<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
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 1-7399
TCC INDUSTRIES, INC.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Texas 74-1366626
- ------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
816 Congress Avenue, Suite 1250, Austin, TX 78701
-----------------------------------------------------
(Address of principal executive offices) (Zip code)
(512) 320-0976
-----------------------------------------------------
(Registrant's telephone number, including area code)
-----------------------------------------------------
(Former name, former address and former fiscal year, if
changed since last report)
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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: 2,759,115 shares as
of November 1, 1995.
<PAGE> 2
Part I. Contents of Consolidated Financial Information:
<TABLE>
<CAPTION>
Page Number(s)
--------------
<S> <C>
Consolidated Balance Sheets 1 - 2
Consolidated Statements of Operations 3 - 4
Condensed Consolidated Statements of Cash Flows 5
Consolidated Statement of Shareholders' Equity 6
Notes to Consolidated Financial Statements 7 - 8
Management's Discussion and Analysis 9 - 11
Part II. Other Information 12 - 13
Signatures 14
</TABLE>
<PAGE> 3
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
September 30, December 31,
ASSETS 1995 1994
Current assets: --------------- ---------------
<S> <C> <C>
Cash and cash equivalents $ 1,845 $ 2,124
Receivables:
Trade receivables, net
of allowance of
$107 and $121 2,844 3,339
Other, including
interest 61 97
--------------- ---------------
2,905 3,436
--------------- ---------------
Inventories:
Raw materials 1,085 944
Work in progress 391 164
Finished goods 5,717 6,375
--------------- ---------------
7,193 7,483
--------------- ---------------
Other 303 136
--------------- ---------------
Total current assets 12,246 13,179
--------------- ---------------
Property, plant and
equipment 9,731 9,659
Accumulated depreciation (5,148) (4,826)
--------------- ---------------
4,583 4,833
--------------- ---------------
Assets held for sale 374 409
Intangible assets:
Goodwill 1,167 1,164
Patents and trademarks 74 74
--------------- ---------------
1,241 1,238
Accumulated Amortization (388) (347)
--------------- ---------------
853 891
--------------- ---------------
Other assets 522 552
--------------- ---------------
Total assets $18,578 $19,864
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-1-
<PAGE> 4
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS - continued
(Unaudited)
(In Thousands, except share amounts)
<TABLE>
<CAPTION>
LIABILITIES AND September 30, December 31,
SHAREHOLDERS' EQUITY 1995 1994
--------------- ---------------
<S> <C> <C>
Current liabilities:
Notes payable $ 9 $ 2,200
Current maturities of
long-term debt 1,790 281
Accounts payable 683 600
Accrued expenses:
Interest 38 53
Other 824 1,133
Customer deposits 631 59
--------------- ---------------
Total current
liabilities 3,975 4,326
--------------- ---------------
Long-term debt, less
current maturities 1,570 2,142
Deferred liabilities 278 300
--------------- ---------------
Total liabilities 5,823 6,768
--------------- ---------------
Commitments & contingencies
Shareholders' equity:
Preferred stock, authorized
2,000,000 shares, no par
value, no shares issued -- --
Common stock, authorized
10,000,000 shares, par
value $1 per share,
2,840,601 shares issued 2,841 2,841
Additional paid-in capital 8,711 8,748
Cumulative foreign currency
translation adjustment (18) (22)
Retained earnings
since January 1, 1985 1,487 1,770
--------------- ---------------
13,021 13,337
Treasury stock,
81,486 and 72,586
shares, respectively,
at cost (266) (241)
--------------- ---------------
Total shareholders'
equity 12,755 13,096
--------------- ---------------
Total liabilities
and shareholders'
equity $18,578 $19,864
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-2-
<PAGE> 5
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In Thousands, except per share amounts)
<TABLE>
<CAPTION>
For the Three Months Ended
September 30,
1995 1994
--------------- ---------------
<S> <C> <C>
Revenue $ 4,019 $ 5,387
Cost of goods sold 2,853 3,630
--------------- ---------------
Gross profit 1,166 1,757
Selling, general and administrative
expenses 1,606 1,828
--------------- ---------------
