10-Q 1 c00020e10vq.txt QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------- FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 OR [ ] 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 0-1227 Chicago Rivet & Machine Co. (Exact Name of Registrant as Specified in Its Charter) Illinois 36-0904920 (State or Other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification No.)
901 Frontenac Road, Naperville, Illinois 60563 (Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (630) 357-8500 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 X No ----- ----- Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes No X ----- ----- Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No X . ----- ----- As of September 30, 2005, 966,132 shares of the registrant's common stock were outstanding. CHICAGO RIVET & MACHINE CO. INDEX
Page ----- PART I. FINANCIAL INFORMATION Consolidated Balance Sheets at September 30, 2005 and December 31, 2004 2-3 Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2005 and 2004 4 Consolidated Statements of Retained Earnings for the Nine Months Ended September 30, 2005 and 2004 5 Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2005 and 2004 6 Notes to the Consolidated Financial Statements 7-9 Management's Discussion and Analysis of Financial Condition and Results of Operations 10-11 Controls and Procedures 12 PART II. OTHER INFORMATION 13-21
1 Item 1. Financial Statements. CHICAGO RIVET & MACHINE CO. Consolidated Balance Sheets September 30, 2005 and December 31, 2004
September 30, December 31, 2005 2004 ------------- ------------ (Unaudited) (Audited) Assets Current Assets: Cash and cash equivalents $ 3,538,402 $ 5,464,368 Certificates of deposit 1,005,000 805,000 Accounts receivable - net of allowances 6,797,496 4,867,615 Inventories: Raw materials 1,539,364 1,693,341 Work in process 2,223,126 2,136,996 Finished goods 2,161,547 2,412,133 ----------- ----------- Total inventories 5,924,037 6,242,470 ----------- ----------- Deferred income taxes 540,191 554,191 Other current assets 294,763 219,497 ----------- ----------- Total current assets 18,099,889 18,153,141 ----------- ----------- Property, Plant and Equipment: Land and improvements 1,029,035 1,015,635 Buildings and improvements 6,256,499 5,823,984 Production equipment, leased machines and other 29,392,317 29,272,638 ----------- ----------- 36,677,851 36,112,257 Less accumulated depreciation 26,209,245 24,965,941 ----------- ----------- Net property, plant and equipment 10,468,606 11,146,316 ----------- ----------- Total assets $28,568,495 $29,299,457 =========== ===========
See Notes to the Consolidated Financial Statements 2 CHICAGO RIVET & MACHINE CO. Consolidated Balance Sheets September 30, 2005 and December 31, 2004
September 30, December 31, 2005 2004 ------------- ------------ (Unaudited) (Audited) Liabilities and Shareholders' Equity Current Liabilities: Accounts payable $ 1,954,889 $ 1,367,221 Accrued wages and salaries 986,820 706,701 Other accrued expenses 470,872 856,957 ----------- ----------- Total current liabilities 3,412,581 2,930,879 Deferred income taxes 1,404,275 1,551,275 ----------- ----------- Total liabilities 4,816,856 4,482,154 ----------- ----------- Commitments and contingencies (Note 4) Shareholders' Equity: Preferred stock, no par value, 500,000 shares authorized: none outstanding -- -- Common stock, $1.00 par value, 4,000,000 shares authorized: 1,138,096 shares issued 1,138,096 1,138,096 Additional paid-in capital 447,134 447,134 Retained earnings 26,088,507 27,154,171 Treasury stock, at cost, 171,964 shares (3,922,098) (3,922,098) ----------- ----------- Total shareholders' equity 23,751,639 24,817,303 ----------- ----------- Total liabilities and shareholders' equity $28,568,495 $29,299,457 =========== ===========
See Notes to the Consolidated Financial Statements 3 CHICAGO RIVET & MACHINE CO. Consolidated Statements of Operations For the Three and Nine Months Ended September 30, 2005 and 2004 (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, ----------------------- ------------------------- 2005 2004 2005 2004 ---------- ---------- ----------- ----------- Net sales $9,691,683 $9,297,294 $29,783,682 $29,649,195 Lease revenue 26,678 27,401 81,933 82,020 ---------- ---------- ----------- ----------- 9,718,361 9,324,695 29,865,615 29,731,215 Cost of goods sold and costs related to lease revenue 8,258,602 7,170,224 25,385,666 23,323,770 ---------- ---------- ----------- ----------- Gross profit 1,459,759 2,154,471 4,479,949 6,407,445 Selling and administrative expenses 1,750,960 1,257,479 5,184,517 4,514,696 ---------- ---------- ----------- ----------- Operating profit (loss) (291,201) 896,992 (704,568) 1,892,749 Other income and expenses: Interest income 41,124 16,023 101,161 44,378 Gain (loss) from disposal of equipment (8,303) -- (8,003) 430 Other income 3,600 3,600 11,378 10,322 ---------- ---------- ----------- ----------- Income (loss) before income taxes (254,780) 916,615 (600,032) 1,947,879 Provision (benefit) for income taxes (85,000) 315,000 (201,000) 669,000 ---------- ---------- ----------- ----------- Net income (loss) $ (169,780) $ 601,615 $ (399,032) $ 1,278,879 ========== ========== =========== =========== Average common shares outstanding 966,132 966,132 966,132 966,132 ========== ========== =========== =========== Per share data: Net income (loss) per share $ (0.17) $ 0.62 $ (0.41) $ 1.32 ========== ========== =========== =========== Cash dividends declared per share $ 0.18 $ 0.18 $ 0.69 $ 0.54 ========== ========== =========== ===========
