Washington, DC
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal quarter ended March 31, 2001
[ ] 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 0-7087
ASTRONICS CORPORATION(Exact Name of Registrant as Specified in Its Charter)
716-447-9013(Registrant's Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(g) of the Act:
$.01 par value Common Stock, $.01 par value Class B Stock(Title of Class)
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 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.
As of March 31, 2001, 5,381,477 shares of $.01 par value common stock and 1,022,647 shares of $.01 par value Class B common stock were outstanding.
Item 1. Financial Statements
ASTRONICS CORPORATIONConsolidated Balance SheetMarch 31, 2001With Comparative Figures for December 31, 2000
(Dollars in Thousands) March 31, 2001 December 31, (Unaudited) 2000 ----------- ---- Current Assets: Cash $ 1,773 $ 45 Accounts receivable 11,141 12,837 Inventories 11,277 10,521 Prepaid expenses 561 512 ------ ------ Total current assets 24,752 23,915 Property, Plant and Equipment, at cost 57,735 57,447 Less accumulated depreciation and amortization 22,215 21,231 ------ ------ Net property, plant and equipment 35,520 36,216 Unexpended Industrial Revenue Bond Proceeds 1,101 1,701 Other Assets 5,088 5,188 ------ ------ $ 66,461 $67,020 ====== ====== Current Liabilities: Current maturities of long-term debt $ 936 $ 1,276 Accounts payable 5,669 5,583 Accrued expenses 1,845 2,908 Income taxes 486 427 ------ ------ Total current liabilities 8,936 10,194 Long-term debt 17,105 17,746 Other Liabilities 4,981 4,890 Shareholders' Equity: Common stock, $.01 par value Authorized 10,000,000 shares, issued 5,670,938 in 2001, 5,434,403 in 2000 57 54 Class B common stock, $.01 par value Authorized 5,000,000 shares, issued 1,051,446 in 2001, 1,190,753 in 2000 10 12 Additional paid-in capital 3,150 3,100 Accumulated other comprehensive income (loss) (1) 7 Retained earnings 33,015 31,809 ------ ------ 36,231 34,982 Less shares in Treasury, at cost 792 792 ------ ------ Total shareholders' equity 35,439 34,190 $ 66,461 $67,020 ====== ======
See notes to financial statements.
ASTRONICS CORPORATIONConsolidated Statement of Income and Retained EarningsPeriod Ended March 31, 2001With Comparative Figures for 2000
(Dollars in Thousands) (Unaudited) 2001 2000 ---- ---- Sales $20,356 $15,447 Less: Freight charges 433 297 ------ ------ Net Sales 19,923 15,150 Costs and Expenses: Cost of products sold 15,255 11,624 Selling, general and administrative expenses 2,673 2,089 Interest expenses, net of interest income of $46 in 2001 and $53 in 2000 156 68 Total costs and expenses 18,084 13,781 ------ ------ Income before taxes 1,839 1,369 Provision for income taxes 633 361 Net Income 1,206 1,008 Retained Earnings: January 1 31,809 25,727 ------ ------ March 31 $33,015 $26,735 ====== ====== Earnings per share: Basic $ .19 $ .16 === === Diluted $ .18 $ .15 === ===
ASTRONICS CORPORATIONConsolidated Statement of Cash FlowsThree Months Ended March 31, 2001With Comparative Figures for 2000
(Dollars in Thousands) (Unaudited) 2001 2000 ---- ---- Cash Flows from Operating Activities: Net income $ 1,206 $ 1,008 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,106 959 Other 91 132 Cash flows from changes in operating assets and liabilities, excluding effects of acquisitions: Accounts receivable 1,696 (829) Inventories (756) (623) Prepaid expenses (49) (301) Accounts payable 86 (1,550) Accrued expenses (1,063) (728) Income taxes 59 238 Net Cash provided by Operating Activities $ 2,376 $ (1,694) ------ ------ Cash Flows from Investing Activities: Change in other assets (42) (101) Capital expenditures (267) (1,401) Net Cash provided (used) by Investing Activities $ (309) $ (1,502) ----- ------ Cash Flows from Financing Activities: New long-term debt 150 1,700 Principal payments on long-term debt and capital lease obligations (1,140) (107) Unexpended industrial revenue bond proceeds 600 891 Proceeds from issuance of stock 51 19 Net Cash provided by Financing Activities $ (339) $ 2,503 ---- ----- Net increase (decrease) in Cash and Cash Equivalents 1,728 (693) Cash and Cash Equivalents at Beginning of Year 45 1,153 Cash and Cash Equivalents at March 31 $ 1,773 $ 460 ===== === Disclosure of cash payments for: Interest $ 245 $ 123 Income taxes 588 86
ASTRONICS CORPORATION
Notes to Financial StatementsMarch 31, 2001
1) The accompanying unaudited statements have been prepared in accordance with generally accepted accounting principles for interim financial information. 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 considered necessary for a fair presentation have been included. The results of operations for any interim period are not necessarily indicative of results for the full year. Operating results for the three-month period ended March 31, 2001 are not necessarily indicative of the results that may be expected for the year ended December 31, 2001.