Operating loss (440) (71)
--------------- ---------------
Other income (expense):
Interest income 23 25
Interest expense (100) (89)
Other, net 149 155
--------------- ---------------
72 91
--------------- ---------------
Income (loss) before provision (benefit)
for income taxes (368) 20
Provision (benefit) for income taxes:
Federal (55) 17
State (5) (3)
--------------- ---------------
(60) 14
--------------- ---------------
Net income (loss) ($308) $ 6
=============== ===============
Weighted average number of common and
common equivalent shares outstanding 2,759 2,859
=============== ===============
Earnings (loss) per common and common
equivalent share: ($0.11) $ 0.00
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-3-
<PAGE> 6
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In Thousands, except per share amounts)
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30,
1995 1994
--------------- ---------------
<S> <C> <C>
Revenue $14,799 $18,260
Cost of goods sold 10,017 12,369
--------------- ---------------
Gross profit 4,782 5,891
Selling, general and administrative
expenses 5,019 5,671
--------------- ---------------
Operating income (loss) (237) 220
--------------- ---------------
Other income (expense):
Interest income 76 68
Interest expense (392) (306)
Other net 236 292
--------------- ---------------
(80) 54
--------------- ---------------
Income (loss) before provision (benefit)
for income taxes (317) 274
Provision (benefit) for income taxes:
Federal (37) 117
State 3 14
--------------- ---------------
(34) 131
--------------- ---------------
Net income (loss) ($283) $143
=============== ===============
Weighted average number of common and
common equivalent shares outstanding 2,760 2,871
=============== ===============
Earnings (loss) per common and common
equivalent share: ($0.10) $0.05
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-4-
<PAGE> 7
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In Thousands, except per share amounts)
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30,
1995 1994
--------------- ---------------
<S> <C> <C>
Net cash provided by operating activities $1,021 $760
--------------- ---------------
Cash flows of investing activities:
Additions to property, plant and equipment (187) (932)
Proceeds from sale of assets 139 609
Collection of notes receivable 37 5
Additions to intangibles -- (11)
Other, net (2) --
--------------- ---------------
Net cash used by investing activities (13) (329)
--------------- ---------------
Cash flows of financing activities:
Net repayments of short-term debt (2,191) (67)
Proceeds from long-term debt 1,203 493
Long-term debt paid (274) (142)
Purchase of common stock for treasury (25) (82)
--------------- ---------------
Net cash provided (used) by financing
activities (1,287) 202
--------------- ---------------
Effect of exchange rate changes on cash -- 3
Net increase (decrease) in cash and
cash equivalents (279) 636
Cash and cash equivalents at beginning
of period 2,124 2,111
--------------- ---------------
Cash and cash equivalents at end
of period $1,845 $2,747
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-5-
<PAGE> 8
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
Cumulative Retained
Foreign Earnings
Par Value Addt'l Currency Since
Number of of Common Paid-in Translation January Treasury
Shares Shares Capital Adjustment 1, 1985 Stock Total
--------- ---------- ------- ----------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balances,
January 1, 1995 2,841 $ 2,841 $ 8,748 $ (22) $ 1,770 $ (241) $ 13,096
Net loss (283) (283)
Benefit for income taxes (37) (37)
Purchase of common
stock for treasury (25) (25)
Foreign currency
translation
adjustment 4 4
------- ------- ------- --------- -------- ---------- --------
Balances,
September 30, 1995 2,841 $ 2,841 $ 8,711 $ (18) $ 1,487 $ (266) $ 12,755
======= ======= ======= ========= ======== ========== ========
</TABLE>
The accompanying notes are an integral part of the financial statements.
6
<PAGE> 9
TCC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1 Summary of Significant Accounting Policies
The consolidated financial statements include the accounts of
TCC Industries, Inc. and Subsidiaries ("the Company"), and have been presented
in accordance with the reporting requirements for interim financial statements.