See Notes to the Consolidated Financial Statements 4 CHICAGO RIVET & MACHINE CO. Consolidated Statements of Retained Earnings For the Nine Months Ended September 30, 2005 and 2004 (Unaudited)
2005 2004 ----------- ----------- Retained earnings at beginning of period $27,154,171 $26,326,352 Net income (loss) for the nine months ended (399,032) 1,278,879 Cash dividends declared in the period, $.69 and $.54 per share in 2005 and 2004, respectively (666,632) (521,712) ----------- ----------- Retained earnings at end of period $26,088,507 $27,083,519 =========== ===========
See Notes to the Consolidated Financial Statements 5 CHICAGO RIVET & MACHINE CO. Consolidated Statements of Cash Flows For the Nine Months Ended September 30, 2005 and 2004 (Unaudited)
2005 2004 ----------- ----------- Cash flows from operating activities: Net income (loss) $ (399,032) $ 1,278,879 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation 1,270,532 1,304,912 Net (gain) loss on the sale of properties 8,003 (430) Deferred income taxes (133,000) (69,000) Changes in operating assets and liabilities: Accounts receivable, net (1,929,881) (1,655,813) Inventories 318,433 (535,532) Other current assets (75,266) (111,078) Accounts payable 560,267 347,327 Accrued expenses (105,966) 721,041 ----------- ----------- Net cash provided by (used in) operating activities (485,910) 1,280,306 ----------- ----------- Cash flows from investing activities: Capital expenditures (573,924) (1,044,716) Proceeds from the sale of properties 500 430 Proceeds from held-to-maturity securities 805,000 485,000 Purchases of held-to-maturity securities (1,005,000) (485,000) ----------- ----------- Net cash used in investing activities (773,424) (1,044,286) ----------- ----------- Cash flows from financing activities: Cash dividends paid (666,632) (521,712) ----------- ----------- Net cash used in financing activities (666,632) (521,712) ----------- ----------- Net decrease in cash and cash equivalents (1,925,966) (285,692) Cash and cash equivalents at beginning of period 5,464,368 5,530,099 ----------- ----------- Cash and cash equivalents at end of period $ 3,538,402 $ 5,244,407 =========== =========== Supplemental schedule of noncash investing activities: Capital expenditures in accounts payable $ 27,401 $ 214,853
See Notes to the Consolidated Financial Statements 6 CHICAGO RIVET & MACHINE CO. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of the Company, the accompanying unaudited interim financial statements contain all adjustments necessary to present fairly the financial position of the Company as of September 30, 2005 (unaudited) and December 31, 2004 (audited) and the results of operations and changes in cash flows for the indicated periods. The Company uses estimated gross profit rates to determine the cost of goods sold during interim periods on a portion of its operations. Actual results could differ from those estimates and will be adjusted, as necessary, following the Company's annual physical inventory in the fourth quarter. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 2. The results of operations for the three and nine-month period ending September 30, 2005 are not necessarily indicative of the results to be expected for the year. 3. The Company extends credit on the basis of terms that are customary within our markets to various companies doing business primarily in the automotive industry. The Company has a concentration of credit risk primarily within the automotive industry and in the Midwestern United States. 4. The Company is, from time to time, involved in litigation, including environmental claims and contract disputes, in the normal course of business. While it is not possible at this time to establish the ultimate amount of liability with respect to contingent liabilities, including those related to legal proceedings, management is of the opinion that the aggregate amount of any such liabilities, for which provision has not been made, will not have a material adverse effect on the Company's financial position. 7 CHICAGO RIVET & MACHINE CO. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 5. Segment Information--The Company operates in two business segments as determined by its products. The fastener segment includes rivets, cold-formed fasteners and screw machine products. The assembly equipment segment includes automatic rivet setting machines, parts and tools for such machines and the leasing of automatic rivet setting machines. Information by segment is as follows:
