
translation adjustments ... (2,310)
Total comprehensive income .... 1,408
Acquisition of treasury shares .... 31 (888) (888)
Issuance of common stock
for stock options .............. 36 4 477 481
------------------------------------------------------------------------------------------------
Balance at September 30, 1997 ..... 7,977 $ 798 $ 40,230 $148,913 $(3,221) 1,936 $(27,647) $159,073
================================================================================================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
Page 6 Form 10-Q
TECH-SYM CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Tech-Sym
Corporation and its subsidiaries (the "Company") have been prepared in
accordance with the instructions to Form 10-Q. Accordingly, they do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements and should be read in conjunction
with the financial statements and notes thereto appearing in the Company's
Annual Report for the year ended December 31, 1997.
In the opinion of the Company's management ("Management") all adjustments
necessary for a fair presentation of the results of operations for all periods
reported have been included. Such adjustments consist only of normal recurring
items.
The consolidated statements of income for the nine months ended September 30,
1998 are not necessarily indicative of the results expected for the full year
ending December 31, 1998.
The consolidated statements have been restated to reflect the Company's
broadcast, air monitoring products and real estate investment subsidiaries as
discontinued operations in accordance with Accounting Principles Board Opinion
No. 30 (see Note 3).
Certain prior year amounts have been reclassified to conform to the current year
presentation.
NOTE 2 - INVENTORIES
Inventories, which consist principally of electronic components are summarized
as follows (in thousands):
SEPTEMBER 30, 1998 DECEMBER 31, 1997
-------------------- -------------------
Raw materials $54,214 $39,935
Work in progress 13,168 35,964
Finished goods 17,785 21,063
-------- -------
$85,167 $96,962
======== =======
NOTE 3 - DISCONTINUED OPERATIONS
Effective June 30, 1998 (the "measurement date"), the Company adopted a plan to
sell its broadcast, air monitoring products and real estate investment
subsidiaries (the "discontinued businesses"). Accordingly, the discontinued
businesses are reported as discontinued operations for the periods presented.
The net assets of discontinued operations are classified as non-current since a
firm contract for sale does not exist at this time. Management anticipates the
broadcast business will incur operating losses approximating $4,000,000 from the
measurement date through the expected disposal date. Such losses have been
deferred due to the fact that Management expects an overall gain on the sale of
the broadcast business. Management believes the air monitoring products and real
estate investment businesses will incur operating losses of approximately
$250,000 and $100,000, respectively, during the disposal period. As such, the
Company has recorded a provision of $350,000, net, for each business to reflect
the anticipated overall loss on each sale, which includes anticipated operating
losses.
<PAGE>
Page 7 Form 10-Q
TECH-SYM CORPORATION
NOTE 3 - DISCONTINUED OPERATIONS, CON'T.
The operating results (unaudited) of the discontinued operations are summarized
as follows (in thousands):
QUARTER ENDED SEPTEMBER 30, 1998
Air
Monitoring Real Estate
Broadcast Products Investment Total
----------- ------------ ------------ ----------
Revenue
Loss before income taxes
Income tax benefit
----------- ------------ ------------ ----------
Net loss
=========== ============ ============ ==========
QUARTER ENDED SEPTEMBER 30, 1997
Air
Monitoring Real Estate
Broadcast Products Investment Total
----------- ------------ ----------- ----------
Revenue $14,960 $692 $556 $16,208
Income (loss) before
income taxes 1,647 (144) (144) 1,359
Income tax expense
(benefit) 691 (60) (60) 571
----------- ------------ ------------ ----------
Net income (loss) $956 $(84) $(84) $788
=========== ============ ============ ==========
NINE MONTHS ENDED SEPTEMBER 30, 1998
Air
Monitoring Real Estate
Broadcast Products Investment Total
----------- ------------ ------------ ----------
Revenue $17,640 $1,761 $776 $20,177
Loss before income taxes (2,640) (277) (160) (3,077)
Income tax benefit (871) (91) (53) (1,015)
----------- ------------ ------------ ----------
Net loss $(1,769) $(186) $(107) $(2,062)
=========== ============ ============ ==========
NINE MONTHS ENDED SEPTEMBER 30, 1997
Air
Monitoring Real Estate
Broadcast Products Investment Total
----------- ------------ ------------ ----------
Revenue $43,425 $2,198 $1,467 $47,090
Income (loss) before
income taxes 3,794 (584) (240) 2,970
Income tax expense
(benefit) 1,170 (180) (74) 916
----------- ------------ ------------ ----------
Net income (loss) $2,624 $(404) $(166) $2,054
=========== ============ ============ ==========
The net assets (unaudited) of the discontinued operation are summarized as
follows (in thousands):
Air
Monitoring Real Estate
SEPTEMBER 30, 1998 Broadcast Products Investment Total
----------- ------------ ------------ ----------
Current assets $41,881 $1,290 $910 $44,081
Property, plant and
equipment, net 5,279 91 270 5,640
Other assets 6,802 242 6,565 13,608
Current liabilities (27,478) (457) (517) (28,446)
Long-term liabilities (12,779) (300) (2,778) (15,857)
----------- ------------ ------------ ----------
Net assets $13,705 $872 $4,449 $19,026
=========== ============ ============ ==========
<PAGE>
Page 8 Form 10-Q
TECH-SYM CORPORATION
NOTE 3 - DISCONTINUED OPERATIONS, CON'T.
