-----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, IztcfMhwe654OSKZ8mrOpKNvLT+QMazQBzmwRSJDeZqWlfo+/7v7IWJvwS+eROW2 pTKaoxqkemGKOMJDTV02dg== 0000897101-95-000456.txt : 19951204 0000897101-95-000456.hdr.sgml : 19951204 ACCESSION NUMBER: 0000897101-95-000456 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951031 FILED AS OF DATE: 19951201 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: RAVEN INDUSTRIES INC CENTRAL INDEX KEY: 0000082166 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 460246171 STATE OF INCORPORATION: SD FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-03136 FILM NUMBER: 95598444 BUSINESS ADDRESS: STREET 1: 205 E 6TH ST STREET 2: PO BOX 5107 CITY: SIOUX FALLS STATE: SD ZIP: 57117 BUSINESS PHONE: 6053362750 MAIL ADDRESS: STREET 1: P O BOX 5107 CITY: SIOUX FALLS STATE: SD ZIP: 57117-5107 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: October 31, 1995 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________________________ Commission file number: 0-3136 RAVEN INDUSTRIES, INC. (Exact name of registrant as specified in its charter) SOUTH DAKOTA 46-0246171 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 205 EAST 6TH STREET P.O. BOX 5107 SIOUX FALLS, SD 57117-5107 (Address of principal executive offices) (Zip code) 605-336-2750 Registrant's telephone number, including area code 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 ___ APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. CLASS OUTSTANDING AS OF OCTOBER 31, 1995 Common Stock 4,744,358 shares RAVEN INDUSTRIES, INC. AND SUBSIDIARIES INDEX PAGE NO. PART I-FINANCIAL INFORMATION Consolidated Balance Sheets-October 31, 1995; January 31, 1995 and October 31, 1994 3 Consolidated Statements of Income-Three months and nine months ended October 31, 1995 and 1994 4 Consolidated Statements of Cash Flows- Nine months ended October 31, 1995 and 1994 5 Notes to Consolidated Financial Statements 6 Computation of Earnings Per Share 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 8-9 PART II-OTHER INFORMATION 10 PART I - FINANCIAL INFORMATION
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Dollars in thousands) 10/31/95 01/31/95 10/31/94 ASSETS Cash ................................................................... $ 2,041 $ 2,304 $ 1,756 Accounts receivable, less allowance for doubtful accounts of $375, $350 and $338 ............................. 19,820 17,592 19,669 Inventories: Materials ............................................................ 12,917 13,147 13,888 In process ........................................................... 6,249 4,709 5,303 Finished goods ....................................................... 4,665 4,247 3,503 Progress payments .................................................... (495) 0 0 Total inventories ................................................ 23,336 22,103 22,694 Prepaid expenses and other current assets .............................. 413 382 310 Deferred income taxes .................................................. 1,414 1,414 1,702 Total current assets ............................................. 47,024 43,795 46,131 Property, plant and equipment .......................................... 44,804 43,108 40,906 Less: accumulated depreciation ....................................... 26,613 24,538 24,726 Net property, plant & equipment .................................. 18,191 18,570 16,180 Other assets ........................................................... 3,423 3,271 2,416 Total assets ........................................................... $ 68,638 $65,636 $64,727 LIABILITIES AND STOCKHOLDERS' EQUITY Notes payable, bank .................................................... $ 0 $ 0 $ 3,000 Current portion of long-term debt ...................................... 446 907 660 Accounts payable ....................................................... 6,166 5,435 4,778 Accrued liabilities and customer advances .............................. 9,184 8,736 9,778 Total current liabilities ........................................ 15,796 15,078 18,216 Long-term debt, less current portion ................................... 3,417 4,179 1,738 Deferred income taxes .................................................. 853 853 870 Stockholders' equity Common stock, $1 par value, authorized shares: 100,000,000; issued:5,060,261; 5,050,433 and 5,046,299 shares .................... 5,060 5,050 5,046 Paid in capital ...................................................... 396 420 367 Retained earnings .................................................... 45,450 42,390 40,824 50,906 47,860 46,237 Less treasury stock, at cost: 315,903 shares .................................................. 2,334 2,334 2,334 Total stockholders' equity ....................................... 48,572 45,526 43,903 Total liabilities & stockholders' equity ............................... $ 68,638 $65,636 $64,727
The accompanying notes are an integral part of the financial statements
