UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly report under Section 13 or 15(d) of the Securities Ex-
change Act of 1934
For the quarter ended OctoberJanuary 31, 20142015
[ ] Transition report under Section 13 or 15(d) of the Securities Ex-
change Act of 1934
For the transition period from ___________ to ___________
Commission File Number: 000-05378
GEORGE RISK INDUSTRIES, INC.
(Exact name of small business issuer as specified in its charter)
Colorado 84-0524756
(State of incorporation) (IRS Employers Identification No.)
802 South Elm St.
Kimball, NE 69145
(Address of principal executive offices) (Zip Code)
(308) 235-4645
(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act. Yes [ ] No [ X ]
APPLICABLE ONLY TO CORPORATE ISSUERS
The number of shares of the Registrant's Common Stock outstanding, as of
December 11, 2014March 17, 2015 was 5,029,575.
Transitional Small Business Disclosure Format: Yes [ X ] No [ ]
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The unaudited financial statements for the three and sixnine month period
ended OctoberJanuary 31, 2014,2015, are attached hereto.
GEORGE RISK INDUSTRIES, INC.
CONDENSED BALANCE SHEETS
OctoberJanuary 31, April 30,
20142015 2014
------------ ------------
(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents $ 5,511,0005,268,000 $ 5,872,000
Investments and securities 24,514,00024,556,000 23,904,000
Accounts receivable:
Trade, net of $0$1,385 and $4,588
doubtful account allowance 2,052,0001,926,000 2,034,000
Other 6,000 3,000
Income tax overpayment 432,000 --
Inventories, net 2,274,0002,398,000 2,233,000
Prepaid expenses 98,000123,000 132,000
------------ ------------
Total Current Assets $34,455,000$34,709,000 $34,178,000
Property and Equipment, net, at cost 665,000680,000 625,000
Other Assets
Investment in Limited Land Partnership,
at cost 253,000 238,000
Projects in process 59,000 41,000
Other 1,000 1,000
------------ ------------
Total Other Assets $ 313,000 $ 280,000
TOTAL ASSETS $35,433,000$35,702,000 $35,083,000
============ ============
See accompanying notes to the condensed financial statements.
GEORGE RISK INDUSTRIES, INC.
CONDENSED BALANCE SHEETS
OctoberJanuary 31, April 30,
20142015 2014
------------ ------------
(unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable, trade $ 169,000221,000 $ 109,000
Dividends payable 1,099,0001,100,000 953,000
Accrued expenses:
Payroll and related expenses 305,000229,000 278,000
Property taxes 2,000 --
Income tax payable 44,000-- 75,000
Deferred income taxes 760,000611,000 769,000
------------ ------------
Total Current Liabilities $ 2,377,0002,163,000 $ 2,184,000
Long-Term Liabilities
Deferred income taxes 123,000115,000 100,000
------------ ------------
Total Long-Term Liabilities $ 123,000115,000 $ 100,000
Stockholders' Equity
Convertible preferred stock, 1,000,000
shares authorized, Series 1-noncumulative,
$20 stated value, 25,000 shares authorized,
4,100 issued and outstanding 99,000 99,000
Common stock, Class A, $.10 par value,
10,000,000 shares authorized, 8,502,881
shares issued and outstanding 850,000 850,000
Additional paid-in capital 1,736,000 1,736,000
Accumulated other comprehensive income 1,215,0001,001,000 1,222,000
Retained earnings 32,561,00033,267,000 32,417,000
Treasury stock, 3,473,306 and 3,472,706
shares, at cost (3,528,000)(3,529,000) (3,525,000)
------------ ------------
Total Stockholders' Equity $32,933,000$33,424,000 $32,799,000
TOTAL LIABILITES AND STOCKHOLDERS' EQUITY $35,433,000$35,702,000 $35,083,000
============ ============
See the companying notes to the condensed financial statements.
GEORGE RISK INDUSTRIES, INC.