In the fourth quarter of 1997, the Company's majority owned subsidiary,
GeoScience Corporation, sold CogniSeis Development, Inc. The operations for the
quarter and nine month period ended September 30, 1997 were reclassified to
report separately the results of the discontinued operation. No revenue was
recognized from CogniSeis for the quarter ended September 30, 1997. Revenue of
$11,398 was recognized for the nine months ended September 30, 1997.
During the second quarter of 1998 the purchaser confirmed its intent to elect
the early pay-out provision of the sales agreement and on July 8, 1998, the
Company received payment on the note receivable related to the sale of
CogniSeis. The purchaser's election of the early pay-out provision of the sale
agreement eliminated uncertainty regarding the gain on the sale. During the
third quarter, the Company recognized its portion, $486,000, of the final net
gain on the sale. The Company's portion of the total gain on the sale of
CogniSeis was $3,850,000 net of income tax and minority interest expense.
NOTE 4 - PER SHARE DATA
Basic per share amounts have been computed based on the average number of common
shares outstanding. Diluted per share amounts reflect the increase in average
common shares outstanding that would result from the exercise of outstanding
stock options computed using the treasury stock method. Stock options are the
only potentially dilutive shares the Company has outstanding for all periods
presented. Outstanding options to purchase 417,900 and 223,200 shares of common
stock were excluded from the computation of diluted earnings per share for the
quarter and nine month period ended September 30, 1998 and 1997, respectively,
because to do so would have been anti-dilutive using the treasury stock method.
NOTE 5 - COMPREHENSIVE INCOME
Effective January 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130, REPORTING COMPREHENSIVE INCOME. This Statement establishes
standards for reporting and display of comprehensive income and its components.
Accumulated other comprehensive income (loss) by component is summarized in the
Consolidated Statement of Changes in Shareholders' Investment.
NOTE 6 - NEW PRONOUNCEMENTS
In June 1998, Statement of Financial Accounting Standards No. 133 (FAS 133),
ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES, was issued. FAS
133 is effective for fiscal years beginning after June 15, 1999, and establishes
accounting and reporting standards for derivative instruments. Adoption of FAS
133 is not expected to have a material effect on the Company's financial
position or operational results.
<PAGE>
Page 9 Form 10-Q
TECH-SYM CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
In June 1998, the Company adopted a plan to sell its broadcast, air monitoring
products and real estate investment subsidiaries (the "discontinued
businesses"). The discontinued businesses are accounted for as discontinued
operations. Accordingly, the consolidated financial statements have been
restated to report separately the operating results of the continuing
operations. All prior year amounts have been restated.
RESULTS OF OPERATIONS - QUARTER ENDED SEPTEMBER 30, 1998 COMPARED TO THE QUARTER
ENDED SEPTEMBER 30, 1997
Revenue for the quarter ended September 30, 1998 increased $4,658,000 or 8% to
$59,704,000 compared to $55,046,000 for the quarter ended September 30, 1997.
The overall increase in revenue is primarily attributable to increased shipments
of seismic data acquisition products, which resulted in a $6,503,000 or 36%
increase in revenue in the geoscientific business area. The increased shipments
of seismic data acquisition products are a result of customer orders placed
during the latter part of 1997 and throughout 1998. Increased revenue in the
geoscientific business area was partially offset by the decrease in revenue in
the communications business area of $1,279,000 or 7% reflecting the slow-down in
telecommunications equipment partially as a result of the Asian crisis. Revenue
in the defense systems business was unchanged between the two periods.
