-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, dVQo/db/aLVdzem99I3++U9AgAeywPgZoCS6b7xeTxYY8Z6q1QNSCOWMmnScisqQ lKS3vp1VymQAQ9hKIZ5Ydg== 0000006284-94-000049.txt : 19941209 0000006284-94-000049.hdr.sgml : 19941209 ACCESSION NUMBER: 0000006284-94-000049 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941031 FILED AS OF DATE: 19941208 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANALOGIC CORP CENTRAL INDEX KEY: 0000006284 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 042454372 STATE OF INCORPORATION: MA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-06715 FILM NUMBER: 94563961 BUSINESS ADDRESS: STREET 1: 8 CENTENNIAL DR CITY: PEABODY STATE: MA ZIP: 01960 BUSINESS PHONE: 5089773000 10-Q 1 FORM 10-Q FOR PERIOD ENDED OCTOBER 31, 1994 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 1994 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 0-6715 ANALOGIC CORPORATION (Exact name of registrant as specified in its charter) Massachusetts 04-2454372 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 8 Centennial Drive, Peabody, Massachusetts 01960 (Address of principal executive offices) (Zip Code) (508) 977-3000 (Registrant's telephone number, including area code) (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 The number of shares of Common Stock outstanding at October 31, 1994 was 12,352,712 2 ANALOGIC CORPORATION AND SUBSIDIARIES INDEX Page No. Part I Financial Information Consolidated Condensed Balance Sheets October 31, 1994 and July 31, 1994 3 Consolidated Condensed Statements of Income Three Months Ended October 31, 1994 and 1993 4 Consolidated Condensed Statements of Cash Flows Three Months Ended October 31, 1994 and 1993 5 Notes to Consolidated Condensed Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 7 - 8 Part II Other Information 9 - 10 Index to Exhibits 11 Exhibit 11 - Calculation of Earnings per Share 12 3 PART I FINANCIAL INFORMATION ANALOGIC CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (000 omitted) October 31, July 31,* 1994 1994 ASSETS (Unaudited) Current assets: Cash and cash equivalents $ 20,352 $ 23,571 Marketable securities, at market 75,818 70,825 Accounts and notes receivable, net 36,534 35,639 Inventories 44,902 41,169 Prepaid expenses and other current assets 5,526 5,536 Total current assets 183,132 176,740 Property, plant and equipment, net 48,442 47,931 Investments in and advances to affiliated companies 6,450 7,977 Excess of cost over acquired net assets, net of accumulated amortization 1,250 1,347 Other assets, including unamortized software costs ($5,460 and $5,244) 5,836 5,625 $245,110 $239,620 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Mortgage and other notes payable $ 2,069 $ 1,975 Obligations under capital leases 360 357 Accounts payable, trade 9,477 7,568 Accrued employee compensation and benefits 6,992 8,639 Accrued expenses 6,779 6,298 Accrued income taxes 2,124 1,332 Total current liabilities 27,801 26,169 Long-term debt: Mortgage and other notes payable 7,175 7,381 Obligations under capital leases 3,518 3,612 Deferred income taxes 4,117 4,128 Minority interest in subsidiaries 11,963 12,120 Excess of acquired net assets over cost, net of accumulated amortization 1,686 1,819 Stockholders' equity: Common stock, $.05 par 681 680 Capital in excess of par value 20,057 19,911 Retained earnings 183,696 180,222 Unrealized holding gains and losses 11 Cumulative translation adjustments 1,444 558 Treasury stock, at cost (14,346) (14,233) Unearned compensation (2,693) (2,747) 188,850 184,391 $245,110 $239,620 * See note 2 of notes to consolidated condensed financial statements for further information. The accompanying notes are an integral part of these financial statements. 