SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
Quarterly Report Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
For the quarterly period ending Commission File
October 1, 1995 Number 0-3063
TINSLEY LABORATORIES, INC.
____________________________________________________________
(Exact name of registrant as specified in its charter)
California 94-1049146
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization
3900 Lakeside Drive, Richmond, California 94806
_______________________________________________________________
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code (510)222-8110
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 past 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 __
767,124 shares of Common Stock outstanding as of October 1, 1995.
<PAGE>
Part 1. Financial Information
Item 1.
<TABLE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
<CAPTION>
Oct 1, Dec 26,
1995 1994
---------- ----------
<S> <C> <C>
ASSETS
Current Assets:
Cash and short-term investments $373,179 $893,241
Accounts receivable 2,345,774 2,684,667
Inventories 1,791,874 1,516,527
Prepaid expenses & other 328,612 272,253
---------- ----------
Total current assets 4,839,439 5,366,688
Net property, plant & equipment 5,163,917 4,895,000
Other assets 909,389 940,887
Net goodwill 1,547,506 1,639,135
---------- ----------
$12,460,251 $12,841,710
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade account payable $638,626 $583,419
Current income taxes 219,044 226,982
Other accrued liabilities 1,109,479 1,238,479
--------- ---------
Total current liabilities 1,967,149 2,048,880
Long-term debt 942,651 1,047,938
Long-term notes payable
to related parties 460,000 860,000
Deferred income taxes 440,947 440,947
Deferred compensation 307,977 295,602
Stockholders' Equity:
Common stock at stated value 127,857 127,004
Capital in excess of stated value 1,343,877 1,316,680
Retained earnings 6,869,793 6,704,659
--------- ---------
Total stockholders' equity 8,341,527 8,148,343
--------- ---------
$12,460,251 $12,841,710
========== ==========
</TABLE>
<PAGE>
<TABLE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Income
(Unaudited)
<CAPTION>
Three months ended Nine months ended
------------------ ----------------
Oct 1, Sep 25, Oct 1, Sep 25,
1995 1994 1995 1994
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $3,558,842 $2,974,360 $9,840,269 $9,783,441
Cost of sales & expenses 3,336,695 2,754,935 9,221,987 9,088,324
--------- --------- --------- ---------
Income from operations 222,147 219,425 618,282 695,117
Amortization of goodwill
& intangibles 55,543 55,543 166,629 166,629
Other (income) expense 5,012 (31,362) 114,620 133,210
--------- --------- --------- ---------
Income before taxes 161,592 195,244 337,033 395,278
Provision for taxes on income 77,400 91,108 171,900 195,134
--------- --------- --------- ---------
Net income $84,192 $104,136 $165,941 $200,144
Per share of common stock:
Net income $0.11 $0.14 $0.22 $0.26
</TABLE>
Notes:
Per share data are based on 767,124 shares issued and outstanding in 1995
and 762,024 shares in 1994.
<PAGE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the nine months ended
--------------------------
Oct 1, Sep 25,
1995 1994
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $165,133 $200,144
Adjustments to reconcile net
income to net cash provided
(used) by operating activities:
Depreciation & amortization 688,122 642,529
Change in operating assets and
liabilities ( 55,517) (627,026)
---------- ----------
Net cash provided by operating
activities 797,738 215,647
Cash flows from investing activities:
Purchase of fixed assets (790,410) (441,130)
Other (43,500) 26,127
---------- ----------
Net cash used in investing
activities (833,910) (415,003)
Cash flows from financing activities:
Principal payments on long-term debt (511,940) (538,812)
Other 28,050 2,375
---------- ----------
Net cash provided by (used in)
financing activities (483,890) (536,437)
---------- ----------
Net change in cash and cash
equivalents (520,062) (735,793)
Cash and cash equivalents at
beginning of period 893,241 1,182,654
---------- ----------
Cash and cash equivalents at
end of period $373,179 $ 446,861
- --------------------------------------------------------------------
Supplemental disclosure of cash
flow information:
Cash paid for:
Interest $151,987 $189,802
Income taxes $219,546 $113,886
- --------------------------------------------------------------------
</TABLE>
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
October 1, 1995
Note: 1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-QSB
and article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for
the nine month period ended October 1, 1995 are not necessarily indicative
of the results that may be expected for any future periods. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's annual report on Form 10-KSB for the year
ended December 25, 1994.