PART I - FINANCIAL INFORMATION RAVEN INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Dollars in thousands except per-share data) FOR THE THREE FOR THE NINE MONTHS ENDED: MONTHS ENDED: 10/31/95 10/31/94 10/31/95 10/31/94 Net sales ................... $ 35,560 $ 35,890 $ 90,600 $ 90,625 Cost of goods sold .......... 29,160 28,690 73,629 73,021 Gross profit .............. 6,400 7,200 16,971 17,604 Operating expenses Selling ................... 1,818 1,838 5,254 5,190 Administrative ............ 1,467 1,482 4,523 4,551 Beta Raven charge ......... 1,800 3,285 3,320 9,777 11,541 Operating income ............ 3,115 3,880 7,194 6,063 Other income (expense) Interest .................. (86) (117) (297) (243) Miscellaneous ............. 28 114 272 373 Income before income taxes .. 3,057 3,877 7,169 6,193 Income taxes ................ 1,085 1,358 2,545 2,168 Net income .................. $ 1,972 $ 2,519 $ 4,624 $ 4,025 Average number of common and common-equivalent shares outstanding ............... 4,785,738 4,784,643 4,790,345 4,792,833 Net income per common and common-equivalent share ... $ 0.41 $ 0.53 $ 0.97 $ 0.84 Cash dividends paid per share $ 0.120 $ 0.105 $ 0.330 $ 0.285
The accompanying notes are an integral part of the financial statements. PART I - FINANCIAL INFORMATION RAVEN INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Dollars in thousands) FOR THE NINE MONTHS ENDED: 10/31/95 10/31/94 Cash flows from operating activities: Net income .......................................... $ 4,624 $ 4,025 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization ................... 3,355 2,746 Provision for losses on accounts receivable ..... 104 131 Deferred income taxes ........................... 0 (300) Equity in earnings of affiliate, net of dividends (153) (190) (Increase) decrease in accounts receivable ...... (2,332) (3,260) (Increase) decrease in inventories .............. (1,233) (470) (Increase) decrease in other current assets ..... (31) 115 Increase (decrease) in operating liabilities .... 1,179 (1,053) Other ........................................... (18) 48 Net cash provided by (used in) operating activities . 5,495 1,792 Cash flows from investing activities: Capital expenditures ................................ (3,078) (5,611) Intangible asset expenditures and other ............. 121 (29) Net cash used in investing activities ............... (2,957) (5,640) Cash flows from financing activities: Issuance of short-term debt ......................... 4,500 5,000 Payment of short-term debt .......................... (4,500) (2,000) Issuance of long-term note .......................... 0 62 Long-term debt principal payments ................... (1,223) (682) Proceeds from exercise of stock options ............. 49 124 Dividends paid ...................................... (1,564) (1,346) Other ............................................... (63) 0 Net cash provided by (used in) financing activities .............................. (2,801) 1,158 Net increase (decrease) in cash and equivalents ..... (263) (2,690) Cash and cash equivalents at beginning of period ...... 2,304 4,446 Cash and cash equivalents at end of period ............ $2,041 $ 1,756 Cash paid during the period for: Interest .......................................... $ 317 $ 254 Income taxes ...................................... $ 2,725 $ 1,335 The accompanying notes are an integral part of the financial statements. RAVEN INDUSTRIES, INC. AND SUBSIDIARIES NOTE TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of 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 accruals) considered necessary for a fair presentation have been included. Operating results for the three month and nine month periods ended October 31, 1995 are not necessarily indicative of the results that may be expected for the year ending January 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 January 31, 1995.
PART I - FINANCIAL INFORMATION RAVEN INDUSTRIES, INC. AND SUBSIDIARIES COMPUTATIONS OF EARNINGS PER COMMON SHARE (Dollars in thousands except per-share data) FOR THE THREE FOR THE NINE MONTHS ENDED: MONTHS ENDED: 10/31/95 10/31/94 10/31/95 10/31/94 Net income ........................ $ 1,972 $ 2,519 $ 4,624 $ 4,025 Earnings per common share - Primary ..................... $ 0.41 $ 0.53 $ 0.97 $ 0.84 Earnings per common share - Fully diluted (1) ........... $ 0.41 $ 0.53 $ 0.97 $ 0.84 Average number of common and common equivalent shares: Primary: Weighted average common shares outstanding ........... 4,741,231 4,729,134 4,737,627 4,723,491 Dilutive effect of exercise of certain stock options ..... 44,507 55,509 52,718 69,342 Average common shares - Primary .................... 4,785,738 4,784,643 4,790,345 4,792,833 Fully diluted (1): Weighted average common shares outstanding ........... 4,741,231 4,729,134 4,737,627 4,723,491 Dilutive effect of exercise of certain stock options ..... 44,507 58,898 52,718 69,342 Average common shares - Fully diluted .............. 4,785,738 4,788,032 4,790,345 4,792,833
