SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB/A
Quarterly Report Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
For the quarterly period ending Commission File
March 31, 1997 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 __
1,555,548 shares of Common Stock outstanding as of March 31, 1997.
<PAGE>
Part 1. Financial Information
Item 1.
<TABLE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Balance Sheets
(Unaudited)
<CAPTION>
March 31, Dec. 29,
1997 1996
---------- ----------
<S> <C> <C>
ASSETS
Current Assets:
Cash and short-term investments $1,304,735 $946,222
Accounts receivable 3,077,206 2,925,786
Inventories 1,654,553 1,785,721
Prepaid expenses & other 701,368 666,436
---------- ----------
Total current assets 6,737,862 6,324,165
Net property, plant & equipment 6,624,019 6,288,088
Other assets 847,627 872,627
Net goodwill 1,364,248 1,394,791
---------- ----------
$15,573,756 $14,879,671
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Trade account payable $403,360 $640,397
Current income taxes 645,448 691,945
Other accrued liabilities 2,546,253 2,010,224
---------- ----------
Total current liabilities 3,595,061 3,342,566
Long-term debt 1,454,611 1,491,110
Long-term notes payable
to related parties 10,000 10,000
Deferred income taxes 324,686 324,686
Deferred compensation 614,527 613,777
Stockholders' Equity:
Common stock at stated value 258,933 258,633
Capital in excess of stated value 1,271,376 1,261,776
Retained earnings 8,172,402 7,704,963
Minimum pension liability (127,840) (127,840)
---------- ----------
Total stockholders' equity 9,574,871 9,097,532
---------- ----------
$15,573,756 $14,879,671
========== ==========
</TABLE>
<PAGE>
<TABLE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Income
(Unaudited)
<CAPTION>
Three months ended
-------------------
March 31, March 31,
1997 1996
---------- ----------
<S> <C> <C>
Net sales $5,424,243 $3,901,199
Cost of goods sold 3,534,777 2,672,264
Selling, administrative
and research and
development expenses 953,557 842,261
Amortization of
intangible assets 55,543 55,543
---------- ----------
Income from operations 880,366 331,131
Other (income) expense 39,716 (38,300)
Interest expense 40,011 32,718
---------- ----------
Income before taxes 800,639 336,713
Provision for
taxes on income 333,200 146,900
---------- ----------
Net income $467,439 $189,813
========== ==========
Per share of common stock:
Net income $0.27 $0.12
========== ==========
Number of shares used
in per share calculation 1,714,925 1,543,948
========== ==========
</TABLE>
<PAGE>
TINSLEY LABORATORIES, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended
--------------------------
March 31, March 31,
1997 1996
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $467,439 $189,813
Adjustments to reconcile net
income to net cash provided
(used) by operating activities:
Depreciation & amortization 260,143 238,697
Change in operating assets and
liabilities 458,931 (497,535)
---------- ----------
Net cash provided by operating
activities 926,370 (69,025)
Cash flows from investing activities:
Purchase of fixed assets (540,531) (156,307)
Other -- (15,000)
---------- ----------
Net cash used in investing
activities (540,531) (171,307)
Cash flows from financing activities:
Principal payments on
long-term debt (37,226) (34,536)
Other 9,900 26,675
---------- ----------
Net cash provided by (used in)
financing activities (27,326) (7,861)
---------- ----------
Net change in cash and cash
equivalents 358,513 (248,193)
Cash and cash equivalents at
beginning of period 946,222 560,692
---------- ----------
Cash and cash equivalents at
end of period $1,304,735 $312,499
========== ==========
- -----------------------------------------------------------------------
Supplemental disclosure of cash
flow information:
Cash paid for:
Interest $37,011 $25,719
Income taxes $380,000 $115,000
- -----------------------------------------------------------------------
</TABLE>
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1997
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 three month period ended,
March 31, 1997, 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/A for the year ended December 29,
1996.
In June, 1995, the Company entered into employment agreements with its
President and Chief Executive Officer and Vice President of Marketing. The
Company had not accrued the annual bonus or deferred compensation under the
employment agreements for 1996 and 1995. To correctly accrue compensation
related to the employment agreements, the Company has restated its
condensed consolidated financial statements for the quarter ended March
31, 1997. The restatement had no effect on the results of operations or
earnings per share for the three months ended March 31, 1997 and 1996. In
the opinion of management, all material adjustments necessary to restate
the March 31, 1997 condensed consolidated financial statements have been
recorded.
