-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VjxhjmFipQH2097MDvCyQjljc95kXtamgkKZiIgDBubdzpjhm9uh3GNIrp4Dvz7W e6bNL7NVL3ItGCu4kG4kPg== 0000004611-96-000006.txt : 19960514 0000004611-96-000006.hdr.sgml : 19960514 ACCESSION NUMBER: 0000004611-96-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960330 FILED AS OF DATE: 19960513 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BILTRITE INC CENTRAL INDEX KEY: 0000004611 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 041701350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04773 FILM NUMBER: 96561311 BUSINESS ADDRESS: STREET 1: 57 RIVER STREET CITY: WELLESLEY HILLS STATE: MA ZIP: 02181 BUSINESS PHONE: 6172376655 MAIL ADDRESS: STREET 1: 57 RIVER STREET CITY: WELLESLEY HILLS STATE: MA ZIP: 02181 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN BILTRITE RUBBER CO INC DATE OF NAME CHANGE: 19730621 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange Act of 1934 For Quarter Ended March 30, 1996 Commission File Number 1-4773 ------------------------ --------- American Biltrite Inc. - ------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 04-1701350 - ------------------------------------------------------------------------ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 57 River Street Wellesley Hills, Massachusetts 02181 - ------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 617-237-6655 ---------------------- None - ------------------------------------------------------------------------ (Former name, former address, and former fiscal year if changed since last report) 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date covered by this report. Class Outstanding at May 1, 1996 - ---------------------------- -------------------------------- Common Stock, no par value 3,648,836 shares FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) ($000)
March 30, December 31, 1996 1995 ---------- ----------- ASSETS CURRENT ASSETS Cash and cash equivalents $ 22,368 $ 39,297 Accounts receivable, net 41,520 30,708 Inventories 87,066 82,853 Prepaid expenses & other current assets 10,474 11,268 --------- --------- TOTAL CURRENT ASSETS 161,428 164,126 Goodwill, net 25,032 23,579 Deferred income taxes 2,873 2,873 Other assets 8,462 8,614 Property, plant and equipment, net 105,713 104,295 --------- --------- $ 303,508 $ 303,487 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Notes payable $ 12,000 Accounts payable 25,740 $ 29,094 Accrued expenses 38,654 44,819 Current portion of long-term debt 1,209 3,207 --------- --------- TOTAL CURRENT LIABILITIES 77,603 77,120 Long-term debt 108,884 107,712 Other liabilities 47,703 48,180 Non-controlling interests 12,083 12,679 STOCKHOLDERS' EQUITY Common stock 19,469 19,469 Retained earnings 51,519 52,096 Equity adjustment from translation (1,964) (2,334) Minimum pension liability (445) (445) Less cost of shares in treasury (11,344) (10,990) --------- --------- 57,235 57,796 --------- --------- $ 303,508 $ 303,487 ========= =========
See accompanying notes to consolidated condensed financial statements. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) ($000)
Three Months Ended March 30, April 1, 1996 1995 --------- --------- Net sales $ 89,905 $ 89,691 Interest and other income 1,313 2,267 -------- -------- 91,218 91,958 Costs and expenses: Cost of products sold 64,756 62,162 Selling, general and administrative expenses 25,113 21,679 Interest 2,649 2,156 -------- -------- 92,518 85,997 -------- -------- EARNINGS (LOSS) BEFORE INCOME TAXES (BENEFIT) AND NON-CONTROLLING INTERESTS (1,300) 5,961 Income taxes (benefit) (505) 2,531 Non-controlling interests 585 (1,411) -------- -------- NET EARNINGS (LOSS) $ (210) $ 2,019 ======== ======== Earnings (loss) per common share $ (.06) $ .53 ======== ======== Dividends declared per common share $ .10 $ .0625 ======== ========
See accompanying notes to consolidated condensed financial statements. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) ($000)