Such requirements do not include all of the disclosures normally required by
generally accepted accounting principles or those normally made in an Annual
Report on Form 10-K. Certain amounts have been reclassified for consistency in
presentation. In connection therewith readers are referred to the Company's
most recent Annual Report on Form 10-K filed for the year ended December 31,
1994. The information furnished herein reflects all adjustments which, in the
opinion of management, are of a normal recurring nature and necessary for a
fair statement of the results of interim periods. Such results for interim
periods are not necessarily indicative of the results to be expected for a full
year, principally due to seasonal fluctuations in wholesale distribution
revenue.
Income Taxes
The Company and its wholly owned domestic subsidiaries join in
filing a consolidated federal income tax return. The provision (benefit) for
income taxes for interim financial reporting is determined utilizing the
estimated annual effective tax rate method of allocation. Separate state and
foreign income tax returns are filed by subsidiaries where required.
Statement of Cash Flow
For purposes of the statements of cash flows, the Company
considers all highly liquid debt instruments purchased with an original
maturity of three months or less to be cash equivalents.
Foreign Currency Translation
The consolidated financial statements of Meyer Europe, Ltd.
are translated into U.S. dollars in accordance with SFAS 52, "Foreign Currency
Translation". SFAS 52 requires the foreign operations to be translated using
current exchange rates for balance sheet items, historical rates for capital
accounts, and average exchange rates for income statement items. The resulting
translation adjustments are recorded directly into a separate component of
shareholders' equity.
Note 2 Assets Held for Sale
Assets held for sale include real estate held by the Company
that, in management's opinion, is not required by the Company's continuing
operations. At September 30, 1995 and December 31, 1994, the assets held for
sale were valued at approximately $374,000 and $409,000, respectively. The
assets held for sale are recorded at the lower of cost or net realizable value.
Net realizable value has been determined by management after giving
consideration to independent appraisals and current market conditions.
7
<PAGE> 10
TCC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
(UNAUDITED)
Note 3 Commitments and Contingencies
A Writ of Summons was filed on or around November 25, 1992,
which initiated a civil action against Meyer Machine Company ("Meyer Machine").
Pursuant to this action a complaint was filed March 30, 1993, styled Vicki L.
Goodman vs. Meyer Machine Company (Case No. 5544-1992) in the Court of Common
Pleas of Lancaster County, Pennsylvania. The plaintiff is requesting judgment
for compensatory damages, interest and costs in excess of $20,000, allegedly
incurred as a result of an accident involving a piece of equipment claimed to
be manufactured by Meyer Machine. Meyer Machine has joined in the suit the
party who made certain modifications to the equipment. Such party has asserted
cross claims against Meyer Machine, the nature of which are not significantly
different from the claims asserted by the plaintiff against Meyer Machine.
Meyer Machine has denied liability and intends to vigorously defend the case.
In any event, Meyer Machine carries product liability, as well as umbrella
insurance coverage. Management does not believe the ultimate resolution of the
suit will have a significant impact on the financial position or results of
operations of the Company.
There are sundry claims pending against certain of the
Company's subsidiaries, all of which are incidental to the ordinary course of
business and, in the opinion of Company management, should not result in any
significant liability.
Note 4 Long-Term Debt
Allen-Lewis entered into a new credit agreement with a bank, effective
July 1, 1995, that provides for a $3.3 million line of credit for working
capital and letters of credit, and a $1.2 million three year term note. Both
the line of credit and term note are subject to a borrowing base calculation
and both bear interest at prime plus one-half of one percentage point. Prior
to July 1, 1995, the $1.2 million covered by the term note was part of
Allen-Lewis's line of credit.