CONDENSED INCOME STATEMENTS
(Unaudited)
Three months SixNine months Three months SixNine months
ended ended ended ended
OctoberJanuary 31, OctoberJanuary 31, OctoberJanuary 31, OctoberJanuary 31,
2015 2015 2014 2014 2013 2013
---------------------------------------------------
Net Sales $ 3,020,0002,828,000 $ 6,019,0008,847,000 $ 2,920,0002,480,000 $ 5,590,0008,070,000
Less: cost of goods sold (1,288,000) (2,802,000) (1,308,000) (2,592,000)(1,233,000) (4,035,000) (1,169,000) (3,761,000)
------------ ------------ ------------ ------------
Gross Profit $ 1,732,0001,595,000 $ 3,217,0004,812,000 $ 1,612,0001,311,000 $ 2,998,0004,309,000
Operating Expenses:
General and
administrative 218,000 412,000 177,000 361,000201,000 613,000 186,000 547,000
Sales 463,000 956,000 423,000 883,000522,000 1,478,000 469,000 1,352,000
Engineering 21,000 41,000 13,000 25,00022,000 63,000 19,000 45,000
Rent paid to related
parties 5,000 9,00014,000 5,000 10,00014,000
------------ ------------ ------------ ------------
Total Operating Expenses $ 707,000750,000 $ 1,418,0002,168,000 $ 618,000679,000 $ 1,279,0001,958,000
Income From Operations 1,025,000 1,799,000 994,000 1,719,000845,000 2,644,000 632,000 2,351,000
Other Income (Expense)
Other 0 1,000 0 2,000(1,000) -- -- 4,000
Dividend and interest
income 136,000 289,000 141,000 307,000406,000 695,000 222,000 529,000
Gain (loss) on
investments 128,000 265,000 121,000 139,000(54,000) 211,000 38,000 176,000
Gain (loss) on sale
of assets 0 0 127,0005,000 5,000 -- 127,000
------------ ------------ ------------ ------------
$ 264,000356,000 $ 555,000911,000 $ 389,000260,000 $ 575,000836,000
Income Before Provisions
for Income Tax 1,289,000 2,354,000 1,383,000 2,294,0001,201,000 3,555,000 892,000 3,187,000
Provisions for Income Tax
Current expense (233,000) (583,000) (413,000) (699,000)498,000 1,081,000 327,000 1,026,000
Deferred tax benefit
(expense) (35,000) (18,000) 13,000 62,000expense
(benefit) (3,000) 15,000 2,000 (60,000)
------------ ------------ ------------ ------------
Total Income Tax Expense $ (268,000)495,000 $ (601,000)1,096,000 $ (400,000)329,000 $ (637,000)966,000
Net Income $ 1,021,000706,000 $ 1,753,0002,459,000 $ 983,000563,000 $ 1,657,0002,221,000
============ ============ ============ ============
Cash Dividends
Common Stock ($0.32
per share) $(1,609,000) $(1,609,000)$ -- $ 1,609,000
Common Stock ($0.30
per share) $(1,510,000) $(1,510,000)$ -- $ 1,510,000
Income Per Share of Common Stock:
Basic $0.20 $0.35 $0.20 $0.33$0.14 $0.49 $0.11 $0.44
Assuming Dilution $0.20 $0.35 $0.19 $0.33$0.14 $0.49 $0.11 $0.44
Weighted Average Number of
Common Shares Outstanding:
Basic 5,029,642 5,029,776 5,032,109 5,032,9765,029,575 5,029,709 5,031,689 5,032,547
See the accompanying notes to the condensed financial statements.
GEORGE RISK INDUSTRIES, INC.
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
Three months SixNine months Three months SixNine months
ended ended ended ended
OctoberJanuary 31, OctoberJanuary 31, OctoberJanuary 31, OctoberJanuary 31,
2015 2015 2014 2014 2013 2013
----------------------------------------------------
Net Income $ 1,021,000706,000 $ 1,753,0002,459,000 $ 983,000563,000 $ 1,657,0002,221,000
------------ ------------ ------------ ------------
Other Comprehensive Income, net of tax
Unrealized gain (loss) on securities:
Unrealized holding
gains (losses) arising
during period 366,000 639,000 565,000 532,000(359,000) 261,000 (74,000) 411,000
Reclassification adjustment
for gains (losses) included
in net income (503,000) (649,000) (102,000) (94,000)(9,000) (640,000) (90,000) (136,000)
Income tax benefit (expense)
related to other com-
prehensive income 57,000 4,000 (194,000) (183,000)154,000 158,000 69,000 (115,000)
------------ ------------ ------------ ------------
Other Comprehensive
Income $ (80,000)(214,000) $ (6,000)(221,000) $ 269,000(95,000) $ 255,000160,000
Comprehensive Income $ 941,000492,000 $ 1,747,0002,238,000 $ 1,252,000468,000 $ 1,912,0002,381,000
============ ============ ============ ============
See accompanying notes to the condensed financial statements.
