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NORTECH SYSTEMS INC - Quarter Report: 2001 June (Form 10-Q)

Prepared by MerrillDirect


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,  D.C. 20549

FORM 10-Q

 

ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  For the quarterly period ended June 30, 2001. 
o 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 0-13257.

NORTECH  SYSTEMS  INCORPORATED

(Exact name of registrant as specified in its chapter)
 
MINNESOTA     41-1681094  

   
 
(State of other jurisdiction of
Incorporation or organization)
    (I.R.S. Employer  
Identification No.)
         
1120 Wayzata Blvd East Suite 201, Wayzata, MN   55391  

 
 
(Address of principal executive offices)     (Zip Code)  
         
(952) 473-4102

 (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

None      

   

 

Securities registered pursuant to Section 12(b) of the Act:
Common Stock,  $.01 per share per value.

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 ý NO o

APPLICABLE ONLY TO CORPORATE REGISTRANTS;

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of latest practicable data.

As of July 31, 2001, there were 2,361,192 shares of the Company's $.01
per share par value common stock outstanding.

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NORTECH SYSTEMS INCORPORATED
FORM 10-Q
QUARTER ENDED JUNE 30, 2001

INDEX

         
PART I  -  FINANCIAL INFORMATION  
   
  Item 1 - Financial Statements  
         
      Notes to Condensed Consolidated Financial Statements  
         
  Item 2 - Management's Discussion and Analysis of Financial Condition  
      And Results of Operations  
         
PART II  -  OTHER INFORMATION  
   
  Item 6 - Exhibits and Reports on Form 8-K  
         
SIGNATURES      



  NORTECH SYSTEMS INCORPORATED
            
CONSOLIDATED BALANCE SHEETS
JUNE 30, 2001 AND DECEMBER 30, 2000
 

 

  JUNE 3   DECEMBER 31
  ASSETS 2001   2000
  (UNAUDITED)   (AUDITED)
 

 

         
Current Assets        
  Cash and cash equivalents $ 316,608   $ 527,998  
  Accounts receivable, net of allowance 8,142,635   8,580,791  
  Inventories:        
  Finished goods 1,982,937   1,298,626  
  Work in process 2,295,491   1,848,025  
  Raw materials 8,811,805   8,448,484  
  Prepaid expenses and other 158,907   47,462  
  Deferred tax asset 1,329,000   1,422,000  
   
 
 
         
  Total Current Assets $ 23,037,383   $ 22,173,386  
   
 
 
         
Property and Equipment        
  Land and building/leaseholdsat Cost: $ 4,510,406   $ 4,386,421  
  Manufacturing equipment 4,910,758   4,594,607  
  Office and other equipment 2,398,792   2,325,189  
   
 
 
         
  Total $ 11,819,956   $ 11,306,217  
  Accumulated depreciation (5,615,174 ) (4,987,805 )
   
 
 
         
  Net Property and Equipment $ 6,204,782   $ 6,318,412  
   
 
 
         
Other Assets        
  Goodwill and other intangible assets 79,066   99,750  
  Deferred tax asset 127,000   31,000  
  Other assets from discontinued operations 24,563   30,401  
   
 
 
         
  Total Other Assets $ 230,629   161,151  
   
 
 
           
  Total Assets $ 29,472,794   $ 28,652,949  
 
 
 

             See notes to consolidated financial statements

 

   CONSOLIDATED BALANCE SHEETS
JUNE 30, 2001 AND DECEMBER 31, 2000
 

 

  JUNE 30   DECEMBER 31
LIABILITIES AND SHAREHOLDERS' EQUITY 2001   2000
  (UNAUDITED)   (AUDITED)
 
 
         
Current Liabilities        
  Current maturities of notes and capital lease payable $ 3,078,506   $ 3,333,401  
  Accounts payable 5,551,780   5,743,836  
  Accrued payrolls and commissions 1,706,497   1,668,748  
  Accrued income taxes 228,330   182,330  
  Other liabilities 926,239   1,200,296  
  Net current liabilities from discontinued operations 472,288   411,236  
   
 
 
         
  Total Current Liabilities $ 11,963,640   $ 12,539,847  
   
 
 
         
Long-Term Debt        
Notes and capital lease payable (net of
current maturities)
$ 8,268,165   $ 7,665,536  
   
 
 
         
Shareholders' Equity:        
  Preferred Stock, $1 par value;
1,000,000 shares authorized; 250,000
shares issued and outstanding
$ 250,000   $ 250,000  
  Common Stock - $.01 par value; 9,000,000
hares authorized; 2,361,192 and 2,361,055 shares
issued and outstanding
23,612   23,611  
  Additional paid-in capital 12,159,004   12,158,036  
  Accumulated deficit (3,191,627 ) (3,984,081 )
   
 
 
         
  Total Shareholders' Equity $ 9,240,989   $ 8,447,566  
   
 
 
         
         
  Total Liabilities & Shareholders' Equity $ 29,472,794   $ 28,652,949  
 
 
 

             See notes to consolidated financial statements

 

