TERAWULF INC. - Quarter Report: 2010 March (Form 10-Q)
Table of Contents
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
þ | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the Quarterly Period Ended March 31, 2010
or
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 000-25727
IKONICS CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota | 41-0730027 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. employer identification no.) |
|
4832 Grand Avenue Duluth, Minnesota |
55807 | |
(Address of principal executive offices) | (Zip code) |
(218) 628-2217
Issuers telephone number
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act 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 þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files.)
Yes o No o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act).
Yes o No þ
State the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practical date: Common Stock, $.10 par value 1,968,557 shares
outstanding as of April 24, 2010.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.
Large accelerated filer o | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company þ |
IKONICS Corporation
QUARTERLY REPORT ON FORM 10-Q
PAGE NO. | ||||||||
PART I. | ||||||||
Item 1. | ||||||||
3 | ||||||||
4 | ||||||||
5 | ||||||||
6 | ||||||||
Item 2. | 10 | |||||||
Item 3. | 15 | |||||||
Item 4. | 15 | |||||||
PART II. | 16 | |||||||
17 | ||||||||
EX-31.1 | ||||||||
EX-31.2 | ||||||||
EX-32 |
Table of Contents
PART I FINANCIAL INFORMATION
ITEM 1. Condensed Financial Statements
IKONICS CORPORATION
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS
March 31 | December 31 | |||||||
2010 | 2009 | |||||||
(unaudited) | ||||||||
ASSETS |
||||||||
CURRENT ASSETS: |
||||||||
Cash |
$ | 1,415,772 | $ | 1,304,586 | ||||
Short-term investments |
805,567 | 802,165 | ||||||
Trade receivables, less allowance of $66,000 in 2010 and
$78,000 in 2009 |
2,048,553 | 2,015,798 | ||||||
Inventories |
1,996,502 | 2,070,602 | ||||||
Deposits, prepaid expenses and other assets |
115,913 | 61,337 | ||||||
Deferred income taxes |
163,000 | 163,000 | ||||||
Total current assets |
6,545,307 | 6,417,488 | ||||||
PROPERTY, PLANT, AND EQUIPMENT, at cost: |
||||||||
Land and building |
5,888,445 | 5,883,794 | ||||||
Machinery and equipment |
2,468,928 | 2,456,218 | ||||||
Office equipment |
745,195 | 741,895 | ||||||
Vehicles |
236,117 | 241,006 | ||||||
9,338,685 | 9,322,913 | |||||||
Less accumulated depreciation |
4,145,614 | 4,088,669 | ||||||
5,193,071 | 5,234,244 | |||||||
INTANGIBLE ASSETS, less accumulated amortization of $339,389 in
2010 and $325,576 in 2009 |
341,607 | 345,540 | ||||||
$ | 12,079,985 | $ | 11,997,272 | |||||
LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
CURRENT LIABILITIES: |
||||||||
Accounts payable |
$ | 379,746 | $ | 286,610 | ||||
Accrued compensation |
217,762 | 337,365 | ||||||
Other accrued expenses |
101,936 | 104,408 | ||||||
Income taxes payable |
37,268 | 80,803 | ||||||
Total current liabilities |
736,712 | 809,186 | ||||||
DEFERRED INCOME TAXES |
162,000 | 162,000 | ||||||
Total liabilities |
898,712 | 971,186 | ||||||
STOCKHOLDERS EQUITY: |
||||||||
Preferred stock, par value $.10 per share; authorized 250,000 shares; issued none |
||||||||
Common stock, par value $.10 per share; authorized 4,750,000 shares;
issued and outstanding 1,967,057 shares in 2010 and 2009 |
196,706 | 196,706 | ||||||
Additional paid-in capital |
2,205,135 | 2,198,289 | ||||||
Retained earnings |
8,779,432 | 8,631,091 | ||||||
Total stockholders equity |
11,181,273 | 11,026,086 | ||||||
$ | 12,079,985 | $ | 11,997,272 | |||||
See notes to condensed financial statements.
