-----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, NNfZe7IJV0zhZg9pyOm2eENRDWsaZrdOdwKAPA3JE0ACTBhIGb5dXd3DfAMNw9m4 +IpTroYRVPs3XKFrITEvpA== 0000897101-96-000775.txt : 19960904 0000897101-96-000775.hdr.sgml : 19960904 ACCESSION NUMBER: 0000897101-96-000775 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960731 FILED AS OF DATE: 19960903 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: 96625127 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: JULY 31, 1996 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 JULY 31, 1996 - ---------------- ------------------------------------------------ Common Stock 4,731,579 shares RAVEN INDUSTRIES, INC. AND SUBSIDIARIES INDEX PAGE NO. PART I-FINANCIAL INFORMATION Consolidated Balance Sheets-July 31, 1996; January 31, 1996 and July 31, 1995 3 Consolidated Statements of Income-Three months and six months ended July 31, 1996 and 1995 4 Consolidated Statements of Cash Flows- Six months ended July 31, 1996 and 1995 5 Note 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) 7/31/96 01/31/96 7/31/95 -------- --------- -------- ASSETS Cash and cash equivalents ................................... $ 2,929 $ 3,804 $ 1,519 Accounts receivable, less allowance for doubtful accounts of $340, $340 and $383 .................. 15,605 16,002 12,521 Inventories: Materials ................................................. 15,886 13,317 13,145 In process ................................................ 5,660 5,605 5,882 Finished goods ............................................ 6,522 5,236 7,348 Progress payments ......................................... 0 (261) 0 -------- -------- -------- Total inventories ..................................... 28,068 23,897 26,375 Prepaid expenses and other current assets ................... 493 413 346 Deferred income taxes ....................................... 1,579 1,579 1,414 -------- -------- -------- Total current assets .................................. 48,674 45,695 42,175 -------- -------- -------- Property, plant and equipment ............................... 47,253 45,020 44,555 Less: accumulated depreciation ............................ 28,998 26,951 25,996 -------- -------- -------- Net property, plant & equipment ....................... 18,255 18,069 18,559 Other assets ................................................ 3,655 3,789 3,400 -------- -------- -------- TOTAL ASSETS ................................................ $ 70,584 $ 67,553 $ 64,134 ======== ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current portion of long-term debt ........................... $ 813 $ 813 $ 846 Accounts payable ............................................ 6,074 4,651 4,299 Accrued liabilities and customer advances ................... 8,871 9,307 7,471 -------- -------- -------- Total current liabilities ............................. 15,758 14,771 12,616 Long-term debt, less current portion ........................ 2,682 2,816 3,484 Deferred income taxes ....................................... 815 815 853 Stockholders' equity Common stock, $1 par value, authorized shares: 100,000,000; issued: 5,083,982; 5,068,379 and 5,051,908 shares ........ 5,084 5,068 5,052 Paid in capital ........................................... 614 536 416 Retained earnings ......................................... 48,541 46,457 44,047 -------- -------- -------- 54,239 52,061 49,515 Less treasury stock, at cost: 352,403; 352,403 and 315,903 shares ................... 2,910 2,910 2,334 -------- -------- -------- Total stockholders' equity ............................ 51,329 49,151 47,181 -------- -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................. $ 70,584 $ 67,553 $ 64,134 ======== ======== ======== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Dollars in thousands except per-share data) FOR THE THREE FOR THE SIX MONTHS ENDED: MONTHS ENDED -------------------------------------------------------------- 7/31/96 7/31/95 7/31/96 7/31/95 ----------- ----------- ----------- ----------- Net sales ................... $ 31,270 $ 27,253 $ 62,145 $ 55,040 Cost of goods sold .......... 25,872 22,458 50,661 44,469 ----------- ----------- ----------- ----------- Gross profit .............. 5,398 4,795 11,484 10,571 ----------- ----------- ----------- ----------- Operating expenses Selling ................... 1,696 1,615 3,450 3,436 Administrative ............ 1,487 1,505 2,993 3,056 ----------- ----------- ----------- ----------- 3,183 3,120 6,443 6,492 ----------- ----------- ----------- ----------- Operating income ............ 2,215 1,675 5,041 4,079 ----------- ----------- ----------- ----------- Other income (expense) Interest .................. (72) (104) (141) (211) Miscellaneous ............. 48 161 88 244 ----------- ----------- ----------- ----------- Income before income taxes .. 2,191 1,732 4,988 4,112 Income taxes ................ 