-----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, SW3AT39c+clCfYbg/mXs6rJ5ubgamF0HneNkQgfaN0ZZdPcDluee6/hWLSXDfrqJ vF82Bwv7pkYFgkSikfLSDg== 0000004611-97-000012.txt : 19970512 0000004611-97-000012.hdr.sgml : 19970512 ACCESSION NUMBER: 0000004611-97-000012 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970329 FILED AS OF DATE: 19970509 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BILTRITE INC CENTRAL INDEX KEY: 0000004611 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] 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: 97599578 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 29, 1997 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, 1997 - --------------------- --------------------------------- Common Stock 3,630,928 shares FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (In thousands of dollars)
March 29, December 31, 1997 1996 ---------- ------------ ASSETS CURRENT ASSETS Cash and cash equivalents $ 13,938 $ 33,658 Short-term investments 26,700 17,500 Accounts receivable, net 44,549 34,849 Inventories 88,419 81,058 Prepaid expenses & other current assets 6,801 8,660 -------- -------- TOTAL CURRENT ASSETS 180,407 175,725 Goodwill, net 24,227 24,510 Deferred income taxes 3,068 3,068 Other assets 10,187 9,779 Property, plant and equipment, net 112,153 111,884 -------- -------- $ 330,042 $ 324,966 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Notes payable $ 17,000 $ 10,250 Accounts payable 25,333 27,342 Accrued expenses 50,869 50,259 Current portion of long-term debt 1,156 1,156 -------- -------- TOTAL CURRENT LIABILITIES 94,358 89,007 Long-term debt 104,929 105,565 Other liabilities 50,045 49,735 Non-controlling interests 19,486 18,898 STOCKHOLDERS' EQUITY Common stock, par value $0.01-authorized 15,000,000 shares, issued 4,607,902 shares 46 46 Additional paid-in capital 19,423 19,423 Retained earnings 56,611 56,920 Equity adjustment from translation (2,149) (1,921) Minimum pension liability (877) (877) Less cost of shares in treasury (11,830) (11,830) -------- -------- 61,224 61,761 -------- -------- $ 330,042 $ 324,966 ======== ========
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) (In thousands, except per share data)
Three Months Ended March 29, March 30, 1997 1996 --------- --------- Net sales $ 95,513 $ 89,905 Interest and other income 571 1,313 ------- ------- 96,084 91,218 Costs and expenses: Cost of products sold 66,943 65,169 Selling, general and administrative expenses 25,559 24,700 Interest 2,519 2,649 ------- ------- 95,021 92,518 ------- ------- EARNINGS (LOSS) BEFORE INCOME TAXES (BENEFIT) AND NON-CONTROLLING INTERESTS 1,063 (1,300) Income taxes (benefit) 436 (505) Non-controlling interests (580) 585 ------- ------- NET EARNINGS (LOSS) $ 47 $ (210) ======= ======== Earnings (loss) per common share $ .01 $ (.06) ======= ======== Dividends declared per common share $ .10 $ .10 ======= =======
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) (In thousands of dollars)
Three Months Ended March 29, March 30, 1997 1996 --------- --------- OPERATING ACTIVITIES Net earnings (loss) $ 47 $ (210) Adjustments to reconcile net earnings (loss) to net cash used by operating activities: Depreciation and amortization 3,680 3,239 Accounts and notes receivable (9,912) (10,854) Inventories (7,753) (4,288) Prepaid expenses and other current assets 1,828 782 Accounts payable and accrued expenses (1,311) (9,518) Non-controlling interests 580 (585) Other (241) (337) ------- ------- NET CASH USED BY OPERATING ACTIVITIES (13,082) (21,771) INVESTING ACTIVITIES Investment in property, plant & equipment (3,623) (4,160) Purchase of short-term investments (18,100) Maturities of short-term investments 8,900 Business acquisitions (1,680) ------- ------- NET CASH USED BY INVESTING ACTIVITIES (12,823) (5,840) FINANCING ACTIVITIES Net short-term borrowings 6,750 12,000 Long-term borrowings 15,000 Payment on long-term debt (636) (16,084) Purchase of treasury shares (371) Proceeds from exercise of stock options 17 Dividends paid (363) (367) -------- ------- NET CASH PROVIDED BY FINANCING ACTIVITIES 5,751 10,195 Effect of foreign exchange 434 487 ------- ------- DECREASE IN CASH AND CASH EQUIVALENTS (19,720) (16,929) Cash and cash equivalents at beginning of period 33,658 39,297 ------- ------- CASH AND CASH EQUIVALENTS AT END OF QUARTER $ 13,938 $ 22,368 ======= =======
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 29, 1997 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 29, 1997 are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. 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, 1996. Note B - Inventories - -------------------- Inventory at March 29, 1997 and December 31, 1996 consisted of the following:
March 29, December 31, 1997 1996 ----------- -------------- ($000) Finished goods $ 63,675 $ 55,356 Work-in-process 9,994 9,315 Raw materials and supplies 14,750 16,387 ------- ------- $ 88,419 $ 81,058 ======= =======