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IKONICS CORPORATION
CONDENSED STATEMENTS OF OPERATIONS (Unaudited)
CONDENSED STATEMENTS OF OPERATIONS (Unaudited)
Three Months | ||||||||
Ended March 31 | ||||||||
2010 | 2009 | |||||||
NET SALES |
$ | 3,684,577 | $ | 3,563,212 | ||||
COST OF GOODS SOLD |
2,200,782 | 2,157,898 | ||||||
GROSS PROFIT |
1,483,795 | 1,405,314 | ||||||
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
1,200,389 | 1,221,581 | ||||||
RESEARCH AND DEVELOPMENT EXPENSES |
160,704 | 167,283 | ||||||
INCOME FROM OPERATIONS |
122,702 | 16,450 | ||||||
GAIN ON SALE OF NON-MARKETABLE
EQUITY SECURITIES |
| 20,131 | ||||||
INTEREST INCOME |
3,519 | 70 | ||||||
INCOME BEFORE INCOME TAXES |
126,221 | 36,651 | ||||||
INCOME TAX BENEFIT |
(22,120 | ) | (16,484 | ) | ||||
NET INCOME |
$ | 148,341 | $ | 53,135 | ||||
EARNINGS PER COMMON SHARE: |
||||||||
Basic |
$ | 0.08 | $ | 0.03 | ||||
Diluted |
$ | 0.08 | $ | 0.03 | ||||
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING: |
||||||||
Basic |
1,967,057 | 1,989,222 | ||||||
Diluted |
1,969,433 | 1,989,866 | ||||||
See notes to condensed financial statements.
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IKONICS CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
Three Months | ||||||||
Ended March 31 | ||||||||
2010 | 2009 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||
Net income |
$ | 148,341 | $ | 53,135 | ||||
Adjustments to reconcile net income to net cash provided by
operating activities: |
||||||||
Depreciation |
101,147 | 106,669 | ||||||
Amortization |
13,813 | 13,812 | ||||||
Stock based compensation |
6,846 | 3,769 | ||||||
Loss on intangible asset abandonment |
| 12,701 | ||||||
Gain on sale of non-marketable equity securities |
| (20,131 | ) | |||||
Deferred income taxes |
| 35,000 | ||||||
Changes in working capital components: |
||||||||
Trade receivables |
(32,755 | ) | 216,541 | |||||
Inventories |
74,100 | 251,862 | ||||||
Prepaid expenses and other assets |
(54,576 | ) | (36,032 | ) | ||||
Income taxes receivable |
| (10,276 | ) | |||||
Accounts payable |
93,136 | (47,204 | ) | |||||
Accrued liabilities |
(122,075 | ) | (148,836 | ) | ||||
Income taxes payable |
(43,535 | ) | | |||||
Net cash provided by operating activities |
184,442 | 431,010 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
||||||||
Purchases of property, equipment and construction in progress |
(68,408 | ) | (47,990 | ) | ||||
Proceeds from sale of vehicles |
8,434 | | ||||||
Purchase of intangibles |
(9,880 | ) | (1,789 | ) | ||||
Proceeds from sale of non-marketable equity securities |
| 20,131 | ||||||
Purchase of short-term investments |
(203,402 | ) | | |||||
Proceeds from maturity of short-term investments |
200,000 | | ||||||
Net cash used in investing activities |
(73,256 | ) | (29,648 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
||||||||
Repurchase of common stock |
| (69,213 | ) | |||||
Net cash used in financing activities |
| (69,213 | ) | |||||
NET INCREASE IN CASH |
111,186 | 332,149 | ||||||
CASH AT BEGINNING OF PERIOD |
1,304,586 | 901,738 | ||||||
CASH AT END OF PERIOD |
$ | 1,415,772 | $ | 1,233,887 | ||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION |
||||||||
Cash paid for income taxes, net of refunds received of $74,156 |
$ | 56,415 | $ | 5,640 | ||||
See notes to condensed financial statements.
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IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. | Basis of Presentation |
The balance sheet of IKONICS Corporation (the Company) as of March 31, 2010, and the
related statements of operations and cash flows for the three months ended March 31, 2010
and 2009 have been prepared without being audited.
In the opinion of management, these statements reflect all adjustments (consisting of only
normal recurring adjustments) necessary to present fairly the financial position of IKONICS
Corporation as of March 31, 2010, and the results of operations and cash flows for all
periods presented.
Certain information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the United States of
America, have been condensed or omitted. Therefore, these statements should be read in
conjunction with the financial statements and notes thereto included in the Companys Annual
Report on Form 10-K for the year ended December 31, 2009.
The results of operations for interim periods are not necessarily indicative of results that
will be realized for
the full fiscal year.
2. | Short Term Investments |
The Companys $806,000 of short-term investments is comprised of fully insured certificates
of deposit with maturities ranging from six to twelve months and interest rates ranging from
1.2% to 2.0%.
3. | Inventory |
The major components of inventory are as follows:
Mar 31, 2010 | Dec 31, 2009 | |||||||
Raw materials |
$ | 1,321,807 | $ | 1,333,549 | ||||
Work-in-progress |
311,569 | 277,876 | ||||||
Finished goods |
1,261,423 | 1,351,736 | ||||||
Reduction to LIFO cost |
(898,297 | ) | (892,559 | ) | ||||
Total Inventory |
$ | 1,996,502 | $ | 2,070,602 | ||||
4. | Earnings Per Common Share (EPS) |
Basic EPS is calculated using net income divided by the weighted average of common shares
outstanding. Diluted EPS is similar to Basic EPS except that the weighted average number of
common shares outstanding is increased to include the number of additional common shares
that would have been outstanding if the dilutive potential common shares, such as those
shares subject to options, had been issued.