4 ANALOGIC CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED) (000 omitted, except per share data) Three Months Ended October 31, Revenues: 1994 1993 Product and service, net $45,015 $41,288 Engineering and licensing 1,688 869 Other operating revenue 3,006 2,764 Interest and dividend income 1,222 1,184 Total revenues 50,931 46,105 Costs and expenses: Cost of sales: Product and service 25,140 21,037 Engineering and licensing 598 861 Other operating expenses 1,447 1,467 General and administrative 4,493 3,991 Selling 7,308 7,050 Research and product development 7,569 6,585 Interest expense 240 301 Amortization of excess of acquired net assets over cost (133) (114) Amortization of excess of cost over acquired net assets 97 97 Total cost of sales and expenses 46,759 41,275 Income from operations 4,172 4,830 Equity in net income of unconsolidated affiliates 65 Income before income taxes 4,172 4,895 Provision for income taxes 855 1,575 Minority interest in net income (loss) of consolidated subsidiaries (157) 119 Net income $ 3,474 $ 3,201 Average common and common equivalent shares outstanding 12,441 12,456 Earnings per common and common equivalent share $0.28 $0.26 Dividends per share NONE NONE The accompanying notes are an integral part of these financial statements. 5 ANALOGIC CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) (000 omitted) Three Months Ended October 31, CASH FLOWS FROM OPERATING ACTIVITIES: 1994 1993 Net income $ 3,474 $ 3,201 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,612 1,708 Amortization of capitalized software 581 401 Amortization of excess of cost over acquired net assets 97 97 Amortization of excess of acquired net assets over cost (133) (114) Minority interest in net income of consolidated subsidiaries (157) 119 Compensation from stock grants 177 185 Gain on sale of building Gain sale of equipment (8) Changes in operating assets and liabilities Decrease (increase) in assets: Accounts and notes receivable (895) 269 Inventories (3,733) (2,432) Prepaid expenses and other current assets (90) (368) Other assets 6 Increase (decrease) in liabilities: Accounts payable, trade 1,909 (308) Accrued expenses and other current liabilities (1,166) (2,342) Accrued and deferred income taxes 881 1,263 TOTAL ADJUSTMENTS (919) (1,522) NET CASH PROVIDED BY OPERATING ACTIVITIES 2,555 1,679 CASH FLOWS FROM INVESTING ACTIVITIES: Investments in and advances to affiliated companies (825) Additions to property, plant and equipment (2,123) (2,952) Capitalized software (798) (350) Purchases of marketable securities (7,415) (3,300) Maturities of marketable securities 3,960 2,400 Proceeds from sale of building Proceeds from sale of property, plant and equipment 8 NET CASH USED BY INVESTING ACTIVITIES (6,368) (5,027) CASH FLOWS FROM FINANCING ACTIVITIES: Payments on debt and capital lease obligations (202) (302) Purchase of common stock for treasury (113) Purchase of common stock of majority owned subsidiary (201) Issuance of common stock pursuant to stock options and employee stock purchase plan 23 98 NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES (292) (405) EFFECT OF EXCHANGE RATE CHANGES ON CASH 886 NET DECREASE IN CASH AND CASH EQUIVALENTS (3,219) (3,753) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 23,571 20,482 CASH AND CASH EQUIVALENTS, END OF PERIOD $20,352 $16,729 The accompanying notes are an integral part of these financial statements. 6 ANALOGIC CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to fairly present Analogic Corporation's financial position as of October 31, 1994 and July 31, 1994, the results of its operations for the three months ended October 31, 1994 and 1993 and statements of cash flows for the three months then ended. The results of the operations for the three months ended October 31, 1994 are not necessarily indicative of the results to be expected for the fiscal year ending July 31, 1995. The accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in its Annual Report on Form 10-K for the fiscal year ended July 31, 1994. 2. Financial statements, with the exception of the July 31, 1994 balance sheet, are unaudited and have not been examined by independent certified public accountants. The consolidated balance sheet as of July 31, 1994 contains data derived from audited financial statements. 