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 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS March 29, 1997 Note D - Earnings Per Share - --------------------------- In February 1997, the Financial Accounting Standards Board issued Statement No. 128 "Earnings Per Share", which simplifies the calculation of earnings per share and is effective for both interim and annual periods ending after December 15, 1997. The Statement is not expected to have a material impact on the Company's financial statements. Note E - Reclassifications - -------------------------- Certain amounts in 1996 have been reclassified to conform to the 1997 presentation. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS March 29, 1997 Results of Operations - --------------------- Net sales for the first quarter of 1997 were $95.5 million compared to $89.9 million for the first quarter of 1996, an increase of $5.6 million or 6.2%. Congoleum Corporation's ("Congoleum") sales performance in the current first quarter accounts for the increase over last year with sales at ABI's Tape and Canadian operations being at the same sales levels as last year and at K&M Associates L.P. ("K&M") sales were lower than last year. At Congoleum, the sales increase was due to generally stronger demand in the residential and manufactured housing segments than in the first quarter of 1996. Sales to new customers and earlier shipments of Congoleum's spring season new product introductions contributed to the sales increase. Lower sales at K&M reflect a continuation of a very weak retail sales environment. Interest and other income decreased in the current quarter to $.6 million from $1.3 million in last year's first quarter. A combination of factors accounted for this decrease including lower royalty and other income at Congoleum and K&M and at ABI foreign exchange conversion losses and lower incentive payments from Hillside Industries. Cost of products sold as a percentage of net sales decreased to 70.1% in the current quarter from 72.5% last year and is due primarily to increased manufacturing efficiency resulting from higher production volume to support increased sales levels at Congoleum. Selling, general and administrative expenses as a percentage of net sales decreased to 26.8% in the current quarter from 27.5% last year and is primarily the result of higher sales volume levels experienced in the current quarter which more than offset related selling expense increases. Net income for the first quarter of 1997 was $47,000 compared to a net loss of $210,000 in last year's first quarter. On a comparative basis, Congoleum results are profitable compared to a loss in last year's first quarter, ABI operations are not as favorable as last year and K&M losses in the current quarter exceed last year's losses. FORM 10-Q PART I. FINANCIAL INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES MANAGEMENTS' DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS March 29, 1997 Liquidity and Capital Resources - ------------------------------- Cash and cash equivalents, including short-term investments, declined $10.5 million for the three months ended March 29, 1997 to $40.6 million. Working capital was $86.0 million, down from $86.7 million at year end 1996. The ratio of current assets to current liabilities at March 29, 1997 was 1.9 and at December 31, 1996 was 2.0. Cash used by operations was $13.1 million for 1997's first quarter and consists mainly of the seasonal increase in receivables and inventories. Capital expenditures in the current first quarter were $3.6 million and depreciation and amortization expense was $3.7 million. It is anticipated that total year capital spending will be in the range of $23 to $25 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 to repurchase $4.7 million of ABI's Common Stock, $4.9 million of Congoleum's Common Stock and $7.2 million of Congoleum's 9% senior notes are expected to be financed from operating activities and borrowings under existing bank lines of credit which at ABI are presently $34.0 million and at Congoleum are $30.0 million. During 1996, 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 29, 1997 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 29, 1997. 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 8, 1997 BY: /s/ Gilbert K. Gailius ------------------------ Gilbert K. Gailius Vice President-Finance EX-11 2 COMPUTATION OF EARNINGS PER SHARE FORM 10-Q PART II. OTHER INFORMATION AMERICAN BILTRITE INC. AND SUBSIDIARIES March 29, 1997 Item 6. Exhibits - ------------------ (11) STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
Three Months Ended March 29, 1997 --------- (000's omitted, except per share data) Primary: Average shares outstanding 3,630 Net effect of dilutive stock options-based on the treasury stock method using average market price 113 ------ Totals 3,743 ====== Net income $ 47 ====== Per share amount $ .01 ====== Fully diluted: Average shares outstanding 3,630 Net effect of dilutive stock options-based on the treasury stock method using quarter end price 139 ------ Totals 3,769 ====== Net income $ 47 ====== Per share amount $ .01 ======
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 3
5 1,000 3-MOS DEC-31-1997 JAN-01-1997 MAR-29-1997 13,938 26,700 44,549 0 88,419 180,407 112,153 0 330,042 94,358 104,929 0 0 46 61,178 330,042 95,513 96,084 66,943 66,943 25,559 0 2,519 1,063 436 47 0 0 0 47 0.01 0.01
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