Assembly Fastener Equipment Other Consolidated ---------- ---------- ---------- ------------ Three Months Ended September 30, 2005: Net sales and lease revenue $8,488,640 $1,229,721 $ -- $ 9,718,361 Depreciation 384,206 26,404 20,096 430,706 Segment profit 118,115 202,214 320,329 Selling and administrative expenses (616,233) (616,233) Interest income 41,124 41,124 ----------- Income (loss) before income taxes (254,780) ----------- Capital expenditures 39,155 33,169 30,062 102,386 Segment assets: Accounts receivable, net 6,245,497 551,999 6,797,496 Inventory 4,030,738 1,893,299 5,924,037 Property, plant and equipment, net 8,179,240 1,311,511 977,855 10,468,606 Other assets 5,378,356 5,378,356 ----------- 28,568,495 ----------- Three Months Ended September 30, 2004: Net sales and lease revenue $7,824,144 $1,500,551 $ -- $ 9,324,695 Depreciation 378,218 28,518 32,820 439,556 Segment profit 1,071,601 354,230 -- 1,425,831 Selling and administrative expenses (525,239) (525,239) Interest income 16,023 16,023 ----------- Income before income taxes 916,615 ----------- Capital expenditures 874,280 874 -- 875,154 Segment assets: Accounts receivable, net 5,487,128 717,853 -- 6,204,981 Inventory 3,926,253 1,843,067 -- 5,769,320 Property, plant and equipment, net 9,227,749 1,372,901 903,581 11,504,231 Other assets -- -- 6,627,236 6,627,236 ----------- 30,105,768 -----------
8 CHICAGO RIVET & MACHINE CO. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Assembly Fastener Equipment Other Consolidated ----------- ---------- ----------- ------------ Nine Months Ended September 30, 2005: Net sales and lease revenue $25,281,006 $4,584,609 $ -- $29,865,615 Depreciation 1,136,246 78,616 55,670 1,270,532 Segment profit 230,607 984,762 1,215,369 Selling and administrative expenses (1,916,562) (1,916,562) Interest income 101,161 101,161 ----------- Income (loss) before income taxes (600,032) ----------- Capital expenditures 411,720 34,689 154,916 601,325 Nine Months Ended September 30, 2004: Net sales and lease revenue $24,476,843 $5,254,372 $ -- $29,731,215 Depreciation 1,120,898 85,554 98,460 1,304,912 Segment profit 2,363,581 1,244,466 -- 3,608,047 Selling and administrative expenses (1,704,546) (1,704,546) Interest income 44,378 44,378 ----------- Income before income taxes 1,947,879 ----------- Capital expenditures 1,249,645 9,924 -- 1,259,569
9 CHICAGO RIVET & MACHINE CO. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Revenues for the third quarter of 2005 were 4.2% higher than during the third quarter of 2004. Unfortunately, the increase in revenues was more than offset by higher manufacturing costs and increases in administrative expenses, which are discussed more fully in the following paragraphs. On a year to date basis, current year revenues are less than .5% higher than for the first nine months of 2004. Year to date, gross margins are lower than last year and administrative expenses are higher. As a result, the company recorded a net loss of $169,780, or $.17 per share in the third quarter of 2005 and a net loss of $399,032, or $.41 per share for the first nine months of 2005, compared to net income of $601,615, or $.62 per share in the third quarter of 2004 and net income of $1,278,879, or $1.32 per share for the first nine months of 2004. Third quarter revenues within the fastener segment increased $664,000 compared with the third quarter of 2004. However, competitive pressures in the market place, combined with higher material costs and a shift in product mix contributed to a decline in gross margins, despite these higher revenues. Material costs were $662,000 higher than in the year earlier quarter. Labor and fringe benefit costs increased approximately $172,000 compared to the third quarter of 2004. Of this total, approximately $66,000 represents increases in wages, $41,000 is due to higher overtime expense incurred, with the balance due to higher labor costs per unit of product manufactured. Tooling costs increased $141,000 compared to the third quarter of 2004, due to initial costs associated with the launch of several new parts. In addition to overtime cited above, we incurred $42,000 in expediting expenses to meet shortened customer lead-times, mainly associated with the launch of new parts. The balance of the change is primarily a reflection of lower margins due to the change in product mix. Year to date, 2005 fastener revenues totaled $25,281,006, a 3.3% increase over the first nine months of 2004. While revenues increased $804,000, cost of goods sold increased $2,423,000 resulting in a decline of $1,619,000 in gross margins for the first nine months of 