-----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, FHvwATortTSaQyYBrFWw9P4BkoOLsugX+iDxeRgjpFpKOjgnbnXR7YkS5bIfQTYv 2gOlQbHEFsOFQ4sGadwgOg== 0000950123-94-002004.txt : 19941208 0000950123-94-002004.hdr.sgml : 19941208 ACCESSION NUMBER: 0000950123-94-002004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941029 FILED AS OF DATE: 19941207 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PALL CORP CENTRAL INDEX KEY: 0000075829 STANDARD INDUSTRIAL CLASSIFICATION: MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT [3590] IRS NUMBER: 111541330 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04311 FILM NUMBER: 94563690 BUSINESS ADDRESS: STREET 1: 2200 NORTHERN BLVD CITY: EAST HILLS STATE: NJ ZIP: 11548 BUSINESS PHONE: 5164845400 MAIL ADDRESS: STREET 1: 2200 NORTHERN BLVD CITY: EAST HILLS STATE: NJ ZIP: 11548 10-Q 1 PALL CORPORATION FORM 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended October 29, 1994 Commission File No. 1-4311 PALL CORPORATION Incorporated in New York State I.R.S. Employer Identifi- cation # 11-1541330 2200 Northern Boulevard, East Hills, N.Y. 11548 Telephone Number (516) 484-5400 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 ---- ---- At December 5, 1994, 115,324,144 shares of common stock of the Registrant were outstanding. 2 PALL CORPORATION INDEX TO FORM 10-Q COVER SHEET 1 INDEX TO FORM 10-Q 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements: Condensed consolidated balance sheets - October 29, 1994 and July 30, 1994 3 Condensed consolidated statements of earnings - three months ended October 29, 1994 and October 30, 1993 4 Condensed consolidated statements of cash flows - three months ended October 29, 1994 and October 30, 1993 5 Notes to condensed consolidated financial statements 6 Item 2. Management's discussion and analysis of financial condition and results of operations 7 PART II. OTHER INFORMATION Item 6. Exhibits and reports on Form 8-K 8 SIGNATURES 8 3 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PALL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(in thousands) October 29, July 30, ASSETS 1994 1994 ----------- -------- Current Assets: Cash and cash equivalents $ 50,976 $ 38,224 Short-term investments 49,900 50,800 Accounts receivable, net of allowances for doubtful accounts of $4,702 and $4,776, respectively 174,699 207,159 Inventories - Note 2 147,511 138,382 Deferred income taxes 17,500 17,178 Prepaid expenses 17,070 15,346 Other current assets 3,658 3,336 -------- -------- Total Current Assets 461,314 470,425 Property, plant and equipment, net of accumulated depreciation of $236,511 and $223,012, respectively 407,569 397,617 Other assets 92,722 91,537 -------- -------- Total Assets $961,605 $959,579 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes payable to banks $109,302 $112,034 Accounts payable 36,034 40,401 Accrued liabilities: Salaries and commissions 26,908 24,031 Payroll taxes 4,808 5,185 Income taxes 33,258 33,019 Interest 1,443 1,232 Pension and profit-sharing plans 12,852 11,014 -------- -------- Other 15,010 16,437 94,279 90,918 Current portion of long-term debt 2,562 2,819 Dividends payable 0 10,667 -------- -------- Total Current Liabilities 242,177 256,839 Long-term debt, less current portion 54,925 54,097 Deferred income taxes 32,056 31,450 Other non-current liabilities 30,200 29,987 -------- -------- Total Liabilities 359,358 372,373 -------- -------- Stockholders' Equity: Common stock, $.10 par value 11,735 11,735 Capital in excess of par value 53,769 53,769 Retained earnings 574,225 572,388 Treasury stock, at cost (35,084) (35,144) Foreign currency translation adjustment 11,173 (1,816) Minimum pension liability adjustment (4,638) (4,711) Stock option loans (8,282) (8,432) Unrealized losses on investments (651) (583) -------- -------- Total Stockholders' Equity 602,247 587,206 -------- -------- Total Liabilities and Stockholders' Equity $961,605 $959,579 ======== ========
See accompanying Notes to Condensed Consolidated Financial Statements. 4 PALL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)
(in thousands, except Three Months Ended per share data) ---------------------------- Oct. 29, Oct. 30, 1994 1993 -------- -------- Revenues: Net sales $159,195 $141,874 Interest earned 1,370 1,317 -------- -------- Total revenues 160,565 143,191 Costs and expenses: Cost of sales 61,988 55,201 Selling, general and administrative expenses 67,223 61,132 Research and development 10,160 9,559 Interest expense 2,182 1,919 -------- -------- Total costs and expenses 141,553 127,811 Earnings before income taxes and the cumulative effect of an accounting change 19,012 15,380 Provisions for income taxes 5,703 4,307 -------- -------- Earnings before the cumulative effect of an accounting change 13,309 11,073 Cumulative effect of a change in accounting for postemployment benefits - Note 3 (780) 0 -------- -------- Net earnings $ 12,529 $ 11,073 ======== ======== Earnings per share: Before the cumulative effect of an accounting change $0.12 $0.10 Cumulative effect of a change in accounting for postemployment benefits - Note 3 (0.01) 0 -------- -------- Net earnings per share $0.11 $0.10 ======== ======== Dividends declared per share $0.09 $0.08 Average number of shares outstanding 115,321 115,905