The gross profit margin was 33% for the quarter ended September 30, 1998
compared to 27% for the same quarter in the prior year. The increase in the
gross margin percentage was primarily a result of the increased revenue in the
geoscientific business area, where the overall gross profit margin was greater
than those of the communications and defense products.
Selling, general and administrative expenses decreased $476,000 or 4% to
$11,752,000 for the quarter ended September 30, 1998 compared to the same
quarter in the prior year. Most of the decrease was a result of cost reductions
within the communication business. As a percentage of revenue, selling, general
and administrative expenses decreased 2% to 20% for the quarter compared to 22%
for the quarter ended September 30, 1997. Research and development expense was
only slightly higher at $3,057,000 for the third quarter of 1998 compared to
$2,940,000 for the third quarter of 1997.
Interest expense was $790,000 for the quarter ended September 30, 1998 compared
to $655,000 for the quarter ended September 30, 1997. The $135,000 or 21%
increase in interest expense was caused primarily by the increase in borrowings
within the geoscientific business to support the expenditures for capital
equipment and facilities and to finance the higher levels of accounts receivable
and inventories. Other income was $131,000 for the quarter ended September 30,
1998 compared to $114,000 for the quarter ended September 30, 1997.
Minority interest expense was $319,000 for the third quarter of 1998 compared to
$299,000 income for the third quarter of 1997. The minority interest expense is
a direct result of the positive net income for the current period as compared to
a net loss for the prior period at the Company's majority-owned subsidiary,
GeoScience Corporation ("GeoScience").
Income from continuing operations for the quarter ended September 30, 1998 was
$2,442,000, or $.40 per diluted share, as compared to a loss of $59,000, or $.01
per diluted share, for the quarter ended September 30, 1997. The improvement in
earnings is primarily attributable to the Company's geoscientific business.
During the fourth quarter of 1997, GeoScience sold its software subsidiary,
CogniSeis Development, Inc. There were no results from the discontinued
operations for the third quarter ended September 30, 1998 or 1997. During the
third quarter of 1998, the Company recognized the final portion, $486,000, of
the net gain on the sale of CogniSeis, which was deferred since the fourth
quarter of 1997.
<PAGE>
Page 10 Form 10-Q
TECH-SYM CORPORATION
The results of the operations of the discontinued air monitoring and real estate
investment businesses for the quarter ended September 30, 1998 were provided for
at June 30, 1998. The results of the operations of the broadcast business were
deferred and will be included in the gain on the disposal of that operation.
Net income for the quarter ended September 30, 1998 was $2,928,000, or $.48 per
diluted share, as compared to $729,000, or $.12 per diluted share, for the
quarter ended September 30, 1997, reflecting the net effect of the items
discussed above.
RESULTS OF OPERATIONS - NINE MONTHS ENDED SEPTEMBER 30, 1998 COMPARED TO NINE
MONTHS ENDED SEPTEMBER 30, 1997
Revenue for the nine months ended September 30, 1998 increased $22,829,000 or
13% to $192,116,000 compared to $169,287,000 for the nine months ended September
30, 1997. The increase in revenue is primarily attributable to increased
shipments of seismic data acquisition products resulting in a $26,363,000 or 41%
increase in the geoscientific business area. The increase in the geoscientific
business area was partially offset by decreases in revenue in the defense
systems and communications business areas of $3,075,000 or 7% and $262,000 or
1%, respectively.
The gross profit margin was 34% for the nine months ended September 30, 1998
compared to 30% for the same period in the prior year. The increase in the gross
profit percentage was primarily a result of the increased revenue in the
geoscientific business area and a change in the sales mix within the
geoscientific business area with an increase in sales of the higher margin
24-bit data acquisition module.
Selling, general and administrative expenses increased $3,038,000 or 8% to
$40,234,000 for the nine months ended September 30, 1998 compared to the same
period in the prior year. The majority of the increase was a result of the
increase in expense items directly associated with the increase in revenue in
the geoscientific business area for the period. As a percentage of revenue,
these expenses decreased 1% to 21% for the nine months ended September 30, 1998
compared to 22% for the nine months ended September 30, 1997. Research and
development expense was $8,107,000 for the first nine months of 1998 compared to
$7,721,000 for the first nine months of 1997, with the expense as a percentage
of revenue remaining flat at 4%.