Three Months Ended March 30, April 1, 1996 1995 -------- -------- OPERATING ACTIVITIES Net earnings (loss) $ (210) $ 2,019 Adjustments to reconcile net earnings (loss) to net cash used by operating activities: Depreciation and amortization 3,239 2,878 Accounts and notes receivable (10,854) (9,986) Inventories (4,288) (8,900) Prepaid expenses and other current assets 782 (236) Accounts payable and accrued expenses (9,464) (8,854) Non-controlling interests (585) 1,411 Other (391) 1,202 ------- ------- NET CASH USED BY OPERATING ACTIVITIES (21,771) (20,466) INVESTING ACTIVITIES Investment in property, plant and equipment (4,160) (2,223) Sale of short-term investments, net 14,295 Business acquisitions (1,680) ------- ------- NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES (5,840) 12,072 FINANCING ACTIVITIES Net short-term borrowings 12,000 Long-term borrowings 15,000 Payment on long-term debt (16,084) (29) Payment of Congoleum equity offering costs (732) Net proceeds from Congoleum equity offering 56,219 Repurchase of Congoleum Class B shares (60,450) Purchase of treasury shares (371) Proceeds from exercise of stock options 17 11 Dividends paid (367) (223) ------- ------- NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 10,195 (5,204) Effect of foreign exchange 487 (516) ------- ------- DECREASE IN CASH AND CASH EQUIVALENTS (16,929) (14,114) Cash and cash equivalents at beginning of period 39,297 19,701 ------- ------- CASH AND CASH EQUIVALENTS AT END OF QUARTER $ 22,368 $ 5,587 ======= =======
See accompanying notes to consolidated condensed financial statements. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS March 30, 1996 Note A - Basis of Presentation - ------------------------------ The accompanying unaudited consolidated condensed financial statements which include the accounts of American Biltrite Inc. and its wholly-owned subsidiaries ("ABI") as well as entities over which it has voting control have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 30, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1995. Note B - Inventories - -------------------- Inventory at March 30, 1996 and December 31, 1995 consisted of the following:
March 30, December 31, 1996 1995 -------- ------------ ($000) Finished goods $ 59,096 $ 54,629 Work-in-process 13,290 11,984 Raw materials and supplies 14,680 16,240 ------- ------- $ 87,066 $ 82,853 ======= =======
Note C - Commitments and Contingencies - -------------------------------------- ABI has recorded what it believes are adequate provisions for environmental remediation and product-related liabilities. While the company believes that its estimate of the future amount of these liabilities is reasonable, the ultimate outcome of these matters cannot be determined. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS March 30, 1996 Results of Operations - --------------------- The comments that follow compare the first quarter of 1996 results of operations with the same period of 1995. In the 1995 first quarter, the financial results of K&M Associates L.P. ("K&M") are not included in that ABI did not acquire a majority position in K&M until April 1, 1995. Net sales for the first quarter of 1996 were $89.9 million compared to $89.7 million last year. Congoleum Corporation ("Congoleum") sales reflect a decrease of $9.1 million from last year and are offset by the inclusion of K&M in the current quarter and small sales gains in ABI's Tape and Canadian operations. The sales decline at Congoleum was due to several factors. First was the extremely weak retail demand in the quarter. Second was the continued decline in purchases by Color Tile, Inc., a major retailer operating under Chapter 11 bankruptcy protection. Third was the timing of Congoleum's Spring season new product introductions, which occurred later in 1996 than in 1995, resulting in a greater proportion of shipments in early April as opposed to late March. Fourth was a decline in sales in Canada resulting from changes of Congoleum's distribution in that country which have not yet been completed. The net loss for the first quarter of 1996, $.2 million, is attributable to a loss at Congoleum, based on its sales decline described earlier, and a loss at K&M which is experiencing a continuation of the weak retail environment. All other divisions of the Company achieved profit levels during the quarter comparable to 1995's first quarter. Interest and other income decreased in the current quarter to $1.3 million from $2.3 million last year. Key factors accounting for this reduction are lower royalty income at Congoleum and at ABI lower incentive payments from Hillside Industries. Cost of products sold as a percentage of sales in the current quarter increased to 72.0% from 69.3% last year. This increase is due to the lower sales volume and reduced gross profit margin at Congoleum. Gross margins declined as a result of decreased production volumes, which more than offset declines in raw material costs from the first quarter of 1995 levels. