<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 June 30, 1996
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: 2,761,115 shares as
of August 8, 1996.
<PAGE> 2
Part I. Contents of Consolidated Financial Information:
<TABLE>
<CAPTION>
Page Number(s)
--------------
<S> <C>
Consolidated Balance Sheet 1 - 2
Consolidated Statement of Operations 3 - 4
Condensed Consolidated Statement 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 SHEET
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
June 30, December 31,
ASSETS 1996 1995
Current assets: --------------- ---------------
<S> <C> <C>
Cash and cash equivalents $ 2,116 $ 2,224
Receivables:
Trade receivables, net
of allowance of
$101 and $118, respectively 4,994 3,136
Other, including
interest 30 66
--------------- ---------------
5,024 3,202
--------------- ---------------
Inventories:
Raw materials 1,070 892
Work in progress 267 347
Finished goods 5,653 6,252
--------------- ---------------
6,990 7,491
--------------- ---------------
Other 542 270
--------------- ---------------
Total current assets 14,672 13,187
--------------- ---------------
Property, plant and
equipment 9,798 9,735
Accumulated depreciation (5,492) (5,283)
--------------- ---------------
4,306 4,452
--------------- ---------------
Intangible assets:
Goodwill 1,160 1,158
Patents and trademarks 74 74
--------------- ---------------
1,234 1,232
Accumulated amortization (427) (400)
--------------- ---------------
807 832
--------------- ---------------
Other assets 670 835
--------------- ---------------
Total assets $20,455 $19,306
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-1-
<PAGE> 4
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET - continued
(Unaudited)
(In Thousands, except share amounts)
<TABLE>
<CAPTION>
LIABILITIES AND June 30, December 31,
SHAREHOLDERS' EQUITY 1996 1995
--------------- ---------------
<S> <C> <C>
Current liabilities:
Notes payable $ 2,890 $ 882
Current maturities of
long-term debt 695 664
Accounts payable 641 839
Accrued expenses 790 828
Customer deposits 438 430
--------------- ---------------
Total current
liabilities 5,454 3,643
--------------- ---------------
Long-term debt, less
current maturities 2,143 2,459
Deferred liabilities 236 254
--------------- ---------------
Total liabilities 7,833 6,356
--------------- ---------------
Commitments and 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 8,748 8,748
Cumulative foreign currency
translation adjustment (29) (53)
Retained earnings 1,328 1,680
--------------- ---------------
12,888 13,216
Treasury stock,
81,486 shares at cost (266) (266)
--------------- ---------------
Total shareholders'
equity 12,622 12,950
--------------- ---------------
Total liabilities
and shareholders'
equity $20,455 $19,306
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-2-
<PAGE> 5
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
(In Thousands, except per share amounts)
<TABLE>
<CAPTION>
For the Three Months Ended
June 30,
1996 1995
--------------- ---------------
<S> <C> <C>
Revenue $ 5,845 $ 5,531
Cost of goods sold 4,040 3,704
--------------- ---------------
Gross profit 1,805 1,827
Selling, general and administrative
expenses 1,857 1,676
--------------- ---------------
Operating income (loss) (52) 151
--------------- ---------------
Other income (expense):
Interest income 24 25
Interest expense (142) (158)
Other, net 11 0
--------------- ---------------
(107) (133)
--------------- ---------------
Income (loss) before provision
for income taxes (159) 18
Provision for income taxes:
Federal 0 7
State 0 5
--------------- ---------------
0 12
--------------- ---------------
Net income (loss) ($159) $ 6
=============== ===============
Weighted average number of common and
common equivalent shares outstanding 2,759 2,771
=============== ===============
Earnings (loss) per common and common
equivalent share: ($0.06) $ 0.00
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-3-
<PAGE> 6
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
(In Thousands, except per share amounts)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
1996 1995
--------------- ---------------
<S> <C> <C>
Revenue $11,157 $10,780
Cost of goods sold 7,719 7,164
--------------- ---------------
Gross profit 3,438 3,616
Selling, general and administrative
expenses 3,628 3,413
--------------- ---------------
Operating income (loss) (190) 203
--------------- ---------------
Other income (expense):
Interest income 53 53
Interest expense (273) (292)
Other, net 56 87
--------------- ---------------
(164) (152)
--------------- ---------------
Income (loss) before provision (benefit)
for income taxes (354) 51
Provision (benefit) for income taxes:
Federal 0 18
State (2) 8
--------------- ---------------
(2) 26
--------------- ---------------
Net income (loss) ($352) $ 25
=============== ===============
Weighted average number of common and
common equivalent shares outstanding 2,759 2,781
=============== ===============
Earnings (loss) per common and common
equivalent share: ($0.13) $ 0.01
=============== ===============
</TABLE>
The accompanying notes are an integral part of the financial statements.