   CONSOLIDATED STATEMENTS OF INCOME
             FOR THE THREE MONTHS ENDED
             JUNE 30, 2001 AND JUNE 30, 2000

 

  JUNE  30   JUNE  30
  2001   2000
  (Unaudited)   (Unaudited)
 

 

       
Sales $ 12,622,055   $ 13,199,584
       
Cost of Sales 10,622,729   10,838,359
 
 
       
Gross Profit $ 1,999,326   $ 2,361,225
       
Selling, General and Administrative Expenses $ 1,344,838   $ 1,330,228
Interest Expense 187,328   276,464
Miscellaneous (Income) Expense (15,880 ) 37,719
 
 
       
Net Income Before Income Tax $ 483,040   $ 716,814
       
Income Tax Expense 181,000   268,805
 
 
       
Net Income $ 302,040   $ 448,009
 
 
       
Basic Income per Share of Common Stock $ 0.13   $ 0.19
 
 
       
Diluted Income per Share of Common Stock $ 0.12   $ 0.19
 
 
       
Weighted Average Common Shares:      
  Basic 2,361,192   2,352,884
   
 
  Diluted 2,481,401   2,393,692
 
 

             See notes to consolidated financial statements

 

 

CONSOLIDATED STATEMENTS OF INCOME
          FOR THE SIX MONTHS ENDED
        JUNE 30, 2001 AND JUNE 30, 2000
 

 

  JUNE  30   JUNE  30
  2001   2000
  (Unaudited)   (Unaudited)
 

 

         
Sales $ 27,467,359   $ 25,768,565  
         
Cost of Sales 22,774,761   21,194,319  
 
 
 
         
Gross Profit $ 4,692,598   $ 4,574,246  
 
 
 
         
Selling, General and Administrative Expenses $ 2,942,266   $ 2,653,127  
Interest Expense 428,833   571,766  
Miscellaneous (Income) Expense 47,352   (23,681 )
 
 
 
         
Net Income Before Income Tax $ 1,274,147   $ 1,373,034  
 
 
 
         
Income Tax Expense 478,000   514,805  
 
 
 
         
Net Income $ 796,147   $ 858,229  
 
 
 
         
Basic Income per Share of Common Stock $ 0.34   $ 0.36  
 
 
 
         
Diluted Income per Share of Common Stock $ 0.32   $ 0.36  
 
 
 
         
Weighted Average Common Shares:        
  Basic 2,361,146   2,352,884  
   
 
 
  Diluted 2,481,147   2,379,609  
 
 
 

             See notes to consolidated financial statements

 

 

CONSOLIDATED STATEMENTS OF CASH FLOWS
                   FOR THE SIX MONTHS ENDED
                 JUNE 30, 2001 AND JUNE 30, 2000

 

  JUNE 30   JUNE 30  
  2001   2000  
  (UNAUDITED)   (UNAUDITED)  
 

 

 
         
Cash Flows from Operating Activities        
  Net income from continuing operations $ 796,147   $ 858,229  
  Adjustments to reconcile net income from
continuing operations to net cash provided
(used) by continuing operations
       
  Depreciation and amortization 648,053   512,291  
  Deferred taxes (3,000 ) 515,000  
             Changes in Operating Assets and Liabilities:        
  Accounts receivable 438,156   (2,539,675 )
  Inventories (1,495,098 ) (1,309,412 )
  Prepaid expenses (111,445 ) (61,956 )
  Other assets -   18,920  
  Accounts payable (192,056 ) 1,739,235  
  Accrued payrolls & commissions 37,749   556,083  
  Accrued income taxes 46,000   -  
  Other liabilities (274,057 ) 9,206  
   
 
 
         
  Net Cash Provided (Used) by Continuing Operations $ (109,551 ) $ 297,921  
  Net Cash Provided by Discontinued Operations 66,890   218,463  
   
 
 
           
  Net Cash Provided (Used) by Operating Activities $ (42,661 ) $ 516,384  
   
 
 
         
Cash Flows from Investing Activities:        
  Acquisition of equipment (513,739 ) (486,257 )
   
 
 
           
  Net Cash Used by Investing Activities $ (513,739 ) $ (486,257 )
   
 
 
         
Cash Flows from Financing Activities:        
  Proceeds from notes payables $ 4,459,000   $ 1,950,873  
  Payments on notes and capital lease payable (4,114,959 ) (2,088,292 )
  Issuance of common stock 969   3,493  
   
 
 
         
  Net Cash Provided (Used) by Financing Activities $ 345,010   $ (133,926 )
 
 
 
         
Net Decrease in Cash and Cash Equivalents $ (211,390 ) $ (103,799 )
 
 
 
         
Cash and Cash Equivalents - Beginning 527,998   453,500  
 
 
 
         
Cash and Cash Equivalents - Ending $ 316,608   $ 349,701  
 
 
 
         

             See notes to consolidated financial statements

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission.  Accordingly, they do not include all of the financial information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The operating results of the interim periods presented are not necessarily indicative of the results expected for the year ending December 31, 2001 or for any other interim period.  The accompanying condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2000 included in the Company’s Annual Report Form 10-K for the year ended December 31, 2000 as filed with the Securities and Exchange Commission.