The balance sheet at December 31, 2000 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.
For further information, refer to the financial statements and footnotes thereto included in the Company's 2000 annual report.
2) Inventories are stated at the lower of cost or market, cost being determined in accordance with the first-in, first-out method. Inventories are as follows:
3) The Company operates in two business segments: The Aerospace-Electronics segment concentrates on the design and manufacture of specialized lighting and control systems for aircraft. These systems typically encompass the electrical circuitry, lighting and control fixtures as well as the light elements. System components include power supplies, battery-based backup systems, dimmers, keyboards, control panels and specialized lighting fixtures. The systems are typically used in aircraft cockpits (avionics systems), cabins (escape path systems), and exteriors (position lighting systems). Customers include well-known aircraft manufacturers, operators and avionics companies. The Aerospace-Electronics segment also manufactures electroluminescent lamps used primarily to backlight liquid crystal displays in a wide array of consumer electronics applications, including watches, pagers, cell phones and personal digital assistants.
Astronics Printing-Packaging segment is the dominant North American manufacturer of stock folding cartons for small to medium size confectionary store operators. Custom folding cartons are also manufactured for a wide range of industrial and consumer products companies. This segment also custom prints invitations, napkins and accessories for all social and business events. Printed office products include business cards, post cards and presentation folders. The Company is a dominant provider of custom folding boxes in chosen markets.
A reconciliation of combined income before taxes for the three-month period is as follows:
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following table sets forth as a percent of net sales certain items reflected in the financial data and the percentage increase (decrease) of such items as compared to the prior period.
Percent of Net Sales Three months ended March 31, ---------------------------- 2001 2000 ---- ---- Net Sales: Aerospace and Electronics 65.1% 62.2% Printing and Packaging 34.9 37.8 ----- ----- 100.0% 100.0% Cost of products sold 76.6 76.7 Selling, general and administrative expenses 13.4 13.8 Interest expenses, net .8 .5 ----- ----- 90.8% 91.0% Income before provision for income taxes 9.2% 9.0% Provision for taxes 3.2 2.4 ----- ----- Net Income 6.0% 6.6% ===== =====
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities and Use of Proceeds.
Item 3. Defaults Upon Senior Securities.
Item 4. Submission of Matters to a Vote of Securities Holders.
At the annual meeting of shareholders held on April 26, 2001, the nominees to the Board of Directors were re-elected based on the following results:
The selection of Ernst & Young LLP as the Registrant's auditors was approved by the following vote: 13,631,999 in favor; 16,346 against; and 406,886 abstentions.
The proposed 2001 Stock Option Plan was approved by the following vote: 10,137,777 in favor; 1,706,993 against; and 63,233 abstentions.
Under Applicable New York law and the Company's charter documents, abstentions and non-votes have no effect.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
Exhibit 11. Computation of Per Share Earnings.
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.