2005 compared to the first nine months of 2004. Higher material costs account for $1,533,000 of this change. Increased volumes account for approximately $243,000 of this increase. Other factors that impact material costs include higher material prices of $708,000, and increases in outside processing costs, which are primarily due to changes in product mix, of $576,000. The balance of the increase is related to a change in product mix. Labor and benefit expenses are $184,000 higher in 2005, reflecting higher wage rates, while tooling costs are approximately $184,000 higher than during the prior period due to costs incurred in connection with new parts. Costs associated with expediting to meet shortened customer lead-time requirements have increased $96,000 year to date. The balance of the increase in cost of goods sold is related to incremental changes in the cost of a variety of overhead components. Revenues within the assembly equipment segment declined by $271,000, or 18%, during the third quarter of 2005 compared to the third quarter of 2004. On a year to date basis, 2005 revenues are approximately 13% lower than in the first nine months of 2004. Gross margins in this segment were adversely affected by the decline in volume. Despite efforts to reduce manufacturing expenses and employment levels, we were unable to reduce costs at a rate proportionate with the decline in revenues. As a result, third quarter gross margins declined $177,000 compared to the third quarter of 2004. A comparison of results for the first nine months of 2005 and 2004 yields similar results, for similar reasons. Specifically, revenues have declined $670,000 and gross margins have declined $308,000. As was the case in the third quarter, reductions in cost have not kept pace with the decline in volumes, and the result is lower margins for this segment. Selling and administrative expenses for the third quarter of 2005 were $493,000 higher than those recorded in the third quarter of 2004. The largest factor affecting the year to year comparison is that during the third quarter of 2004, the Company received a refund of Michigan single business tax amounting to approximately $330,000 as the result of a successful appeal of the tax calculation for four prior years. Professional expenses incurred, primarily related to compliance with the Sarbanes-Oxley Act of 2002, were $92,000 higher in the current quarter than during the third quarter of 2004. The Company recorded an expense of $70,000 during the third quarter to resolve an ongoing litigation matter and incurred legal fees related to this matter of approximately $33,000 during the third quarter of 2005. In addition, the Company recorded a reserve of $50,000, in connection with the bankruptcy of a certain customer. These increases were partially offset by a reduction in profit sharing expense of $118,000. On a year to date basis, selling and administrative expenses are $670,000 higher than in the previous year. $330,000 of the year to year increase is related to the tax refund discussed above. Costs related to resolving litigation, including legal fees, amounted to approximately $298,000 during 2005. Professional fees incurred in connection with Sarbanes-Oxley compliance account for approximately $272,000 of the year over year increase in administrative expenses. These increases were partially offset by a reduction in profit sharing expense of $259,000. The balance of the increase is due to smaller net changes in a variety of expense categories. 10 Working capital at September 30, 2005 amounted to $14.7 million, a decline of $.5 million from the beginning of the year. Inventory balances increased less than $.1 million during the third quarter, but remain about $.3 million lower than at the beginning of the year. Our earlier concerns about the availability of raw material have eased somewhat, but we remain alert for any indication that supply may begin to contract, and we may adjust inventory levels accordingly. Accounts receivable increased by approximately $.4 million during the quarter and by slightly more than $1.9 million since the beginning of the year. Collections typically lag shipments by several weeks, and the change in the accounts receivable balance at September 30 reflects the fact that third quarter sales were more heavily concentrated in the latter part of the quarter. During the first nine months of 2005, capital expenditures amounted to $574,000, primarily related to building improvements. The Company has a $1.0 million line of credit, which expires in May 2006 and as of September 30, 2005, this line was unused. Management believes that the Company's current cash, cash equivalents, operating cash flow and available line of credit will be sufficient to provide adequate working capital for the foreseeable future. Clearly, results of operations are unsatisfactory. However, given current conditions, we do not