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IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Shares used in the calculation of diluted EPS are summarized below:
Three Months Ended | ||||||||
Mar 31, 2010 | Mar 31, 2009 | |||||||
Weighted average common shares outstanding |
1,967,057 | 1,989,222 | ||||||
Dilutive effect of stock options |
2,376 | 644 | ||||||
Weighted average common and common equivalent shares outstanding |
1,969,433 | 1,989,866 | ||||||
Options to purchase 17,500 shares of common stock with a weighted average price of $7.65
were outstanding during the quarter ended March 31, 2010, but were excluded from the
computation of common share equivalents because they were anti-dilutive. For the quarter
ended March 31, 2009, options to purchase 19,000 shares of common stock with a weighted
average price of $7.60 were outstanding, but were excluded from the computation of common
share equivalents because they were anti-dilutive.
5. | Stock-based Compensation |
The Company has a stock incentive plan for the issuance of up to 442,750 shares of common
stock. The plan provides for granting eligible participants stock options or other stock
awards, as described by the plan, at option prices ranging from 85% to 110% of fair market
value at date of grant. Options granted expire up to seven years after the date of grant.
Such options generally become exercisable over a one to three year period. A total of
129,073 shares of common stock are reserved for additional grants of options under the plan
at March 31, 2010.
The Company charged compensation cost of approximately $6,800 and $3,800 against income for
the three months ended March 31, 2010 and 2009, respectively. As of March 31, 2010 there
was approximately $47,000 of unrecognized compensation cost related to unvested share-based
compensation awards granted. That cost is expected to be recognized over the next three
years.
The Company receives a tax deduction for certain stock option exercises during the period in
which the options are exercised, generally for the excess of the market price at the time
the stock options are exercised over the exercise price of the options, which increased the
APIC pool, which is the amount that represents the pool of excess tax benefits available to
absorb tax shortages. There were no excess tax benefits recognized during the three month
period ending March 31, 2010 and 2009, respectively. The Companys APIC pool totaled
approximately $111,000 at March 31, 2010 and December 31, 2009, respectively.
There were no stock options grants, exercises, expirations, or forfeitures during the three
months ended March 31, 2010 and 2009, respectively. The weighted average exercise price for
the 45,500 options outstanding was $5.91 at December 31, 2009 and March 31, 2010. The
aggregate intrinsic value of all options outstanding and for those exercisable at March 31,
2010 was approximately $48,000.
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IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
6. | Segment Information |
The Companys reportable segments are strategic business units that offer different products
and have varied customer bases. There are three reportable segments: Domestic, Export, and
IKONICS Imaging.
Domestic sells screen printing film, emulsions, and inkjet receptive film to distributors
located in the United States and Canada. IKONICS Imaging sells photo resistant film, art
supplies, glass, metal medium and related abrasive etching equipment to end user customers
located in the United States and Canada. It is also entering the market for etched
ceramics, glass and silicon wafers along with supplying sound deadening technology to the
aerospace industry. In addition IKONICS is developing and selling proprietary inkjet
technology. Export sells primarily the same products as Domestic and IKONICS Imaging to
foreign customers. The accounting policies applied to determine the segment information are
the same as those described in the summary of significant accounting policies included in
the Companys Annual Report on Form 10-K for the year ended December 31, 2009.