Interest expense was $2,731,000 for the nine months ended September 30, 1998
compared to $2,193,000 for the nine months ended September 30, 1997. The
$538,000 or 25% increase in interest expense was caused by the increase in
borrowings primarily in the geoscientific business area to support expenditures
for capital equipment and facilities and to finance the growth in accounts
receivable and inventories. Other income was $1,003,000 for the nine months
ended September 30, 1998 compared to $1,171,000 for the nine months ended
September 30, 1997.
The Company has increased its effective tax rate to 33% as compared to the 31%
used for the first nine months of 1997 due to its anticipated profit level for
the year.
Minority interest expense was $1,429,000 for the nine months ended September 30,
1998 compared to $39,000 for the nine months ended September 30, 1997. The
increase in minority interest is a direct result of the increase in net income
at the Company's majority-owned subsidiary, GeoScience Corporation.
Income from continuing operations for the nine months ended September 30, 1998
was $9,217,000, or $1.49 per diluted share, as compared to $2,900,000, or $.47
per diluted share, for the nine months ended September 30, 1997. The improvement
in earnings is primarily attributable to the Company's geoscientific business.
During the fourth quarter of 1997, GeoScience sold its software subsidiary,
CogniSeis Development, Inc. There were no operating results from the
discontinued operation for the nine months ended September 30, 1998 compared to
an operating loss of $1,236,000 for the nine months ended September 30, 1997.
During the third quarter of 1998, the Company recognized the final portion,
$486,000, of the net gain on the sale of CogniSeis, which had been deferred
since the fourth quarter of 1997. The total gain on the sale of CogniSeis was
$3,850,000 net of $2,186,000 income tax expense and $1,014,000 minority
interest.
<PAGE>
Page 11 Form 10-Q
TECH-SYM CORPORATION
The net loss from the discontinued broadcast, air monitoring products and real
estate businesses was $2,662,000 for the nine months ended September 30, 1998
compared to net income of $2,054,000 for the nine months ended September 30,
1997.
Net income for the nine months ended September 30, 1998 was $10,405,000, or
$1.69 per diluted share, as compared to $3,718,000, or $.60 per diluted share,
for the nine months ended September 30, 1997, reflecting the net effect of the
items discussed above.
LIQUIDITY AND CAPITAL RESOURCES
Continued improved earnings and the improved collection of accounts receivable
along with the collection of the note receivable related to the sale of
CogniSeis enabled the Company to satisfy its working capital and capital
expenditure requirements while also reducing the total debt outstanding at
December 31, 1997. At September 30, 1998, the Company's working capital balance
was $119,863,000 compared to $125,634,000 at December 31, 1997. The decrease in
working capital is primarily attributable to the reclassification of the net
assets of the discontinued operations from current to non-current, as discussed
in Note 3. Cash provided by operations was $13,590,000 for the nine months ended
September 30, 1998 as compared to cash used for operations of $16,129,000 for
the nine months ended September 30, 1997.
At September 30, 1998, the Company's continuing operations had short-term line
of credit facilities aggregating $72,752,000 of which $40,589,000 was available
for additional short-term borrowings. The Company had a working capital ratio of
2.53 to 1.0 and debt to total capitalization of 21%. The Company believes that
its current financial position and available line of credit facilities will
provide adequate sources of funds to meet foreseeable requirements.
Purchases of property, plant and equipment totaled $12,744,000 for the nine
months ended September 30, 1998 compared to $9,081,000 for the same period in
the prior year. The Company estimates that capital expenditures for property,
plant and equipment during the remainder of 1998 will be approximately
$6,500,000. Most of the anticipated capital expenditures are not subject to firm
commitments and the Company may modify its plans depending on future results of
operations or other factors.
YEAR 2000 (Y2K) COMPLIANCE
Many currently installed computer systems and software products are not capable
of distinguishing 21st century (Y2K) dates. As a result, computer systems and/or
software used by many companies in a wide variety of applications will
experience operating difficulties concurrent with the century change.
Significant uncertainty exists concerning the scope and magnitude of problems
associated with the century change.
The Company recognizes the need to ensure its operations will not be adversely
impacted by Y2K software failures, internally or externally, and has established
cross functional project teams at each of its subsidiaries to address Y2K
issues. The project teams are coordinating the identification and implementation
of changes to computer hardware and software applications that will attempt to
ensure availability and integrity of their company's information systems and the
reliability of its operational systems and manufacturing processes. The project
teams are also coordinating the identification of potential Y2K risks associated
with the products and services their company sells or has sold, and risks that
could affect the business due to suppliers and others they transact business
with should these companies fail to comply with Y2K requirements. Each
subsidiary is also assessing the potential overall impact of the impending
century change on its business, results of operations and financial position.