The consolidated financial statements include the accounts of Tinsley
Laboratories, Inc., and its wholly owned subsidiaries, Century Precision
Industries, Inc. d/b/a Century Precision Optics ("Century") and Tinsley
International, Inc., after elimination of intercompany transactions and
balances.
Note: 2. Inventories
The components of inventory consist of the following:
<TABLE>
<CAPTION>
October 1, December 25,
1995 1994
---------- ----------
<S> <C> <C>
Raw materials $288,203 $241,244
Contracts in progress (net of
cost of progress billings of
$256,000 at October 1, 1995 and
$136,000 at December 25, 1994) 600,827 594,759
Finished goods 902,844 680,524
---------- ---------
$1,791,874 $1,516,527
========== =========
</TABLE>
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF QUARTERLY FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Item 2.
Sales for the first nine months of 1995 rose slightly to $9,840,269 from 1994
sales for the same period of $9,783,441. Net income came to $165,133 or
22 cents a share, which is down from the $200,144 or 26 cents a share earned
last year.
Sales for the third quarter of $3,558,842 were up 20 percent from sales of
$2,974,360 for the September quarter a year ago. Third quarter net income
of $84,192 or 11 cents a share declined 19 percent from net income of
$104,136 or 14 cents a share earned in the comparable period of 1994.
Third quarter sales were moderately above those for the June quarter,
while third quarter net income strengthened appreciably over second
quarter earnings of $41,416 or 5 cents a share.
Profits for the first nine months continued to be adversely affected by
reduced military business, as well as by high initial start-up costs incurred
by certain new programs.
On the other hand we are encouraged by the higher backlog levels we are
experiencing in 1995, which increased to $6,907,000 by mid-year and held
at $6,277,000 at the close of September, well above backlog of $4,465,000
at the end of last year's third quarter and $4,000,000 at the start of the
current year.
Our existing pension and profit sharing plans have been frozen (curtailed)
as to the accrual of benefits for future services. We believe that this
curtailment does not create a significant gain or loss. However, due to the
complexity involved in its calculation, the curtailment effect has not yet
been recorded. We anticipate that the complex calculations will be
completed during the fourth quarter of 1995. We have implemented a
401(k) Profit Sharing plan to provide retirement benefits to employees.
Liquidity and Sources of Capital:
Cash provided by operations was $797,738 for the nine months ended
October 1, 1995, compared to $215,647 in the nine months ended
September 25, 1994. The funds provided by net income plus depreciation
and amortization for the period, were partially offset by changes in working
capital accounts. Funds of $338,893 were provided by accounts receivable
which decreased from the 1994 year end level. Inventories increased
during the nine months, utilizing funds of $275,347. Capital expenditures
of $790,410 and principal payments on debt of $511,940 were paid from
available cash during the nine month period. The Company believes that
funds generated from operations should be sufficient to meet normal cash
flow requirements through the balance of 1995. The Company has a
$1 million line of credit to draw upon for its short term needs.
<PAGE>
Part II Other Information
Item 4. Submission of Matters to a Vote of Security Holders
Reference is made to materials appearing with respect to election of the
Board of Directors, set forth in the Company's definitive Proxy Statment
filed in connection with the Company's 1995 Annual Meeting of
Shareholders, held on April 26, 1995 which material is incorporated
herein.
Item 6. Exhibits and Reports on Form 8-K
(b) No reports on Form 8-K were filed during the current period.
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.
TINSLEY LABORATORIES, INC.
Robert J. Aronno
President and Chief Executive Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> OCT-01-1995
<CASH> 373,179
<SECURITIES> 0
<RECEIVABLES> 2,345,774
<ALLOWANCES> 0
<INVENTORY> 1,791,874
<CURRENT-ASSETS> 4,839,439
<PP&E> 13,359,851
<DEPRECIATION> (8,195,934)
<TOTAL-ASSETS> 12,460,251
<CURRENT-LIABILITIES> 1,967,149
<BONDS> 0
<COMMON> 127,857
0
0
<OTHER-SE> 8,213,670
<TOTAL-LIABILITY-AND-EQUITY> 12,460,251
<SALES> 9,840,269
<TOTAL-REVENUES> 9,840,269
<CGS> 9,221,987
<TOTAL-COSTS> 9,221,987
<OTHER-EXPENSES> 147,594
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 133,655
<INCOME-PRETAX> 337,033
<INCOME-TAX> 171,900
<INCOME-CONTINUING> 165,133
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 165,133
<EPS-PRIMARY> .22
<EPS-DILUTED> .22
</TABLE>