Note 5 Shareholders' Equity
During January 1995, the Company purchased in the open market 8,900
shares of its common stock at prices ranging from $2.625-$2.875 per share. These
shares were purchased pursuant to resolutions passed in 1994 by the Company's
Board of Directors authorizing the purchase of up to two percent of the
Company's outstanding common stock. The purchases in January 1995, along with
the 47,000 shares purchased in 1994, completed the Company's purchase of two
percent of the outstanding stock and no further purchases have been authorized
by the Board of Directors. Costs incurred for the buy-back program have been
included in the cost of treasury shares.
The loss per share is calculated using the weighted average number of
common shares outstanding for the three and nine months ended September 30,
1995. Common share equivalents would have diluted the loss per share and were
therefore excluded from the computation. For the three and nine months ended
September 30, 1994, the calculation of weighted average shares outstanding
included dilutive stock options amounting to 48,000 and 58,000 share
equivalents, respectively.
8
<PAGE> 11
TCC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
(UNAUDITED)
outstanding shares. Costs incurred for the buy-back program have
been included in the cost of treasury shares.
9
<PAGE> 12
TCC INDUSTRIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
The following is management's discussion and analysis of the results
of operations and financial condition of TCC Industries, Inc. and Subsidiaries
("the Company") during the periods included in the accompanying consolidated
financial statements. The discussion below relates to material changes in the
results of operations for the three and nine months ended September 30, 1995 as
compared to the same periods ended September 30, 1994 and to material changes
in the financial condition of the Company occurring since the prior fiscal year
end of December 31, 1994. The reader is invited to review Management's
Discussion and Analysis of Financial Condition and Results of Operations
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1994 for further details regarding the significant factors
affecting the results of operations and financial condition of the Company.
COMPARISONS OF THE RESULTS OF OPERATIONS FOR THE THREE
MONTHS ENDED SEPTEMBER 30, 1995 AND SEPTEMBER 30, 1994
Revenue
Consolidated revenue decreased 25.4% to $4.0 million for the third
quarter of 1995 as compared to revenue of $5.4 million in the third quarter of
1994. The decline is the result of lower revenue at both the manufacturing and
wholesale distribution segments. Manufacturing revenue decreased in the third
quarter by 31.2% to $2.2 million in 1995 from $3.2 million in 1994. The
decrease in manufacturing revenues, which was primarily attributable to lower
equipment sales, resulted from the lower backlog at June 30, 1995, when
compared to June 30, 1994. The lower backlog at June 30, 1995 was the result
of the continuing weakness and increased competition the company has faced in
the markets it serves.
Wholesale distribution revenue for the third quarter decreased by
17.1% to $1.8 million in 1995 from $2.1 million in 1994. The lower revenue
primarily results from the continuing weakness in the market the company
serves, as well as delays in receipt of merchandise from foreign suppliers that
had been ordered to fill customers' orders.
Gross Profit
Gross profit decreased 33.7% to $1.2 million in the third quarter of
1995, as compared to $1.8 million for the same period in 1994. The decline in
gross profit primarily results from the lower revenue previously discussed, as
well as a decrease in gross profit margins to 29.0% in the third quarter of
1995 as compared to 32.6% in the third quarter of 1994. The lower gross profit
margins can be attributed to a decrease at both the manufacturing and wholesale
distribution segments. At the manufacturing segment, where the gross profit
margins decreased to 27.0% during the third quarter of 1995 compared to 31.5%
for the same period in 1994, the gross profit margin was negatively impacted by
the fixed overhead costs being a higher percentage of revenue due to the lower
revenue during the current quarter. Additionally, the manufacturing segment
incurred an unusual warranty claim that resulted in additional warranty
expenses in excess of warranty reserves of approximately $56,000 during the
third quarter of 1995. The decreased gross profit margin realized at the
wholesale distribution segment, which was 29.9% of sales during the third
quarter of 1995 versus 33.0% for the three months ended September 30, 1994, was
primarily attributable to an unfavorable sales mix during the third quarter of
1995 compared to 1994.
Selling, General and Administrative Expenses
Selling, general and administrative expenses declined $222,000, or
12.1%, in the third quarter of 1995 when compared to the same period in 1994.