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>
March 31, December 29,
1997 1996
---------- ----------
<S> <C> <C>
Raw materials $243,431 $229,640
Contracts in progress (net of
cost of progress billings of
$882,679 at March 31, 1997,
and $576,416 at December 29, 1996) 669,431 637,390
Finished goods 741,691 918,691
---------- ----------
$1,654,553 $1,785,721
========== ==========
</TABLE>
Note: 3. Recent Accounting Pronouncement
In February 1997, the Financial Accounting Standards Board
issued Statement No. 128,"Earnings per Share", which is required to be
adopted on December 31, 1997. At that time, the Company will be required
to change the method currently used to compute earnings per share and to
restate all prior periods which are presented in its financial statements.
Under the new requirements for calculating basic earnings per share, the
dilutive effect of stock options will be excluded. Under the new
requirements, the Company's basic earnings per share for the first quarter
ending March 31, 1997 and March 31, 1996 would be 30 cents a share and
12 cents a share, respectively.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF QUARTERLY FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Item 2.
The improvement in the Company's operating performance continued into
the first Quarter of the current year.
Sales of $5,424,243 rose 39% from last year's sales for the March quarter of
$3,901,199. Net income came to $467,439 or 27 cents a share, an
appreciable advance over earnings for the same period a year ago of
$189,813 or 12 cents a share.
We concluded the first quarter with a backlog of $9,800,000, compared to
the backlog of $10,300,000 with which we started the year. Our backlog at
the end of March last year was $10,391,000.
In judging our performance for the balance of the year, much will depend
on the timing of progress billings on contracts that are currently underway.
In his remarks at our Annual Shareholders Meeting, Mr. Aronno mentioned
the important contributions that Century Precision had made since its
acquisition in 1993.
He went on to say that Tinsely's focus in precision optics is to concentrate
on its major technology development program with Lawrence Livermore
National Laboratory ("LLNL") and Semiconductor Manufacturing
Technology Consortium ("SEMATECH"). These programs are a
tremendous opportunity for Tinsley to have a part in developing
technologies of significant importance to the Semiconductor Industry and
our National Defense.
As we point out in the Annual Report, Tinsley precision optics were
involved in the second servicing of the Hubble Space Telescope by NASA
astronauts which took place in February, 1997. Among the new
instruments installed in the orbiting astronomical laboratory were a new
infrared camera multi-object spectrograph and a space telescope imaging
spectrograph. Each instrument incorporated Tinsley optics.
At the Annual Shareholder's meeting held at company headquarters April
23, four directors were elected to serve for the ensuing year: Robert J.
Aronno, Stephen L. Davenport, Stephen E. Globus and Steven E. Manios.
Liquidity and Capital Resources:
As of March 31, 1997, the Company's principal sources of liquidity included
$1,304,735 of cash and cash equivalents and a secured $1.0 million
revolving line of credit which expires in April, 1997. There were no
borrowings outstanding under the line of credit as of March 31, 1997.
The increase in cash and cash equivalents of $358,513 for the first three
months of 1997 was principally due to $926,370 provided by operations
offset by $540,531 used to purchase property, plant and equipment and
$37,226 used to repay outstanding indebtedness.
The net cash provided by operating activities during the first three months
of 1997 was primarily due to the Company's net income. Cash provided by
a decrease in inventory and increases in accounts payable and accrued
compensation, was offset by increases in accounts receivable and prepaid
expenses and a decrease in income taxes payable.
Net cash used in investing activities of $540,531 related to expenditures for
property, plant and equipment. Net cash used in financing activities of
$27,326 related primarily to the repayment of outstanding indebtedness
which was partially offset by $9,900 of proceeds from the exercise of
employees stock options.
The Company believes that its available sources of funds and anticipated
cash flow from operations will be adequate to finance current operations,
capital expenditures and current maturities of outstanding indebtedness
for at least the balance of this year.
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 Statement filed in connection with the
Company's 1996 Annual Meeting of Shareholders, held on
April 23, 1997 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
August 12, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 1304735
<SECURITIES> 0
<RECEIVABLES> 3077206
<ALLOWANCES> 0
<INVENTORY> 1654553
<CURRENT-ASSETS> 6737862
<PP&E> 11868195
<DEPRECIATION> 5244176
<TOTAL-ASSETS> 15573756
<CURRENT-LIABILITIES> 3595061
<BONDS> 0
0
0
<COMMON> 258933
<OTHER-SE> 9315938
<TOTAL-LIABILITY-AND-EQUITY> 15573756
<SALES> 5424243
<TOTAL-REVENUES> 5424243
<CGS> 3534777
<TOTAL-COSTS> 4543877
<OTHER-EXPENSES> 39716
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 40011
<INCOME-PRETAX> 800639
<INCOME-TAX> 333200
<INCOME-CONTINUING> 467439
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 467439
<EPS-PRIMARY> .27
<EPS-DILUTED> .27
</TABLE>