782 615 1,771 1,460 ----------- ----------- ----------- ----------- Net income .................. $ 1,409 $ 1,117 $ 3,217 $ 2,652 =========== =========== =========== =========== Average number of common and common-equivalent shares outstanding ............... 4,759,281 4,791,862 4,751,983 4,791,791 =========== =========== =========== =========== Net income per common and common-equivalent share ... $ 0.30 $ 0.23 $ 0.68 $ 0.55 =========== =========== =========== =========== Cash dividends paid per share $ 0.120 $ 0.105 $ 0.240 $ 0.210 =========== =========== =========== =========== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Dollars in thousands) FOR THE SIX MONTHS ENDED: -------------------- 7/31/96 7/31/95 ------- ------- Cash flows from operating activities: Net income .......................................... $ 3,217 $ 2,652 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization ................... 2,374 2,179 Provision for losses on accounts receivable ..... 45 51 Equity in earnings of affiliate, net of dividends 24 (103) (Increase) decrease in accounts receivable ...... 352 5,020 (Increase) decrease in inventories .............. (4,171) (4,272) (Increase) decrease in other current assets ..... (80) 36 Increase (decrease) in operating liabilities .... 987 (2,401) Other ........................................... 48 (34) ------- ------- Net cash provided by (used in) operating activities . 2,796 3,128 Cash flows from investing activities: Capital expenditures ................................ (2,536) (2,272) Other ............................................... 38 112 ------- ------- Net cash used in investing activities ............... (2,498) (2,160) Cash flows from financing activities: Issuance of short-term debt ......................... 0 3,500 Payment of short-term debt .......................... 0 (3,500) Long-term debt principal payments ................... (134) (756) Proceeds from exercise of stock options ............. 94 7 Dividends paid ...................................... (1,133) (995) Other ............................................... 0 (9) ------- ------- Net cash provided by (used in) financing activities .............................. 1,173) (1,753) ------- ------- Net increase (decrease) in cash and equivalents ..... (875) (785) Cash and cash equivalents at beginning of period ...... 3,804 2,304 ------- ------- Cash and cash equivalents at end of period ............ $ 2,929 $ 1,519 ======= ======= Cash paid during the period for: Interest .......................................... $ 146 $ 214 Income taxes ...................................... $ 2,167 $ 2,105 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 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 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 six month periods ended July 31, 1996 are not necessarily indicative of the results that may be expected for the year ending January 31, 1997. For further information, refer to the consolidated financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended January 31, 1996.
RAVEN INDUSTRIES, INC. AND SUBSIDIARIES COMPUTATIONS OF EARNINGS PER COMMON SHARE (Dollars in thousands except per-share data) FOR THE THREE FOR THE SIX MONTHS ENDED: MONTHS ENDED ------------------------------------------------------- 7/31/96 7/31/95 7/31/96 7/31/95 ---------- ---------- ---------- ---------- Net income ........................................... $ 1,409 $ 1,117 $ 3,217 $ 2,652 Earnings per common share - Primary ........................................ $ 0.30 $ 0.23 $ 0.68 $ 0.55 ========== ========== ========== ========== Earnings per common share - Fully diluted (1) .............................. $ 0.30 $ 0.23 $ 0.68 $ 0.55 ========== ========== ========== ========== Average number of common and common equivalent shares: Primary: Weighted average common shares outstanding .............................. 4,726,325 4,735,082 4,721,255 4,734,826 Dilutive effect of exercise of certain stock options ........................ 32,956 56,780 30,728 56,965 ---------- ---------- ---------- ---------- Average common shares - Primary ....................................... 4,759,281 4,791,862 4,751,983 4,791,791 ========== ========== ========== ========== Fully diluted (1): Weighted average common shares outstanding .............................. 4,726,325 4,735,082 4,721,255 4,734,826 Dilutive effect of exercise of certain stock options ........................ 32,956 56,780 30,728 56,965 ---------- ---------- ---------- ---------- Average common shares - Fully diluted ................................. 