The decrease is primarily attributable to a $137,000 decline in selling and
marketing costs at the manufacturing segment.
Other Income (Expense)
Other expense, net of other income, increased $19,000 for the third
quarter of 1995 when compared to the same quarter in 1994. The increase can be
primarily attributed to higher interest expense as the result of higher debt
levels at the wholesale distribution segment for the current quarter compared
to the same period in 1994.
9
<PAGE> 13
COMPARISON OF THE RESULTS OF OPERATIONS FOR THE
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND
SEPTEMBER 30, 1994
Revenue
Consolidated revenue decreased 19.0% to $14.8 million for the nine
months ended September 30, 1995, as compared to revenue of $18.3 million for
the same period in 1994. The decline is the result of lower revenue at both
the manufacturing and wholesale distribution segments. Manufacturing revenue
decreased by 24.6% from $9.1 million in 1994 to $6.9 million in 1995. The
decrease is primarily due to a decline in equipment sales of $1.8 million,
which resulted from the lower backlog at December 31, 1994 when compared to the
backlog at December 31, 1993. The lower backlog and, consequently, the lower
sales were a result of the increased competition and continuing weakness in the
markets served by the manufacturing segment that began in the second quarter of
1994. However, there has been an increase in customer inquiries and in orders
received, resulting in a 20% and an 89% increase in the manufacturing segment's
backlog at September 30, 1995, when compared to backlogs at September 30, 1994
and June 30, 1995, respectively. While it is too early to determine if the
improvement in the inquiry level is permanent, or whether it will result in
additional orders, it is the best indication the company has had in some time
that the markets served by the manufacturing segment may be improving, or that
the steps taken by the company to increase revenue may be showing the
anticipated positive results, or both.
The decline in wholesale distribution revenue of 13.5% to $7.8 million
in 1995 from $9.0 million in 1994 is primarily attributable to the continuing
weakness and increased competitiveness of the markets it serves, as well as
delays in receipt of merchandise from foreign suppliers that had been ordered
to fill customers' orders.
Gross Profit
Gross profit decreased 18.8% to $4.8 million for the nine months ended
September 30, 1995, as compared to $5.9 million for the same period in 1994.
The decline in gross profit results from the lower revenue previously
discussed, offset by a slight increase in gross profit margins to 32.3% of
sales for the first nine months of 1995 as compared to 32.2% of sales for the
same period in 1994. The improved gross profit margins are attributable to
improved margins at the manufacturing segments, which increased to 30.2% of
sales in 1995 from 29.4% in 1994. This improvement is primarily the result of
lower material costs as a percentage of revenue during 1995 when compared to
1994. During the first quarter of 1994, the equipment sold by the
manufacturing segment contained a higher level of equipment with components
that were produced by sub-contractors versus manufactured in-house, thereby
causing material costs to be a higher percentage of sales; this did not recur
during 1995.
Selling, General and Administrative Expenses
Selling, general and administrative expenses decreased 11.5% to $5.0
million in 1995 from $5.7 million in 1994. The decline is primarily
attributable to a $156,000 decrease in employee related expenses and a $223,000
decline in selling and marketing expenses at the manufacturing segment. These
reductions are a direct result of the cost reduction program the Company
initiated during the later part of 1994 and first part of 1995.
Other Income (Expense)
Other expense, net of other income, increased approximately $134,000
in 1995 compared to 1994. This increase is primarily attributable to an
$86,000 increase in interest expense, which is due to higher debt levels
outstanding at the wholesale distribution segment during 1995 when compared to
1994.
10
<PAGE> 14
TCC INDUSTRIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS -- (Continued)
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 1995, the Company had working capital of $8.3 million
and a current ratio of 3.1 to 1. This compares to working capital of $8.9
million and a current ratio of 3.0 to 1 at December 31, 1994. Cash for the
nine months ended September 30, 1995 decreased a net $279,000.