-4-
<PAGE> 7
TCC INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
1996 1995
--------------- ---------------
<S> <C> <C>
Net cash used by operating activities $(1,825) $(1,483)
-------------- --------------
Cash flows of investing activities:
Additions to property, plant and equipment (114) (163)
Proceeds from sale of assets 111 138
Other, net 2 (1)
-------------- --------------
Net cash used by investing activities (1) (26)
-------------- --------------
Cash flows of financing activities:
Net borrowings of short-term debt 2,008 1,437
Long-term debt paid (301) (173)
Purchase of common stock for treasury 0 (25)
Other, net 11 6
-------------- --------------
Net cash provided by financing activities 1,718 1,245
-------------- --------------
Effect of foreign exchange rate changes on cash 0 3
Net decrease in cash and cash equivalents (108) (261)
Cash and cash equivalents at beginning
of period 2,224 2,124
-------------- --------------
Cash and cash equivalents at end
of period $2,116 $1,863
============== ==============
</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 SIX MONTHS ENDED JUNE 30, 1996
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
Cumulative
Foreign
Par Value Addt'l Currency
Number of of Common Paid-in Translation Retained Treasury
Shares Shares Capital Adjustment Earnings Stock Total
--------- ---------- ------- ----------- -------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balances,
January 1, 1996 2,841 $ 2,841 $ 8,748 $ (53) $ 1,680 $ (266) $ 12,950
Net loss (352) (352)
Foreign currency
translation
adjustment 24 24
----- ------- ------- --------- -------- ---------- --------
Balances,
June 30, 1996 2,841 $ 2,841 $ 8,748 $ (29) $ 1,328 $ (266) $ 12,622
===== ======= ======= ========= ======== ========== ========
</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,
1995. 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 Flows
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.
-7-
<PAGE> 10
TCC INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
(UNAUDITED)
Note 2 Commitments and Contingencies
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 3 Shareholders' Equity
The loss per share for the three and six months ended June 30, 1996 is
calculated using the weighted average number of common shares outstanding for
the three and six months ended June 30, 1996. Common share equivalents would
have diluted the loss per share and were therefore excluded from the
computation. For the three and six months ended June 30, 1995, the calculation
of weighted average shares outstanding included dilutive stock options amounting
to 12,000 and 20,000 share equivalents.
-8-
<PAGE> 11
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 six months ended June 30, 1996 as
compared to the same periods ended June 30, 1995 and to material changes in the
financial condition of the Company occurring since the prior year end of
December 31, 1995. 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, 1995 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 JUNE 30, 1996 AND JUNE 30, 1995
REVENUE
Consolidated revenue increased $315,000 (5.7%) to $5.8 million for the
second quarter of 1996 as compared to revenue of $5.5 million for the second
quarter of 1995. The increased revenue is primarily the result of an increase
at the manufacturing segment, offset by a decline in revenue at the wholesale
distribution segment.
Manufacturing revenue increased 25.8% to $3.0 million in the second
quarter of 1996, up from $2.4 million in the same quarter in 1995. This
increase is primarily the result of a $737,000 (40.1%) increase at Meyer
Machine, the manufacturing segment's U. S. based operation, offset by a
$130,000 (25.2%) decrease at Meyer Vi-Tech, the European based operation. The
increase at Meyer Machine is primarily the result of a 44.2% increase in sales
of equipment and a 32.2% increase in parts and service sales. The increase in
equipment sales primarily resulted from the higher backlog at March 31, 1996
($1,339,000) when compared to March 31, 1995 ($1,119,000), and a 99.9% increase
in new orders entered during the second quarter of 1996, when compared to the
same quarter in 1995. The increased backlog and increase in new orders entered
is primarily the result of an increase in demand for equipment from customers
in the company's traditional markets, after approximately two years of soft
market conditions; and an increase in orders from new markets that have been
developed by Meyer Machine from steps that have been previously reported. The
increase in parts and service sales primarily resulted from an overall increase
in the installed base of equipment. The decline in revenue at Meyer Vi-Tech is
primarily attributable to a decline in sales of equipment resulting primarily
from the timing of delivery of customers' orders as sales at Meyer Vi-Tech
during the first six months of 1996 are up $355,000 over the same period in
1995, as discussed below.
Wholesale distribution revenue decreased 8.4% during the second
quarter of 1996 to $2.9 million, when compared to the same quarter in 1995. The
decline in revenue is primarily the result of an overall decline in demand for
merchandise due to weak market conditions, a condition the company has
experienced for the past two years, and increased competition in the markets
served by the wholesale distribution segment.
GROSS PROFIT
Consolidated gross profit decreased $22,000 to $1,805,000 in the
second quarter of 1996 when compared to $1,827,000 for the same period in 1995.