The findings and resulting actions are being reviewed and monitored by the
Company to insure overall compliance.
Each subsidiary has reviewed its information technology and operational systems
and its manufacturing processes in order to identify those products, services or
systems for Y2K compliance. As a result, the Company has determined that each
subsidiary will be required to modify or replace certain information and
operational systems so they will be Y2K compliant. These modifications and
replacements are being, and will continue to be, made in conjunction with each
subsidiary's overall systems initiatives. Each subsidiary has reviewed or is
reviewing products previously sold and currently being sold or in design for
future sales for Y2K compliance. Products with Y2K non-compliance issues are
being identified and fixes/modifications, if any, are being developed.
<PAGE>
Page 12 Form 10-Q
TECH-SYM CORPORATION
Identified Y2K product issues will be resolved by year end 1999. During the
fourth quarter of 1998, each subsidiary will complete their communications with
suppliers, financial institutions and others with whom they do business to
address conversion-related issues. The subsidiaries, and therefore the Company,
cannot determine the complete status of Y2K compliance of its suppliers and
financial institutions or what additional costs, if any, might be required by
the Company until it completes the review of the responses received. Each
subsidiary's management believes that non-compliance by their suppliers will be
insignificant. However, failure of their financial institutions could have a
material effect on the Company's financial position or results of operations.
To date the Company has not incurred any material expenditures in connection
with identifying, evaluating or remediating Y2K compliance issues. The total
cost of Y2K compliance activities is estimated at less than $2,000,000 and is
not anticipated to be material to the Company's financial position or its
results of operations. The Company expects to complete its Y2K project during
1999. Based on available information, the Company does not believe any material
exposure to significant business interruption exists as a result of Y2K
compliance issues. Accordingly, the Company has not adopted any formal
contingency plan in the event its Y2K project is not completed in a timely
manner. These costs and the timing in which the Company plans to complete its
Y2K modification and testing processes are based on management's best estimates.
However, there can be no assurance that the Company will identify and remediate
all significant Y2K problems on a timely basis, that remedial efforts will not
involve significant time and expense, or that such problems will not have a
material adverse effect on the Company's business, results of operations or
financial position.
Forward-looking statements in this document are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that all forward-looking statements involve risks and
uncertainties, including, without limitation, risks associated with the
uncertainty of market acceptance of the Company's products, limited number of
customers, as well as risks of downturns in economic conditions generally, risks
associated with competition and competitive pricing pressures, and other risks
detailed in the Company's filings with the Securities and Exchange Commission.
<PAGE>
Page 13 Form 10-Q
TECH-SYM CORPORATION
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) There are no exhibits to this report except for Exhibit 27 -
Financial Data Schedule which is deemed not to be filed for
purposes of liability under the federal securities laws.
(b) Reports on Form 8-K.
None.
No financial statements were filed as a part of this report.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TECH-SYM CORPORATION
Registrant
Date: November 12, 1998 /s/ J. MICHAEL CAMP
J. Michael Camp, President
and Chief Executive Officer
Date: November 12, 1998 /s/ RAY F. THOMPSON
Ray F. Thompson, Vice
President, Treasurer, and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM TECH-SYM CORPORATION FORM 10-Q THIRD QUARTER 1998 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 3,167
<SECURITIES> 100
<RECEIVABLES> 62,798
<ALLOWANCES> 0
<INVENTORY> 85,167
<CURRENT-ASSETS> 198,411
<PP&E> 47,523
<DEPRECIATION> 0
<TOTAL-ASSETS> 297,284
<CURRENT-LIABILITIES> 78,548
<BONDS> 0
0
0
<COMMON> 803
<OTHER-SE> 173,711
<TOTAL-LIABILITY-AND-EQUITY> 297,284
<SALES> 192,116
<TOTAL-REVENUES> 192,116
<CGS> 126,158
<TOTAL-COSTS> (174,499)
<OTHER-EXPENSES> (1,003)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,731
<INCOME-PRETAX> 15,889
<INCOME-TAX> 5,243
<INCOME-CONTINUING> 9,217
<DISCONTINUED> 1,188
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,405
<EPS-PRIMARY> 1.72
<EPS-DILUTED> 1.69
</TABLE>