Management evaluates the performance of each segment based on the components of divisional
income, and with the exception of accounts receivable, does not allocate assets and
liabilities to segments. Financial information with respect to the reportable segments
follows:
For the three months ended March 31, 2010:
IKONICS | ||||||||||||||||||||
Domestic | Export | Imaging | Other | Total | ||||||||||||||||
Net Sales |
$ | 1,500,171 | $ | 1,156,790 | $ | 1,027,616 | $ | | $ | 3,684,577 | ||||||||||
Cost of goods sold |
798,205 | 801,008 | 601,569 | | 2,200,782 | |||||||||||||||
Gross profit |
701,966 | 355,782 | 426,047 | | 1,483,795 | |||||||||||||||
Selling, general and administrative* |
230,855 | 158,659 | 284,661 | 526,214 | 1,200,389 | |||||||||||||||
Research and development* |
| | | 160,704 | 160,704 | |||||||||||||||
Income from operations |
$ | 471,111 | $ | 197,123 | $ | 141,386 | $ | (686,918 | ) | $ | 122,702 | |||||||||
For the three months ended March 31, 2009:
IKONICS | ||||||||||||||||||||
Domestic | Export | Imaging | Other | Total | ||||||||||||||||
Net Sales |
$ | 1,647,870 | $ | 953,604 | $ | 961,738 | $ | | $ | 3,563,212 | ||||||||||
Cost of goods sold |
883,527 | 714,689 | 559,682 | | 2,157,898 | |||||||||||||||
Gross profit |
764,343 | 238,915 | 402,056 | | 1,405,315 | |||||||||||||||
Selling, general and administrative* |
272,187 | 139,313 | 291,908 | 518,173 | 1,221,581 | |||||||||||||||
Research and development* |
| | | 167,283 | 167,283 | |||||||||||||||
Income from operations |
$ | 492,156 | $ | 99,602 | $ | 110,148 | $ | (685,456 | ) | $ | 16,450 | |||||||||
* | The Company does not allocate all general and administrative expenses or any research and development expenses to its operating segments for internal reporting. |
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IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Accounts receivable by segment as of March 31, 2010 and December 31, 2009 were as follows:
Mar 31, 2010 | Dec 31, 2009 | |||||||
Domestic |
$ | 913,185 | $ | 976,967 | ||||
Export |
789,494 | 740,547 | ||||||
IKONICS Imaging |
373,016 | 331,117 | ||||||
Other |
(27,142 | ) | (32,833 | ) | ||||
Total |
$ | 2,048,553 | $ | 2,015,798 | ||||
7. | Sale of Non-Marketable Equity Securities |
The Company received $20,131 during the first quarter of 2009 related to the 2007 sale of
its equity investment in Apprise Technologies, Inc. (Apprise).
8. | Income Taxes |
The Company reports a liability for unrecognized tax benefit taken or expected to be taken
when they are uncertain. During the first quarter of 2010 and 2009, the statute of
limitations for the relevant taxing authority to examine and challenge the tax position for
an open year expired, resulting in decreases in income tax expense of $27,000 for the first
quarter of 2010 and $21,000 for the first quarter of 2009. As of March 31, 2010, there was
no liability for unrecognized tax benefits compared to a liability of $27,000 as of March
31, 2009. The liability for unrecognized tax benefits was previously included in other
accrued expenses.
The Company is subject to taxation in the United States and various states. The material
jurisdictions that are subject to examination by tax authorities primarily include Minnesota
and the United States, for tax years 2006, 2007, 2008, and 2009.
It has been the Companys policy to recognize interest and penalties related to uncertain
tax positions in income tax expense. The Company had accrued approximately $8,000 of
interest related to uncertain tax positions at December 31, 2009, all of which was reversed
and included in income tax benefit on the Statement of Operations for the first quarter of
2010. The unrecognized tax benefits at March 31, 2009 related to taxation of foreign export
sales.
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IKONICS CORPORATION
The information presented below in Managements Discussion and Analysis of Financial Condition
and Results of Operations contains forward-looking statements within the meaning of the safe harbor
provisions of Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are
subject to risks and uncertainties, including those discussed under Factors that May Affect Future
Results below, that could cause actual results to differ materially from those projected. Because
actual results may differ, readers are cautioned not to place undue reliance on these
forward-looking statements. Certain forward-looking statements are indicated by italics.
ITEM 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations |
The following managements discussion and analysis focuses on those factors that had a
material effect on the Companys financial results of operations during the first quarter of 2010
and for the same period of 2009. It should be read in connection with the Companys condensed
unaudited financial statements and notes thereto included in this Form 10-Q.