The decline in gross profit is primarily the result of the following factors:
o A decrease in gross profit margins at both the manufacturing segment
and at the wholesale distribution segment. At the manufacturing
segment, gross profit margins declined to 28.5% in the second quarter
of 1996, as compared to 31.2% in the second quarter of 1995. This
decline in gross profit margins is primarily the result of a 3.5 point
increase in material costs, as a percentage of sales, when compared to
the second quarter 1995. The higher material costs primarily result
from a change in the product mix towards more customized equipment
which are more difficult to estimate than the more standard equipment.
At the wholesale distribution segment, gross profit margins declined
to 33.0% for the second quarter of 1996 as compared to 33.5% for the
same period in 1995. This decline is primarily the result of a change
in the product mix towards more sales qualifying for quantity
discounts; and
o The decrease in revenue at the wholesale distribution segment,
discussed above.
However, the affect of the lower gross profit margins and lower
revenue at the wholesale distribution segment was partially offset by the
increase in revenue at the manufacturing segment.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Consolidated selling, general and administrative expenses increased
$181,000 (10.8%) in the second quarter of 1996, when compared to the second
quarter of 1995, primarily due to a $108,000 increase in selling and marketing
expenses at the manufacturing segment which primarily resulted from the
increase in sales, discussed above.
Other Income (Expense)
Other expense, net of other income, decreased $26,000 (19.4%) to
$107,000 during the second quarter of 1996, when compared to the same period in
1995, primarily as a result of a $16,000 decrease in interest expense resulting
from a lower level of interest bearing debt outstanding during the quarter.
-9-
<PAGE> 12
TCC INDUSTRIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS -- (Continued)
COMPARISONS OF THE RESULTS OF OPERATIONS FOR THE SIX
MONTHS ENDED JUNE 30, 1996 AND JUNE 30, 1995
REVENUE
Consolidated revenue increased $377,000 (3.5%) to $11.2 million for
the six months ended June 30, 1996, as compared to revenue of $10.8 million for
the same period in 1995. The increased revenue is primarily the result of an
increase at the manufacturing segment, offset by a decline in revenue at the
wholesale distribution segment.
Manufacturing revenue increased 18.7% to $5.5 million for the six
months ended June 30, 1996, up from $4.6 million for the same period in 1995.
This increase resulted from a $515,000 (13.1%) increase at Meyer Machine and a
$355,000 (52.6%) increase at Meyer Vi-Tech. The increase at Meyer Machine is
primarily the result of a 13.1% increase in sales of equipment and a 12.8%
increase in parts and service sales. The increase in equipment sales primarily
resulted from a 55.3% increase in new orders received during the six months
ended June 30, 1996, when compared to the same period in 1995, which also led
to a higher backlog at June 30, 1996, as discussed below. The increase in new
orders received is primarily attributable to increased demand for equipment
from customers in the markets traditionally served by Meyer Machine, as well as
an increase in orders from new markets served, and the introduction of new
products. The increase in parts and service sales is the result of a larger
installed base of equipment. The increase at Meyer Vi-Tech is primarily the
result of its higher backlog at December 31, 1995, when compared to December
31, 1994, and a 33.6% increase in new orders received during the six months
ended June 30, 1996, when compared to the same period in 1995, both of which
result from an overall increase in demand resulting from improved market
conditions and increased market penetration. For the MEYER Group, the increase
in orders received in the first six months of 1996, when compared to the same
period in 1995, resulted in a 101.9% increase in the backlog to $2,589,000 at
June 30, 1996, when compared to June 30, 1995.
Wholesale distribution revenue decreased 7.3% to $5.6 million during
the six months ended June 30, 1996, when compared to the same period in 1995.
The decline in revenue is primarily the result of an overall decline in demand
for merchandise due to weak market conditions, a condition the company has
experienced for the past two years, and increased competition in the markets
served by the wholesale distribution segment.
GROSS PROFIT
Consolidated gross profit decreased $178,000 to $3,438,000 for the six
months ended June 30, 1996, when compared to $3,616,000 for the same period in
1995. The decline in gross profit is primarily the result of the following
factors;
o A decrease in gross profit margins at both the manufacturing segment
and at the wholesale distribution segment. At the manufacturing
segment, gross profit margins declined to 28.5% for the six months
ended June 30, 1996, as compared to 31.7% for the same period in 1995.
This decline in gross profit margins is primarily the result of a 4.8
percentage point increase in material costs, as a percentage of sales,
when compared to the six months ended June 30, 1995, which primarily
resulted from the effect of the change in product mix towards more
custom products in the second quarter, as discussed above, and the
learning curve associated with the first time manufacture of two
products during the first quarter of 1996. At the wholesale
distribution segment, gross profit margins declined to 32.8% for the
six months ended June 30, 1996, as compared to 34.1% for the same
period in 1995. This decline is primarily the result of a change in
the product mix towards more sales qualifying for quantity discounts;
and
o The decrease in revenue at the wholesale distribution segment,
discussed above.