NOTE 2.  NEW ACCOUNTING PRONOUNCMENTS

In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142 (SFAS 142) "Goodwill and Other Intangible Assets". The statement addresses accounting and reporting for (i) intangible assets at acquisition and (ii) for intangible assets and goodwill subsequent to their acquisition. As it relates to the Company's goodwill and intangible assets in existence at June 30, 2001, the statement requires that management reassess the useful lives and amortization period of such assets. For those with an indefinite useful life, periodic amortization is to be discontinued and an annual impairment test, beginning January 1, 2002, is to be established. The Company's Management does not feel as if this pronouncement will have material impact on its statement of financial condition or cash flows at the effective date and is currently assessing the impact that the pronouncement may have on its results of operations in fiscal 2002 and thereafter.

In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 141 “Business Combinations”, which is required for all business combinations initiated after June 30, 2001. The standard eliminates the use of the pooling-of-interest method and improves the accounting and reporting for business combinations. The Company does not expect that the new standard will have a material effect on the results of operations or cash flows.

ITEM 2.   MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

(1.) Results of Operations for Quarter and Period Ended June 30, 2001
The Company had revenues of $12,622,055 compared to revenues of $13,199,584 for the quarters ended June 30, 2001 and 2000, respectively.  The decrease in revenues resulted primarily from order delays and move-outs from several large customers.  The net income for the three months ended June30, 2001 was $302,040 or $.13 per share, compared to a net income of $448,009 or $.19 per share, for the three months ended June 30, 2000.  The unfavorable variance in net income for the quarter ended June 30, 2001 compared to the prior year quarter was the result of realizing lower margins on reduced revenue levels as well as changes in the mix of products manufactured.

The Company had revenues of $27,467,359, compared to revenues of $25,768,565, for the six-month periods ended June 30, 2001 and 2000, respectively.  The increased revenues result primarily from additional revenues generated from internal growth.  The net income for the six month period ended June 30, 2001, was $796,147 or $.34 per share, compared to net income of $858,229 or $.36 per share for the same period in 2000.

The year to date results reflects the effects of the downturn in the economy.  To offset the effect in future quarters, the Company has taken aggressive cost-reduction measures across the corporation, including consolidation of plant operations and reassessment of personnel needs.  In July, the Company opened a service and repair center in Baxter, Minn., to refurbish printed circuit board assemblies and higher-level assemblies. The company also recently signed a four-year service contract with a major medical OEM and expects this facility to contribute positively in future quarters.

The Company's 90 day order backlog was $10,750,000 as of June 30, 2001, compared with $10,550,000 at the beginning of the quarter.  Based on the current conditions, the Company anticipates revenue levels in the third quarter of 2001 to be higher than second quarter of 2001.

 (2.) Liquidity and Capital Resources.
The Company's working capital increased to $11,073,743 during the second quarter of 2001, compared to $9,633,539 as of December 31, 2000.  The Company believes that its financial stability will continue to improve during 2001 and would expect that its operating cash flow and available credit faculties will be sufficient to fund the expected growth in the near term.

Forward-Looking Statements
Those statements in the foregoing report that are not historical facts are forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such statements generally will be accompanied by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “possible,” “potential,” “predict,” “project,” or other similar words that convey the uncertainty of future events or outcomes.  Although Nortech Systems Inc. believes these forward-looking statements are reasonable, they are based upon a number of assumptions concerning future conditions, any or all of which may ultimately prove to be inaccurate.  Forward-looking statements involve a number of risks and uncertainties.  Important factors that could cause actual results to differ materially from the forward-looking statements include, without limitation:

Volatility in the marketplace which may affect market supply and demand for Nortech Systems Inc.’s products;
Increased competition;
Changes in the reliability and efficiency of the Company’s operating facilities or those of third parties;
Risks related to availability of labor;
General economic, financial and business conditions that could affect Nortech Systems Inc.’s financial condition and results of operations.

 

The factors identified above are believed to be important factors) but not necessarily all of the important factors) that could cause actual results to differ materially from those expressed in any forward-looking statement made by Nortech Systems Inc.  Unpredictable or unknown factors not discussed herein could also have material adverse effects on forward-looking statements.  All forward-looking statements included in this Form 10-Q are expressly qualified in their entirety by the forgoing cautionary statements.  The Company undertakes no obligations to update publicly any forward-looking statement (or its associated cautionary language) whether as a result of new information or future events.



PART II  - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.

 

None

 

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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.

Dated:  August 10, 2001                                                   NORTECH SYSTEMS INCORPORATED

 

  By:/s/ Quentin E. Finkelson  
   
 
     
    Quentin E. Finkelson
    Its President and Chief
    Executive Officer
     
  By:/s/ Garry M. Anderly  
   
 
     
    Garry M. Anderly
    Principal Financial
    Officer and Principal
    Accounting Officer