Factors that May Affect Future Results
| The Companys expectation that its effective tax rate will return to 35% to 36% of pretax income for the remainder of 2010 compared to the tax benefit recorded in the first three month of 2010The effective tax rate for the final nine months of 2010 may be affected by changes in federal and state tax law, unanticipated changes in the Companys financial position or the Companys operating activities and/or management decisions could increase or decrease its effective tax rate. | ||
| The Companys belief that the quality of its receivables is high and that strong internal controls are in place to maintain proper collectionsThis belief may be impacted by domestic economic conditions, by economic, political, regulatory or social conditions in foreign markets, or by the failure of the Company to properly implement or maintain internal controls. | ||
| The Companys expectation that it will obtain a new line of credit similar to its current line of credit when the current line of credit expiresThis expectation may be impacted by factors such as changes in credit markets, the interest rate environment, general economic conditions, the Companys financial results and condition, and the Companys anticipated need for capital to fund business operations and capital expenditures. | ||
| The belief that the Companys current financial resources, cash generated from operations and the Companys capacity for debt and/or equity financing will be sufficient to fund current and anticipated business operations and capital expenditures. The belief that the Companys low debt levels and available line of credit make it unlikely that a decrease in product demand would impair the Companys ability to fund operationsChanges in anticipated operating results, credit availability, equity market conditions or the Companys debt levels may further enhance or inhibit the Companys ability to maintain or raise appropriate levels of cash. | ||
| The Companys expectations as to the level and use of planned capital expenditures and that capital expenditures will be funded with cash on hand and cash generated from operating activitiesThis expectation may be affected by changes in the Companys anticipated capital expenditure requirements resulting from unforeseen required maintenance, repairs, or capital asset additions. The funding of planned or unforeseen expenditures may also be affected by changes in anticipated operating results resulting from decreased sales, lack of acceptance of new products or increased operating expenses or by other unexpected events affecting the Companys financial position. | ||
| The Companys belief that its vulnerability to foreign currency fluctuations and general economic conditions in foreign countries is not significantThis belief may be impacted by economic, political and social conditions in foreign markets, changes in regulatory and competitive conditions, a change in |
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the amount or geographic focus of the Companys international sales, or changes in purchase or sales terms. |
| The Companys plans to continue to invest in research and development efforts, expedite internal product development and invest in technological alliances, as well as the expected focus and results of such investmentsThese plans and expectations may be impacted by general market conditions, unanticipated changes in expenses or sales, delays in the development of new products, technological advances, the ability to find suitable and willing technology partners or other changes in competitive or market conditions. | ||
| The Companys efforts to grow its international businessThese efforts may be impacted by economic, political and social conditions in current and anticipated foreign markets, regulatory conditions in such markets, unanticipated changes in expenses or sales, changes in competitive conditions or other barriers to entry or expansion. | ||
| The Companys belief as to future activities that may be undertaken to expand the Companys businessActual activities undertaken may be impacted by general market conditions, competitive conditions in the Companys industry, unanticipated changes in the Companys financial position, lack of acceptance of new products or the inability to identify attractive acquisition targets or other business opportunities. |
Critical Accounting Estimates
The Company prepares its financial statements in conformity with accounting principles
generally accepted in the United States of America. Therefore, the Company is required to make
certain estimates, judgments and assumptions that the Company believes are reasonable based upon
the information available. These estimates and assumptions affect the reported amounts of assets
and liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the periods presented. The accounting estimates, which IKONICS believes are the
most critical to aid in fully understanding and evaluating its reported financial results, include
the following:
Accounts Receivable. The Company performs ongoing credit evaluations of its customers and
adjusts credit limits based upon payment history and the customers current credit worthiness, as
determined by review of the current credit information. The Company continuously monitors
collections and payments from its customers and maintains a provision for estimated credit losses
based upon historical experience and any specific customer collection issues that have been
identified. While such credit losses have historically been within expectations and the provisions
established, the Company cannot guarantee that it will continue to experience the same collection
history that has occurred in the past. The general payment terms are net 30-45 days for domestic
customers and net 30-90 days for foreign customers. A small percentage of the accounts receivable
balance is denominated in a foreign currency with no concentration in any given country. At the
end of each reporting period, the Company analyzes the receivable balance for customers paying in a
foreign currency. These balances are adjusted to each quarter or year spot rate in accordance with
guidance related to foreign currency matters.
Inventories. Inventories are valued at the lower of cost or market value using the last in,
first out (LIFO) method. The Company monitors its inventory for obsolescence and records
reductions in cost when required.
Income Taxes. At March 31, 2010, the Company had net current deferred tax assets of $163,000
and net noncurrent deferred tax liabilities of $162,000. The deferred tax assets and liabilities
result primarily from temporary differences in property and equipment, accrued expenses, and
inventory reserves. In connection with the recording of a $919,000 impairment charge in 2009
related to an investment in a non-marketable equity security, the Company has recorded a deferred
tax asset and corresponding full valuation allowance in the amount of $331,000 as of March 31, 2010
and December 31, 2009 as it is more likely that this asset will not be realized. The deferred tax
asset related to the capital loss can be carried back three years and carried forward five years
and must be offset by a capital gain. The Company has determined that is more likely than not that the remaining deferred
tax assets will be realized and that an additional valuation allowance for such assets is not
currently required. The Company
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reports a liability for unrecognized tax benefits taken or
expected to be taken when they are uncertain. At December 31, 2009 the Company had recorded a
liability of $27,000 related to an uncertain tax position which was eliminated during the quarter
ended March 31, 2010.
Revenue Recognition. The Company recognizes revenue on sales of products when title passes
which can occur at the time of shipment or when the goods arrive at the customer location depending
on the agreement with the customer. The Company sells its products to both distributors and
end-users. Sales to distributors and end-users are recorded based upon the criteria governed by
the sales, delivery, and payment terms stated on the invoices from the Company to the purchaser.