3. The inventories as of October 31, 1994 were not based on a physical or perpetual inventory but were calculated on the basis of an estimated percentage of material used during the period. The components of inventory are estimated as follows: October 31, July 31, 1994 1994 Raw materials $17,822,000 $16,711,000 Work-in-process 16,643,000 14,982,000 Finished goods 10,437,000 9,476,000 $44,902,000 $41,169,000 4. Interest paid, net of amount capitalized, amounted to $215,000 and $262,000 during the three months ended October 31, 1994 and 1993, respectively. Interest expense for the three months ended October 31, 1994 amounted to $240,000. 5. Income taxes paid during the three months ended October 31, 1994 and 1993 amounted to $61,000 and $480,000, respectively. 6. Effective August 1, 1994 the Company adopted the Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities" ("SFAS. No. 115"). The Company's marketable securities have been categorized as available - for - sale securities, as defined by SFAS No. 115, and are reflected on the balance sheet at fair value. The net unrealized holding gains and losses are reflected in a separate component of stockholders' equity until realized. The aggregate fair value of the securities is $75,818,000 and the aggregate cost value is $75,807,000. Temporary gross unrealized holding gains amounted to approximately $1,983,000 and losses amounted to approximately $1,972,000 resulting in a net gain of $11,000. The majority of these securities mature or have put dates within a five year period. There were no gains or losses on sales of these securities during the quarter ended October 31, 1994. 7 ANALOGIC CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION The Company's balance sheet at October 31, 1994 reflects a current ratio of 6.6 to 1 compared to 6.8 to 1 at July 31, 1994. Cash, cash equivalents and marketable securities, along with accounts and notes receivable, constitute approximately 72% of current assets at October 31, 1994. Liquidity is sustained principally through funds provided from operations, with short-term time deposits and marketable securities available to provide additional sources of cash. The Company places its cash investments in high credit quality financial instruments and, by policy, limits the amount of credit exposure to any one financial institution. Management does not anticipate any difficulties in financing operations at anticipated levels. The Company's debt to equity ratio was 0.30 to 1 at October 31, 1994 and July 31, 1994, respectively. Capital expenditures totaled approximately $2,123,000 during the three months ended October 31, 1994. RESULTS OF OPERATIONS Three Months Fiscal 1995 (10/31/94) vs. Three Months Fiscal 1994 (10/31/93) Product, service, engineering and licensing revenues for the three months ended October 31, 1994 were $46,703,000 as compared to $42,157,000 for the same period last year. The increase of $4,546,000 was principally due to an increase in sales of Medical Technology Products of $6,355,000 offset by decreased sales of Signal Processing Technology Products of $210,000 and Industrial Technology Products of $1,599,000. Other operating revenue of $3,006,000 and $2,764,000 represents revenue from the Hotel operation for the three months ending October 31, 1994 and 1993, respectively. The percentage of total cost of sales to total net sales for the three months of fiscal 1995 and fiscal 1994 were 55% and 52%, respectively. The increase was primarily due to higher direct material costs. Operating costs associated with the Hotel during the three months of fiscal 1995 and 1994 were $1,447,000 and $1,467,000, respectively. General and administrative and selling expenses increased $760,000 primarily due to an increase in payroll related costs and an increase in the level of sales activity. Research and product development expenses increased $984,000 primarily due to the addition of staff supporting new medical technology product development programs. Computer software costs of $749,000 and $350,000 were capitalized in the three months of fiscal 1995 and 1994, respectively. Amortization of capitalized software amounted to $581,000 and $401,000 in the first three months of fiscal 1995 and 1994, respectively. The Company's share of equity in losses of a privately-held company located in Canada includes a charge of $435,000 during the first quarter of fiscal 1994. 