However, the affect of the lower gross profit margins and lower
revenue at the wholesale distribution segment was partially offset by the
increase in revenue at the manufacturing segment.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Consolidated selling, general and administrative expenses increased
$215,000 (6.3%) during the six months ended June 30, 1996, when compared to the
same period in 1995, primarily due to a $106,000 increase in selling and
marketing expenses at the manufacturing segment, which primarily resulted from
the increase in sales, discussed above.
Other Income (Expense)
Other expense, net of other income, increased $13,000 (8.4%) to
$164,000 for the six months ended June 30, 1996, when compared to the same
period in 1995, primarily as a result of a $44,000 decrease in the gains on
sale of assets, offset by a $19,000 decrease in interest expense which
primarily resulted from a lower level of interest bearing debt outstanding.
-10-
<PAGE> 13
TCC INDUSTRIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS -- (Continued)
OUTLOOK
The Company has completed the previously announced reevaluation of its
business units, its strategic business plan and its acquisition strategy. The
assistance of a financial advisor was utilized in connection with this
reevaluation. As part of the reevaluation, the Company has concluded that it
should move to capitalize on the existing strengths and recent improvement in
sales at the MEYER Group by moving into new markets that it does not currently
serve. The Company has developed a specific plan to accomplish this goal that
includes an acquisition strategy. The Company is currently actively searching
for acquisition candidates which it believes will allow it to achieve its
goals. Additionally, at Allen-Lewis, changes have been made in certain
management positions and steps have been taken to reduce overhead in a manner
designed to avoid a negative impact on the Company's ability to increase
revenue. The Company has also restructured the organization of the parent
company which should result in an estimated annual savings of $200,000.
Other options aimed at improving the results of operations of the Company
continue to be evaluated, and will be implemented if management believes that
the steps would have a positive effect.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Company had working capital of $9.2 million and a
current ratio of 2.7 to 1. This compares to working capital of $9.5 million and
a current ratio of 3.6 to 1 at December 31, 1995. The decrease in the current
ratio is a result of a greater percentage increase in current liabilities
versus current assets. Current liabilities increased primarily as a result of
an increase in the line of credit balance at the wholesale distribution segment
to support the increase in accounts receivable which was the primary cause for
the increase in current assets at the end of the second quarter of 1996 when
compared to December 31, 1995. The increase in accounts receivable and the line
of credit can be attributed to the seasonality of the wholesale distribution
segment of the Company as shipments are increased to customers in preparation
of the summer selling season. Cash for the three months ended June 30, 1996
decreased a net $108,000.
At June 30, 1996, Meyer Machine maintained a $1,000,000 bank line of
credit, of which approximately $800,000 was available after a reduction 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. This commitment expires in
June 1997.
At June 30, 1996, Allen-Lewis maintained a line of credit with a bank
that provided maximum borrowing capabilities of $3.3 million, subject to a
borrowing base calculation, for working capital purposes and letters of credit.
At June 30, 1996, Allen-Lewis had approximately $560,000 available under this
line of credit. On July 30, 1996, this line of credit was replaced with a $4.0
million line of credit.
TCC Industries has an $85,000 and a $300,000 line of credit, neither of
which had outstanding balances at June 30, 1996. 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.
-11-
<PAGE> 14
TCC INDUSTRIES, INC. AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 1996
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
See Note 2 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> 15
TCC INDUSTRIES, INC. AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 1996
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 share
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 June 30, 1996.
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 second quarter of 1996:
Date of Earliest Event
Reported on Form 8-K Description
None.
-13-
<PAGE> 16
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,
and Principal Financial Officer
of Registrant
Date: August 12, 1996
-14-
<PAGE> 17
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 June 30, 1996.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 2,116
<SECURITIES> 0
<RECEIVABLES> 5,095
<ALLOWANCES> (101)
<INVENTORY> 6,990
<CURRENT-ASSETS> 14,672
<PP&E> 9,798
<DEPRECIATION> (5,492)
<TOTAL-ASSETS> 20,455
<CURRENT-LIABILITIES> 5,454
<BONDS> 2,143
<COMMON> 2,841
0
0
<OTHER-SE> 9,781
<TOTAL-LIABILITY-AND-EQUITY> 20,455
<SALES> 11,157
<TOTAL-REVENUES> 11,157
<CGS> 7,719
<TOTAL-COSTS> 7,719
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 32
<INTEREST-EXPENSE> (273)
<INCOME-PRETAX> (354)
<INCOME-TAX> (2)
<INCOME-CONTINUING> (352)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (352)
<EPS-PRIMARY> (0.13)
<EPS-DILUTED> (0.13)
</TABLE>