In addition to transfer of title / risk of loss, all revenue is recorded in accordance with the
criteria outlined within the provisions regarding revenue recognition including:
(a) | persuasive evidence of an arrangement (principally in the form of customer sales orders and the Companys sales invoices) | ||
(b) | delivery and performance (evidenced by proof of delivery, e.g. the shipment of film and substrates with bill of lading used for proof of delivery for FOB shipping point terms, and the carrier booking confirmation report used for FOB destination terms). Once the finished product is shipped and physically delivered under the terms of the invoice and sales order, the Company has no additional performance or service obligations to complete | ||
(c) | a fixed and determinable sales price (the Companys pricing is established and is not based on variable terms, as evidenced in either the Companys invoices or the limited number of distribution agreements; the Company rarely grants extended payment terms and has no history of concessions) | ||
(d) | a reasonable likelihood of payment (the Companys terms are standard, and the Company does not have a substantial history of customer defaults or non-payment) |
Sales are reported on a net basis by deducting credits, estimated normal returns and discounts.
The Companys return policy does not vary by geography. The Company is not under a warranty
obligation and the customer has no rotation or price protection rights. Freight billed to
customers is included in sales. Shipping costs are included in cost of goods sold.
Results of Operations
Quarter Ended March 31, 2010 Compared to Quarter Ended March 31, 2009
Sales. The Company realized a 3.4% sales increase during the first quarter of 2010 with sales
of $3.7 million, compared to $3.6 million in sales during the same period in 2009. Export sales
were 21.3% higher during the first quarter of 2010 versus the same period in 2009 due to higher
sales to both China and Mexico. IKONICS Imaging sales for the first quarter of 2010 were also up
6.9% versus the first quarter of 2009 as glass and photomachining sales surpassed 2009 first
quarter levels. Partially offsetting these sales increases, Domestic shipments decreased 9.0%
during the first quarter of 2010 over the same period in 2009. First quarter sales in 2009
benefitted from large private label sales.
Gross Profit. Gross profit was $1.5 million, or 40.3% of sales, in first quarter of 2010
compared to $1.4 million, or 39.4% of sales, for the same period in 2009. Export gross profit
percentage increased to 30.8% during the first three months of 2010 compared to 25.1% in first
quarter of 2009 due to an improved sales mix. The 2010 first quarter Domestic gross profit
percentage remained consistent at 46.8% compared to 46.4% in the same period in 2009 as did IKONICS
Imagings gross profit percentage, which was 41.8% for the first three months of 2009 compared to
41.5% for the same period in 2010.
Selling, General and Administrative Expenses. Selling, general and administrative expenses
were $1.2 million, or 32.6% of sales, in the first quarter of 2010 compared to $1.2 million, or
34.3% of sales, for the same
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period in 2009. The slight decrease in selling, general and
administrative expenses reflects lower bad debt expense partially offset by increased travel costs.
Research and Development Expenses. Research and development expenses during the first quarter
of 2010 were $161,000, or 4.4% of sales, versus $167,000, or 4.7% of sales, for the same period in
2009. The decrease is due to lower legal and patent-related costs.
Gain on Sale of Non-Marketable Equity Securities. The Company realized a gain of $20,000 in
the first quarter of 2009 on the sale of its investment in the common and preferred stock of
Apprise Technologies, Inc. The original sale took place during 2007. An additional $20,000 was
received in the first quarter of 2009, which was related to a portion of the original sales price
that was placed in escrow at the time of the sale for indemnification obligations as part of the
agreement between Apprise and its purchaser. The Company did not have any sales of non-marketable
equity securities in the first quarter of 2010.
Interest Income. The Company earned $3,500 of interest income in the first quarter of 2010
compared to negligible interest income in the first quarter of 2009. The interest earned in first
quarter of 2010 is related to interest received from the Companys short-term investments, which
consisted of $806,000 of fully insured certificates of deposit with maturities ranging from six to
twelve months as of the end of first quarter of 2010. The Companys cash is also maintained in an
insured checking account that does not provide for interest. Instead, the account earns credits
which offset banking fees.
Income Taxes. For the first quarter of 2010, the Company realized an income tax benefit of
$22,000 compared to income tax benefit of $16,000 for the same quarter in 2009. The 2010 and 2009
first quarter benefits primarily relate to derecognizing a liability for unrecognized tax benefits
relating to a tax year where the statute of limitations expired during the first quarter. A
$27,000 liability was derecognized in the first quarter of 2010 while a $21,000 liability was
derecognized in the first quarter of 2009. During the first quarter of 2010, the Company also
recorded an out-of-period tax benefit adjustment of $15,000 relating to December 31, 2009 estimates
for tax credits as well as the receipt of interest of approximately $13,000 related to Minnesota
state income tax returns. The Company expects that for the remainder of 2010, the Company will
record the provision for income taxes at an effective tax rate of 35% to 36%, as it recognizes
benefits from the domestic manufacturing deduction, research and development credits, and state
income taxes.