See accompanying Notes to Condensed Consolidated Financial Statements. 5 PALL CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Three Months Ended ---------------------------- (in thousands) Oct. 29, Oct. 30, 1994 1993 -------- -------- NET CASH PROVIDED BY OPERATING ACTIVITIES $ 48,422 $ 34,369 INVESTING ACTIVITIES: Capital expenditures (14,282) (21,225) Disposals of fixed assets 703 528 Short-term investments 900 24,700 -------- -------- NET CASH (USED) PROVIDED BY INVESTING ACTIVITIES (12,679) 4,003 FINANCING ACTIVITIES: Net short-term borrowings (3,693) (7,415) Payments on long-term debt (555) (1,214) Net proceeds from exercise of stock options 186 987 Dividends paid (21,334) (18,558) Treasury stock 0 (5,450) -------- -------- NET CASH (USED) BY FINANCING ACTIVITIES (25,396) (31,650) CASH FLOW FOR PERIOD 10,347 6,722 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 38,224 42,652 EFFECT OF EXCHANGE RATE CHANGES ON CASH 2,405 (117) -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 50,976 $ 49,257 ======== ======== Supplemental disclosures: Interest paid (net of amount capitalized) $ 2,062 $ 1,771 Income taxes paid (net of refunds) 5,998 7,712
See accompanying Notes to Condensed Consolidated Financial Statements. 6 PALL CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 1 - BASIS OF PRESENTATION The financial information included herein is unaudited. However, such information reflects all adjustments which are, in the opinion of management, necessary to present fairly (i) the financial position of the Company at October 29, 1994 and July 30, 1994, (ii) the results of its operations for the three month periods ended October 29, 1994 and October 30, 1993, and (iii) its cash flows for the three month periods ended October 29, 1994 and October 30, 1993. NOTE 2 - INVENTORIES The major classes of inventory are as follows:
Oct. 29, July 30, (in thousands) 1994 1994 -------- -------- Raw materials and components $61,638 $58,999 Work-in-process 16,354 12,737 Finished goods 69,519 66,646 -------- -------- Total inventory $147,511 $138,382 ======== ========
NOTE 3 - CUMULATIVE EFFECT OF A CHANGE IN AN ACCOUNTING PRINCIPLE In the quarter ended October 29, 1994, the Company adopted Financial Accounting Standards Board Statement No. 112 (Employers' Accounting for Postemployment Benefits). The effect of initially applying this Statement ($1,200,000 pre-tax, $780,000 after taxes, 1 cent per share) is reported as the cumulative effect of a change in an accounting principle. 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. I. Results of Operations: Quarter ended October 29, 1994 compared to quarter ended October 30, 1993. Sales for the first quarter of 1995 increased 12% over the first quarter of 1994. If foreign exchange rates had remained unchanged relative to the first quarter of 1994, sales would have increased by 8 1/2%, all of which is attributable to unit growth. The Company's pre-tax margin increased to 11.9% of sales in the first quarter of 1995 from 10.8% in the 1994 period. A decrease in selling, general and administrative expenses as a percentage of sales to 42.2% in the 1995 period, from 43.1% in the 1994 period, was the principal factor in the improved pre-tax margin. The Company's effective tax rate increased to 30.0% in the first quarter of 1995 from 28.0% in the 1994 period, such increase resulting mainly from reduced benefits of the Puerto Rico operations due to changes in the U.S. tax laws. Prior to the cumulative effect of a change in an accounting principle, net earnings for the first quarter of fiscal 1995 increased 20% to $13.3 million from $11.1 million in the prior year period. In the first quarter of fiscal 1995, the Company adopted Financial Accounting Standards Board Statement No. 112 (Employers' Accounting for Postemployment Benefits). The effect of initially applying this Statement ($1,200,000 pre- tax, $780,000 after taxes, 1 cent per share) is reported as the cumulative effect of a change in an accounting principle. II. Liquidity and Capital Resources: The Company's working capital increased by $5.6 million during the first quarter of fiscal 1995. Had foreign exchange rates not changed from July 30, 1994, working capital would have declined by $1.7 million. Capital expenditures totalled $14.3 million, and depreciation expense totalled $10.1 million, in the quarter ended October 29, 1994. On November 15, 1994, the Company announced that it reached an agreement in principle to acquire Filtron Technology Corporation. The transaction, valued at a revised price of $27.65 million, is subject to certain conditions, and is expected to be completed by the end of the Company's second quarter. 8 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (b) Reports on Form 8-K. The Company filed no reports on Form 8-K during the three months ended October 29, 1994. 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. PALL CORPORATION December 7, 1994 /s/ Jeremy Hayward-Surry - ------------------- -------------------------------- Date Jeremy Hayward-Surry President and Treasurer - Chief Financial Officer December 7, 1994 /s/ Peter Schwartzman - ------------------- -------------------------------- Date Peter Schwartzman Secretary and Chief Corporate Accountant 9 EXHIBIT INDEX ------------- EX. 27 Financial Data Schedule EX-27 2 FINANCIAL DATA SCHEDULE
5 ART. 5 FDS FOR 1st QTR 1995 FORM 10-Q 1,000 3-MOS JUL-29-1995 OCT-29-1994 50,976 49,900 179,401 4,702 147,511 461,314 644,080 236,511 961,605 242,177 0 11,735 0 0 590,512 961,605 159,195 160,565 61,988 141,553 0 0 2,182 19,012 5,703 13,309 0 0 (780) 12,529 0.11 0.11
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