(1) This calculation is submitted in accordance with Regulation S-K item 601(b)(11) although not required by footnote 2 to paragraph 14 of APB Opinion No. 15 because it results in dilution of less than 3%. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION Net cash provided by operating activities totaled $5.5 million for the nine months ended October 31, 1995, an increase of $3.7 million over the nine months ended October 31, 1994. Higher earnings, increased depreciation, and amortization, and the timing of disbursements accounted for much of the increase. Expenditures for fixed assets declined from $5.6 million for the first nine months last year to $3.1 million during the current year, further improving the company's cash position. The company had $2.0 million of cash and no notes payable at October 31, 1995, compared to $1.8 million of cash and $3.0 million of notes payable at October 31, 1994. RESULTS OF OPERATIONS Third quarter sales of $35.6 million were slightly less than the $35.9 million of third quarter sales in the prior year. Net income of $2.0 million ($.41 per share) in the third quarter was 22 percent less than the $2.5 million ($.53 per share) reported one year ago. The decline in net income from the prior year third quarter was primarily a result of the company's conversion from defense to commercial revenues, slower sales of sewn products and start up costs at the company's pickup truck topper plant in Arizona. Net sales for the nine months ended October 31, 1995 were $90.6 million, approximately the same level as the first nine months of the prior fiscal year. Net income of $4.6 million ($.97 per share) was 15 percent higher than the first nine months of the prior fiscal year. The second quarter of the prior period included a $1.8 million pre-tax charge at the company's Beta Raven subsidiary. Electronics segment sales of $6.9 million in the third quarter were 18 percent lower than the prior year. Increased sales of agricultural electronics were offset by sharply lower defense shipments. Foreign and domestic military shipments totaling $3.5 million shipped during the third quarter of the prior year. These shipments carried strong margins and had no counterpart in the quarter ended October 31, 1995. Third quarter operating income of $511,000 was down 64 percent from the third quarter of the prior fiscal year. Nine month sales of $23.6 million were essentially unchanged from the first nine months of the prior year. Operating income over the same period was $2.9 million; down 3 percent from the nine months ended October 31, 1994 after adjustment for the Beta Raven charge. Plastics segment sales of $15.4 million in the third quarter were up 20 percent from the third quarter of the prior year. Increased sales of flexible films, due partially to demand for plastic film in response to the severe hurricane season, and higher sales of plastic tanks accounted for the increase. Operating income of $1.3 million in the third quarter was up 46 percent from the prior year's third quarter. The profit impact of the higher sales was partially offset by start-up costs in the company's Arizona pickup-truck topper plant. Nine month sales of $41.0 million were 16 percent higher than the first nine months of the prior year. Nine month operating income of $2.5 million was essentially unchanged from the prior year as the losses in Arizona and the unfavorable impact of higher raw material costs offset the impact of higher sales during the first two quarters of the fiscal year. Sewn Products segment sales continued to be depressed by last year's exceptionally mild winter in much of the United States and the resulting inventory carryover by our major customers. Sales of $13.3 million were down 10 percent from the third quarter of the prior year. Operating income for the quarter was $1.3 million; down 16 percent from the comparable quarter last year. Nine month sales of $26.0 million and operating income of $1.9 million were down 18 and 24 percent, respectively from the first nine months of the prior year. Nine month defense sales in this segment were down $3.3 million over the first nine months of the prior year. Consolidated gross profits in the third quarter were down 11 percent and the gross margin rate dropped from 20 percent in the third quarter of the prior fiscal year to 18 percent in the current period. This drop was due primarily to the lower profitability in the Electronics segment. Selling, administrative and other expenses were essentially unchanged from the prior year. The income tax rate of 35.5 percent used in the current year was slightly higher than the 35.0 percent used during the prior fiscal year. PART II-OTHER INFORMATION Item 1. Legal Proceedings: None Item 2. Changes in Securities: None Item 3. Defaults upon Senior Securities: None Item 4. Submission of Matters to a Vote of Security Holders: None. Item 5. Other Information: None Item 6. (a) Exhibits Filed: Exh. 27-Financial Data schedule (for S.E.C. only). (See Part 1, page 7 for earnings per share computation) (b) Reports on Form 8-K: None 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. RAVEN INDUSTRIES, INC. /s/ Arnold J. Thue Arnold J. Thue Vice President, Treasurer and Principal Financial Officer DATE: NOVEMBER 29, 1995 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS JAN-31-1995 OCT-31-1995 2,041 0 20,195 375 23,336 47,024 44,804 26,613 68,638 15,796 3,417 5,060 0 0 43,512 68,638 90,600 90,600 73,629 73,629 0 0 297 7,169 2,545 4,624 0 0 0 4,624 0.97 0.97
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