Liquidity and Capital Resources
The Company has financed its operations principally with funds generated from operations.
These funds have been sufficient to cover the Companys normal operating expenditures, annual
capital requirements, and research and development expenditures.
Cash and cash equivalents were $1,416,000 and $1,234,000 at March 31, 2010 and 2009,
respectively. The Company generated $185,000 in cash from operating activities during the three
months ended March 31, 2010, compared to generating $431,000 of cash from operating activities
during the same period in 2009. Cash provided by operating activities is primarily the result of
net income adjusted for non-cash depreciation, amortization, gain on sale of nonmarketable equity
securities, loss on intangible asset abandonment, deferred taxes, and certain changes in working
capital components discussed in the following paragraph.
During the first three months of 2010, trade receivables increased by $33,000. The increase
in receivables was driven by higher export sales volumes which typically have longer credit terms.
The Company believes that the quality of its receivables is high and that strong internal controls
are in place to maintain proper collections. Inventory levels decreased $74,000 due to lower
finished goods levels. Deposits, prepaid expenses and other assets increased $55,000, reflecting
insurance premiums paid in advance in the first quarter of 2010. Accounts payable increased
$93,000 due to of the timing of payments to and purchases from vendors. Accrued expenses
decreased $122,000, reflecting the timing of compensation payments, while income taxes payables decreased
$43,000 due to the payment of 2009 taxes.
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During the first quarter of 2010, investing activities used $73,000. Purchases of property
and equipment were $68,000, mainly for two vehicles for sales persons and equipment purchases. The Company received
$8,000 from vehicle sales. Also during the first quarter of 2010, the Company incurred $10,000 in
patent application costs that the Company records as an asset and amortizes upon successful
completion of the application process. The Company invested $203,000 in fully insured
certificates of deposits with one $200,000 certificate of deposit maturing during the first three
months of 2010.
During the first quarter of 2009, investing activities used $30,000. Purchases of property
and equipment were $48,000, mainly for new equipment to support the Companys new business
initiatives and research activities. Also during the first quarter of 2009, the Company incurred
$2,000 in patent application costs that the Company records as an asset and amortizes upon
successful completion of the application process. The Company received proceeds of approximately
$20,000 in the first quarter of 2009 on the 2007 sale of its investment in the common and preferred
stock of Apprise Technologies, Inc.
The Company used $69,000 in financing activities in the first quarter of 2009 to purchase
16,327 shares of its own common stock.
A bank line of credit provides for borrowings of up to $1,250,000. The line of credit term
runs from October 31, 2009 to October 30, 2010. The Company expects to obtain a similar line of
credit when the current line of credit expires. Borrowings under this line of credit are
collateralized by accounts receivable and inventories and bear interest at 2.5 percentage points
over the 30-day LIBOR rate. The Company did not utilize this line of credit during the first three
months of 2010 and there were no borrowings outstanding as of March 31, 2010. The line of credit
was also not utilized during first three months of 2009, and there were no borrowings outstanding
under this line as of March 31, 2009.
The Company believes that current financial resources, its line of credit, cash generated from
operations and the Companys capacity for debt and/or equity financing will be sufficient to fund
current and anticipated business operations. The Company also believes that its low debt levels
and available line of credit make it unlikely that a decrease in demand for the Companys products
would impair the Companys ability to fund operations.
Capital Expenditures
Through the first three months of 2010, the Company had $68,000 in capital expenditures.
Capital expenditures during the first three months were mainly for two vehicles for sales persons and equipment. The
Company plans for other capital expenditures during 2010 to include ongoing manufacturing equipment
upgrades and a vehicle. Capital expenditures are expected to be approximately $150,000 for the
remaining nine months of the year and will be funded with cash generated from operating activities.
International Activity
The Company markets its products to numerous countries in North America, Europe, Latin
America, Asia and other parts of the world. Foreign sales were approximately 31% of total sales
during the first three months of 2010 compared to 27% of sales in the first quarter of 2009.
Higher sales volumes in China and Mexico positively impacted 2010 first quarter sales volumes.
Fluctuations of certain foreign currencies have not significantly impacted the Companys operations
because the Companys foreign sales are not concentrated in any one region of the world. The
Company believes its vulnerability to uncertainties due to foreign currency fluctuations and
general economic conditions in foreign countries is not significant.
The Companys foreign transactions are primarily negotiated, invoiced and paid in U.S.
dollars, while a portion is transacted in Euros. IKONICS has not implemented an economic hedging
strategy to reduce the risk of foreign currency translation exposures, which management does not
believe to be significant based on the scope and geographic diversity of the Companys foreign operations as of March 31, 2010. Furthermore, the
impact of foreign exchange on the Companys balance sheet and operating results was not material in
either 2010 or 2009.