At September 30, 1995, Meyer Machine maintained a $1,000,000 bank line
of credit, of which approximately $800,000 was available after a reduction in
availability of $200,000 to support a letter of credit issued by the bank as
partial collateral for the real estate lien note payable to a bank by Meyer
Vi-Tech. Meyer Machine has a commitment from its primary bank lender to
provide a line of credit for up to $400,000, if needed, for equipment
purchases, of which all was available at September 30, 1995. This commitment
expires in 1996.
Allen-Lewis entered into a new credit agreement with a bank, effective
July 1, 1995, that provides for a $3.3 million line of credit for working
capital and letters of credit, and a $1.2 million three year term note. Both
the line of credit and term note are subject to a borrowing base calculation
and both bear interest at prime plus one-half of one percentage point; at
September 30, 1995, Allen-Lewis had approximately $481,000 available under its
line of credit. Prior to July 1, 1995, the $1.2 million covered by the term
note was part of Allen-Lewis's line of credit.
TCC Industries has an $85,000 and a $300,000 line of credit, neither
of which had outstanding balances at September 30, 1995. These lines of credit
are used to supplement the short-term cash needs of the parent company.
Each of the subsidiaries' bank lines of credit agreements contain
provisions that limit or restrict the transfer of funds to the parent company
in the form of cash dividends, loans, or advances. Management does not believe
the restrictions will have a significant effect on the parent company's ability
to meet ordinary cash obligations.
Subsequent to September 30, 1995, an asset held for sale was sold for
$550,000, which generated approximately $495,000 in cash proceeds after
closing costs.
11
<PAGE> 15
TCC INDUSTRIES, INC. AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1995
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
See Note 3 to the financial statements included elsewhere
herein for a discussion of legal proceedings.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
12
<PAGE> 16
TCC INDUSTRIES, INC. AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1995
PART II - OTHER INFORMATION (CONTINUED)
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
6(a) Exhibits:
11 The computation of fully diluted earnings per shares
would be the same as primary earnings per share,
which is easily discernable on the face of the
statements of operations included elsewhere herein.
27 Financial Data Schedules:
(i) For the quarterly period ended September 30,
1995.
6(b) Reports on Form 8-K:
The following is the date and description of the events
reported on Forms 8-K filed during the third quarter of 1995:
Date of Earliest Event
Reported on Form 8-K Description
None.
13
<PAGE> 17
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.
TCC INDUSTRIES,INC.
----------------------------------------
(Registrant)
/s/ LAWRENCE W. SCHUMANN
----------------------------------------
LAWRENCE W. SCHUMANN
President
(Duly Authorized Officer)
/s/ CHRISTOPHER A. HOPKINS
----------------------------------------
CHRISTOPHER A. HOPKINS
Controller
(Chief Accounting Officer)
Date: November 14, 1995
14
<PAGE> 18
EXHIBIT INDEX
EXHIBIT
NO.
- -------
11 The computation of fully diluted earnings per shares would be the same
as primary earnings per share, which is easily discernable on the face
of the statements of operations included elsewhere herein.
27 Financial Data Schedules:
(i) For the quarterly period ended September 30, 1995.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 1,845
<SECURITIES> 0
<RECEIVABLES> 2,951
<ALLOWANCES> 107
<INVENTORY> 7,193
<CURRENT-ASSETS> 12,246
<PP&E> 9,731
<DEPRECIATION> (5,148)
<TOTAL-ASSETS> 18,578
<CURRENT-LIABILITIES> 3,975
<BONDS> 1,570
<COMMON> 2,841
0
0
<OTHER-SE> 9,914
<TOTAL-LIABILITY-AND-EQUITY> 18,578
<SALES> 14,799
<TOTAL-REVENUES> 14,799
<CGS> 10,017
<TOTAL-COSTS> 10,017
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 19
<INTEREST-EXPENSE> 392
<INCOME-PRETAX> (317)
<INCOME-TAX> (34)
<INCOME-CONTINUING> (283)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (283)
<EPS-PRIMARY> (0.10)
<EPS-DILUTED> (0.10)
</TABLE>