foresee significant improvements in the short term. The market for our products remains weak. Competition from foreign sources continues to be a significant factor, as products previously produced in this country are now imported as completed assemblies. This limits demand for both fasteners and assembly equipment. Domestic automobile manufacturers' share of the automotive market continues to decline. To date, our efforts to develop supply relationships with foreign manufacturers have not been as successful as we anticipated. Increasing costs of materials, supplies and fuel are eroding margins further and market conditions severely limit our ability to recover these higher costs from existing customers. We continue to actively pursue new business from both new and existing customers. We have had some success in this area and plan to continue these efforts. On a more positive note, we anticipate that legal expenses will return to more normal levels in the coming months, and costs related to Sarbanes-Oxley compliance should also decline toward the end of the year. Increasing revenues remains the critical component in our efforts to restore profitability. Increasing sales revenues, along with further cost reductions and reduced administrative expense, are essential to achieving a return to profitability. We have learned that progress toward these objectives will not come easily or quickly, but we recognize that changes must be effected to restore profitability. This discussion contains certain "forward-looking statements" which are inherently subject to risks and uncertainties that may cause actual events to differ materially from those discussed herein. Factors which may cause such differences in events include, among other things, our ability to maintain our relationships with our significant customers; increased global competition; increases in the prices of, or limitations on the availability of, our primary raw materials; our ability to generate cost savings and manufacturing efficiencies; the financial condition of our customers; and conditions in the automotive industry, upon which we rely for sales revenue, and which is cyclical and dependent on, among other things, consumer spending. Many of these factors are beyond our ability to control or predict. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to publish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. 11 CHICAGO RIVET & MACHINE CO. Item 4. Controls and Procedures. (a) Disclosure Controls and Procedures. The Company's management, with the participation of the Company's Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. Based on such evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act. (b) Internal Control Over Financial Reporting. There have not been any changes in the Company's internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. 12 PART II -- OTHER INFORMATION Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities. Under the terms of a stock repurchase authorization originally approved by the Board of Directors of the Company in February of 1990, as amended, the Company is authorized to repurchase up to an aggregate of 200,000 shares of its common stock, in the open market or in private transactions, at prices deemed reasonable by management. Cumulative purchases under the repurchase authorization have amounted to 162,996 shares at an average price of $15.66 per share. The Company has not purchased any shares of its common stock since 2002. Item 6. Exhibits. 31 Rule 13a-14(a) or 15d-14(a) Certifications 31.1 Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 Section 1350 Certifications 32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 99.1 Interim Report to Shareholders for the quarter ended September 30, 2005.
13 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. CHICAGO RIVET & MACHINE CO. (Registrant) Date: November 14, 2005 /s/ John A. Morrissey ---------------------------------------- John A. Morrissey Chairman of the Board of Directors and Chief Executive Officer Date: November 14, 2005 /s/ John C. Osterman ---------------------------------------- John C. Osterman President, Chief Operating Officer and Treasurer (Principal Financial Officer) Date: November 14, 2005 /s/ Michael J. Bourg ---------------------------------------- Michael J. Bourg Controller (Principal Accounting Officer) 14 CHICAGO RIVET & MACHINE CO. EXHIBITS INDEX TO EXHIBITS
Exhibit Number Page ------- ------- 31 Rule 13a-14(a) or 15d-14(a) Certifications 31.1 Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 16 31.2 Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 17 32 Section 1350 Certifications 32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 18 32.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 19 99.1 Interim Report to Shareholders for the quarter ended September 30, 2005 20 - 21
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