8 ANALOGIC CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Three Months Fiscal 1995 (10/31/94) vs. Three Months Fiscal 1994 (10/31/93) (continued) During the first quarter of fiscal 1994, the Company's investment in Analogic Scientific was increased by $500,000 reflecting the Company's share of Analogic Scientific's income. Minority interest in the net income of the Company's consolidated subsidiary, Camtronics, for the three months ended October 31, 1994 and 1993 amounted to $288,000 and $266,000, respectively. Minority interest in the net loss of B&K for the three months ended October 31, 1994 and 1993 amounted to $445,000 and $32,000, respectively. Minority interest in the net loss of a domestic subsidiary for the three months ended October 31, 1993 was $115,000. The effective tax rate for the three months of fiscal 1995 was 21% vs. 32% for the three months of fiscal 1994. The decrease was primarily due to the utilization of research and experimental tax credits and alternative minimum tax credits. 9 ANALOGIC CORPORATION AND SUBSIDIARIES PART II - OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K (a) Exhibits Exhibit No. 11 - Calculation of earnings per share. Exhibit NO. 27 - Financial Data Schedule. (b) During the quarter ended October 31, 1994, the Company did not file any reports on form 8-K. 10 ANALOGIC CORPORATION AND SUBSIDIARIES 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. ANALOGIC CORPORATION Registrant Date December 5, 1994 /s/ Bernard M. Gordon Bernard M. Gordon President Date December 5, 1994 /s/ John A. Tarello John A. Tarello Senior Vice President (Chief Accounting Officer) 11 ANALOGIC CORPORATION AND SUBSIDIARIES INDEX TO EXHIBITS Exhibit No. Page No. 11 Calculation of Earnings per Share 12 12 EXHIBIT 11 ANALOGIC CORPORATION AND SUBSIDIARIES CALCULATION OF EARNINGS PER SHARE Net earnings per share are computed using the average number of shares actually outstanding plus the incremental shares computed on the assumption that certain lower priced stock options had been exercised with the proceeds utilized to purchase treasury stock. Three Months Ended October 31, 1994 1993 PRIMARY: Net Income $3,474,000 $3,201,000 Average shares outstanding 12,349,234 12,366,916 Add: Incremental shares to reflect dilutive stock options deemed common stock equivalents. (Computed by treasury stock method.) 92,172 88,631 Common and common equivalent shares outstanding 12,441,406 12,455,547 Earnings per share $.28 $.26 ASSUMING FULL DILUTION: Net Income $3,474,000 $3,201,000 Average shares outstanding 12,349,234 12,366,916 Add: Incremental shares due to the effect of common stock equivalents - this assumes that proceeds from shares sold under dilutive stock options (using quarter end market price to determine proceeds where such price was in excess of average quarterly prices) were used to purchase treasury stock. 103,955 99,496 Average common shares outstanding 12,453,189 12,466,412 Earnings per share $.28 $.26 13 ANALOGIC CORPORATION 8 CENTENNIAL DRIVE PEABODY, MASSACHUSETTS 01960 December 9, 1994 SEC Operations center Attn: Filer Support Mail Stop 0-7 6432 General Green Way Alexandria, VA 22312-2413 RE: Analogic Corporation (the "Company") File No. 0-6715 Dear Sirs: Pursuant to regulations of the Securities and Exchange Commission, submitted herewith for filing on behalf of Analogic Corporation is the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 1994. This filing is being effected by direct transmission to the Commission's EDGAR system. Very truly yours, ANALOGIC CORPORATION Michael N. Siraco Corporate Controller MNS/wbf EX-27 2 ARTICLE 5 FDS FOR 1ST QUARTER 10-Q
5 This schedule contains summary financial information extracted from the Company's consolidated balance sheets and consolidated statements of income and is qualified in its entirety by reference to such financial statements. 1000 QTR-1 JUL-31-1995 OCT-31-1994 20352 75818 36534 1254 44902 183132 126059 77616 245110 27801 0 0 0 0 0 245110 46703 50931 25738 27185 19334 0 240 4172 855 3474 0 0 0 3474 .28 .28
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