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Future Outlook
IKONICS has spent on average over 4% of its sales dollars for the past few years in research
and development and has made capital expenditures related to its digital technology program. The
Company plans to maintain its efforts in this area and expedite internal product development as
well as form technological alliances with outside experts to commercialize new product
opportunities.
The Company made substantial progress on its new business initiatives during the first quarter
of 2010. Photomachining and sound deadening are in commercial operation and supplying product to
major electronics, defense and aerospace customers. A Digital Texturing printer was placed at a
beta site in the fourth quarter of 2009; it is performing to the Companys expectations and
beginning to generate sales of related consumables. The digital texturing program was negatively
impacted by the 2009 business failure of the Companys printer supplier, imaging Technology
international. However, the Company has made arrangements with a manufacturer that the Company
believes is financially strong and technically adept for sourcing future machines. The Company is
producing and selling custom substrates for various inkjet applications and is currently
developing, under a research contract, a proprietary film product for a major customer.
In addition to its traditional emphasis on domestic markets, the Company will continue efforts
to grow its business internationally by attempting to develop new markets and expanding market
share where it has already established a presence.
Other future activities undertaken to expand the Companys business may include acquisitions,
building improvements, equipment additions, new product development and marketing opportunities.
In addition to its traditional emphasis on domestic markets, the Company will continue efforts to
grow its business internationally by attempting to develop new markets and expanding market share
where it has already established a presence.
Recent Accounting Pronouncements
The Company does not expect that the adoption of other recent accounting pronouncements will
have a material impact on its financial statements.
Off Balance Sheet Arrangements
The Company has no off-balance sheet arrangements.
ITEM 3. | Quantitative and Qualitative Disclosures about Market Risk |
Not applicable
ITEM 4. | Controls and Procedures |
As of the end of the period covered by this report, the Company conducted an evaluation, under
the supervision and with the participation of the principal executive officer and principal
financial officer, of the Companys disclosure control and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on
this evaluation, the principal executive officer and principal financial officer concluded that the
Companys disclosure controls and procedures are effective to ensure that information required to
be disclosed by the Company in reports that it files or submits under the Exchange Act is (i)
recorded, processed, summarized and reported within the time periods specified in SEC rules and
forms and (ii) accumulated and communicated to the Companys management, including its principal
executive officer and principal financial officer, as appropriate to allow timely decisions
regarding required disclosure.
There was no change in the Companys internal control over financial reporting identified in
connection with the evaluation required by Rule 13a-15(d) and Rule 15d-15(d) of the Exchange Act
that occurred during the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the Companys internal control over financial reporting.
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PART II. OTHER INFORMATION
ITEM 1. | Legal Proceedings |
None
ITEM 1A. | Risk Factors |
Not applicable
ITEM 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
Not applicable
ITEM 3. | Defaults upon Senior Securities |
Not applicable
ITEM 4. | [Removed and Reserved] |
ITEM 5. | Other Information |
None
ITEM 6. | Exhibits |
The following exhibits are filed as part of this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2010:
Exhibit | Description | |
3.1
|
Restated Articles of Incorporation of Company, as amended.1 | |
3.2
|
By-Laws of the Company, as amended.2 | |
31.1
|
Rule 13a-14(a)/15d-14(a) Certifications of CEO | |
31.2
|
Rule 13a-14(a)/15d-14(a) Certifications of CFO | |
32
|
Section 1350 Certifications |
Copies of Exhibits will be furnished upon request and payment of the Companys reasonable
expenses in furnishing the Exhibits.
1 | Incorporated by reference to the like numbered Exhibit to the Companys Registration Statement on Form 10-SB (File No. 000-25727). | |
2 | Incorporated by reference to the like numbered Exhibit to the Companys Current Report on Form 8-K filed with the Commission on February 22, 2007 (File No. 000-25727). |
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IKONICS CORPORATION
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
IKONICS CORPORATION |
||||
DATE: May 13, 2010 | By: | /s/ Jon Gerlach | ||
Jon Gerlach, | ||||
Chief Financial Officer, and Vice President of Finance |
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INDEX TO EXHIBITS
Exhibit | Description | Page | ||
3.1
|
Restated Articles of Incorporation of Company, as amended | Incorporated by reference | ||
3.2
|
By-Laws of the Company, as amended | Incorporated by reference | ||
31.1
|
Rule 13a-14(a)/15d-14(a) Certifications of CEO | Filed Electronically | ||
31.2
|
Rule 13a-14(a)/15d-14(a) Certifications of CFO | Filed Electronically | ||
32
|
Section 1350 Certifications | Filed Electronically |