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS March 30, 1996 Selling, general and administrative expense as a percentage of sales increased to 27.9% in the current quarter compared to 24.2% last year. Two major factors account for this increase and are the effect of the substantial sales decline at Congoleum and the inclusion in the current quarter of expenses at K&M where these expenses historically have been higher than those experienced at ABI and Congoleum. Interest expense increased to $2.6 million in the current quarter compared to $2.2 million last year. This increase is due to increased borrowings at ABI to finance the acquisition of additional partnership interest in K&M, and at K&M to finance a portion of its working capital. Liquidity and Capital Resources - ------------------------------- Cash and cash equivalents declined $16.9 million for the three months ended March 30, 1996 to $22.4 million. Working capital was $83.8 million, down from $87.0 million at December 31, 1995. The ratio of current assets to current liabilities at March 30, 1996 and December 31, 1995 was 2.1. Cash used by operations was $21.8 million for the first quarter of 1996 and consists mainly of the seasonal increase in receivables and inventories. Capital expenditures in the current first quarter were $4.2 million and depreciation and amortization expense was $3.2 million. It is anticipated that total year 1996 capital spending will be in the range of $18 - 20 million. The Company has established a reserve for product related liabilities and an environmental reserve against which the costs of administration and remediation are and will be charged. Since legal proceedings tend to be unpredictable and costly, resolution of an environmental proceeding could possibly be material to the results of operations or cash flow for a particular quarterly or annual reporting period. Cash requirements for capital expenditures, working capital, debt service and the current authorization of $5.1 million to purchase ABI Common Stock, are expected to be financed from operating activities and borrowings under existing bank lines of credit which at ABI are presently $24.0 million and at Congoleum are $30.0 million. During the current quarter, ABI entered into a $30.0 million note purchase and private shelf agreement with an insurance company and drew down $15.0 million. There is $15.0 million remaining in the shelf facility for future financing requirements. FORM 10-Q PART II. OTHER INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES March 30, 1996 Item 6. Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibits -------- The following exhibit is included herein: (11) Statement re: computation of earnings per share (b) Reports on Form 8-K ------------------- There were no reports on Form 8-K filed for the three months ended March 30, 1996. SIGNATURE --------- 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. AMERICAN BILTRITE INC. ---------------------- (Registrant) Date: May 9, 1996 BY:/s/Gilbert K. Gailius --------------------- Gilbert K. Gailius Vice President-Finance FORM 10-Q PART II. OTHER INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES MARCH 30, 1996 Item 6. Exhibits - ------------------ (11) STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
Three Months Ended April 1, 1995 ------- (000's omitted, except per share data) Primary: Average shares outstanding 3,572 Net effect of dilutive stock options-based on the treasury stock method using average market price 247 ----- Totals 3,819 ===== Net income $ 2,019 ===== Per share amount $ .53 ===== Fully diluted: Average shares outstanding 3,572 Net effect of dilutive stock options-based on the treasury stock method using average market price 247 ----- Totals 3,819 ===== Net income $ 2,019 ===== Per share amount $ .53 ===== Note: There was no dilutive effect from stock options in 1996. Weighted average shares outstanding for the three months ended March 30, 1996 were 3,670,608.
EX-27 2
5 1,000 3-MOS DEC-31-1996 JAN-01-1996 MAR-30-1996 22,368 0 41,520 0 87,066 161,428 105,713 0 303,508 77,603 108,884 0 0 19,469 37,766 303,508 89,905 91,218 64,756 64,756 25,113 0 2,649 (1,300) (505) (210) 0 0 0 (210) (.06) (.06)
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