4,759,281 4,791,862 4,751,983 4,791,791 ========== ========== ========== ========== (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 The company's $2.9 million cash balance at July 31, 1996 was $875,000 less than at the beginning of the year and $1.4 million more than July 31, 1995. The company's seasonal operations historically have reduced cash during the first half of the fiscal year and required short-term borrowing. The combination of strong operating cash flows and opening cash balances have allowed the company to avoid using its short-term credit facilities during the first half of the current fiscal year. Both inventory and accounts receivable balances were higher than one year earlier in support of higher sales levels. RESULTS OF OPERATIONS Sales of $31.3 million in the second quarter ended July 31, 1996 were 15 percent higher than the second quarter of the prior fiscal year. For the six month period, sales of $62.1 million were up 13 percent from the comparable period of the prior year. Sales increases occurred in the Plastics and Electronics business segments. Net income of $1.4 million in the second quarter was 26 percent higher than the comparable period last year. The net income for the first half was $3.2 million; 21 percent higher than the first half of the prior year. Stronger operating income in the Plastics segment accounted for much of the improvement. Earnings per share increased 30 percent and 24 percent for the three and six months periods, respectively. These percentages are higher than the net income percentages as a result of a treasury stock purchase during the fourth quarter of the prior fiscal year. Electronics segment sales of $9.1 million in the second quarter were 37 percent higher than the prior year's second quarter. Most of the sales increase was in contract electronics. Agricultural sales also increased despite a relatively weak agricultural season caused by extreme weather conditions in many areas of the United States. The profit impact of higher sales was offset by product development costs and start-up costs related to new commercial contracts. Operating income in the second quarter for the Electronics Electronics segment was $445,000; down 20 percent from one year earlier. For the six month period, sales of $21.1 million were up 26 percent and operating income of $2.2 million was down 6 percent in this segment. Plastics segment sales were $14.2 million in the second quarter; 15 percent higher than the second quarter of the prior year. Sales of engineered films and pickup-truck toppers increased over the prior year and plastic tank sales were slightly lower. Second quarter operating income was $1.1 million; more than double the $395,000 reported one year earlier. More favorable material pricing and improved operations at the company's pickup-truck topper plant in Arizona contributed to the improvement. Plastics segment sales of $28.2 million were 10 percent higher and operating income of $2.1 million was up 75 percent from the first six months of the prior fiscal year. Sewn products segment sales of $8.0 million and operating income of $693,000 in the second quarter were both 4 percent below the comparable period of the prior year. Six month sales of $12.9 million were slightly higher than the six month period ended July 31, 1995. Improved order intake has increased backlog in this segment by 6 percent at July 31, 1996 compared to July 31, 1995. Operating income for the six months of $778,000 was 42 percent higher than the first six months of the prior year due primarily to improved operating efficiencies and higher sales earlier this year. Consolidated gross profits were up 13 percent in the second quarter, from the year, earlier as a result of the higher sales, partially offset by higher costs in the Electronics segment. Second quarter selling and administrative expenses were up 2 percent over the comparable period last year. As a result, second quarter consolidated operating income increased by 32 percent. Lower interest expense reflects the lower borrowing levels in the current fiscal year. Miscellaneous income declined by $113,000 in the second quarter, compared to the year earlier quarter due primarily to lower earnings at the company's 50 percent owned affiliate. Consolidated pretax income was up 27 percent in the second quarter and 21 percent for the first six months of the 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: The Company's annual meeting of stockholders was held on May 22, 1996. The following members were elected to the Company's Board of Directors to hold office for the ensuing year. Nominee In Favor Withheld ------- -------- -------- Tony W. Bour 3,912,896 10,291 David A. Christensen 3,913,151 10,036 Mark E. Griffin 3,912,296 10,891 Thomas S. Everist 3,912,596 10,591 Conrad J. Hoigaard 3,912,742 10,445 Kevin T. Kirby 3,913,396 9,791 John C. Skoglund 3,912,202 10,985 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. Thueld J. Thue Vice President, Finance, Secretary and Treasurer (Principal Financial and Accounting Officer) DATE: AUGUST 30, 1996 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 6-MOS JAN-31-1997 JUL-31-1996 2,929 0 15,945 340 28,068 48,674 47,253 28,998 70,584 15,758 2,682 0 0 5,084 46,245 70,584 62,145 62,145 50,661 50,661 0 0 141 4,988 1,771 3,217 0 0 0 3,217 0.68 0.68
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