GEORGE RISK INDUSTRIES, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
SixNine months SixNine months
ended ended
OctoberJanuary 31, OctoberJanuary 31,
2015 2014 2013
---------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 1,753,0002,459,000 $ 1,657,0002,221,000
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 71,000 76,000111,000 114,000
(Gain) loss on sale of investments (265,000) (139,000)(211,000) (176,000)
(Gain) loss on sales of assets 0(5,000) (127,000)
Reserve for bad debts (5,000) 3,000(3,000) 4,000
Reserve for obsolete inventory 10,000 40,000(4,000) 20,000
Deferred income taxes 19,000 (61,000)15,000 (60,000)
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable (14,000) 11,000110,000 224,000
Inventories (51,000) (9,000)(161,000) (67,000)
Prepaid expenses 35,000 (45,000)9,000 (160,000)
Other receivables (3,000) 01,000
Income tax overpayment 0 164,000(506,000) 72,000
Increase (decrease) in:
Accounts payable 60,000 73,000112,000 36,000
Accrued expenses 27,000 (46,000) Income tax payable (31,000) 0(53,000)
------------ ------------
Net cash provided by (used in) operating
activities $ 1,606,0001,877,000 $ 1,597,0002,049,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Other assets manufactured (18,000) 4,000(6,000)
Proceeds from sale of assets 05,000 127,000
(Purchase) of property and equipment (111,000) (45,000)(165,000) (47,000)
Proceeds from sale of marketable securities 21,000 2,00026,000 4,000
(Purchase) of marketable securities (377,000) (229,000)(847,000) (415,000)
(Purchase) of long-term investment (15,000) 0--
Collections of loans to employees 0 3,000-- 5,000
(Purchase) of treasury stock (4,000) (24,000)(29,000)
------------ ------------
Net cash provided by (used in) investing
activities $(1,018,000) $ (504,000) $ (162,000)(361,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid (1,463,000) (1,372,000)(1,373,000)
------------ ------------
Net cash provided by (used in) financing
activities $(1,463,000) $(1,372,000)$(1,373,000)
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS $ (361,000)(604,000) $ 63,000315,000
Cash and cash equivalents, beginning of
period $ 5,872,000 $ 4,859,000
------------ ------------
Cash and cash equivalents, end of period $ 5,511,0005,268,000 $ 4,922,0005,174,000
============ ============
Supplemental Disclosure of Cash Flow
Information
Cash payments for:
Income taxes $ 610,0001,556,000 $ 530,0001,163,000
Interest expense $ 02,000 $ 8,000
Cash receipts for:
Income taxes $ 0-- $ 0233,000
See accompanying notes to the condensed financial statements.
GEORGE RISK INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
OCTOBERJANUARY 31, 20142015
Note 1 Unaudited Interim Financial Statements
The accompanying financial statements have been prepared in accordance
with the instructions for Form 10-Q and do not include all of the information
and footnotes required by generally accepted accounting principles for com-
plete financial statements. It is suggested that these condensed financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's April 30, 2014 annual report on Form 10-K.
In the opinion of management, all adjustments, consisting only of normal re-
curring adjustments considered necessary for a fair presentation, have been
included. Operating results for any quarter are not necessarily indicative
of the results for any other quarter or for the full year.
Note 2 Marketable Securities
The Company has investments in publicly traded equity securities, cor-
porate bonds, state and municipal debt securities, real estate investment
trusts, and money markets funds. The investments in securities are classi-
fied as available-for-sale securities, and are reported at fair value.
Available-for-sale investments in debt securities mature between JanuaryFebruary
2015 and November 2048. The Company uses the average cost method to determinedeter-
mine the cost of securities sold and the amount reclassified out of accumulatedaccum-
ulated other comprehensive income into earnings. Unrealized gains and losses
are excluded from earnings and reported separately as a component of stockholders'stock-
holders' equity. Dividend and interest income are reported as earned.
As of OctoberJanuary 31, 2014,2015, investments available-for-sale consisted of the
following:
Gross Gross
Cost Unrealized Unrealized Fair
Basis Gains Losses Value
------------ ------------ ------------ ------------
Municipal bonds $ 6,550,0006,490,000 $ 132,000142,000 $ (59,000)(97,000) $ 6,623,0006,535,000
Corporate bonds $ 30,000 $ 1,000 $ -- $ 31,000(3,000) $ 27,000
REITs $ 56,00088,000 $ 8,0007,000 $ (2,000)(7,000) $ 62,00088,000
Equity securities $12,674,000$13,900,000 $ 2,161,0002,022,000 $ (133,000) $14,702,000(345,000) $15,577,000
Money markets $ 3,096,0002,329,000 $ -- $ -- $ 3,096,0002,329,000
------------ ------------ ------------ ------------
Total $22,406,000$22,837,000 $ 2,302,0002,171,000 $ (194,000) $24,514,000(452,000) $24,556,000
In accordance with US GAAP, the Company evaluates all marketable
securities for other-than temporary declines in fair value, which are defined
as when the cost basis exceeds the fair value for approximately one year.
The Company also evaluates the nature of the investment, cause of impairment
and number of investments that are in an unrealized position. When an
"other-than-temporary" decline is identified, the Company will decrease the
cost of the marketable security to the new fair value and recognize a real
loss. The investments are periodically evaluated to determine if impairment
changes are required. As a result of this standard, management did not
record anany impairment losslosses for the quarter ended January 31, 2015, but it
did record impairment losses of $8,000 for the quarternine months ended OctoberJanaury 31,
2014.2015. Likewise, as for the corresponding period last year, management did
not recorded an $18,000 im-
pairment lossany impairment losses for the sixquarter ended Janaury 31, 2014,
but did record impairment losses of $18,000 for the nine months ended OctoberJanuary
31, 2013.2014.
The following table shows the investments with unrealized losses that
are not deemed to be "other-than-temporarily impaired", aggregated by invest-
ment category and length of time that individual securities have been
in a continuous unrealized loss position, at OctoberJanuary 31, 2014.2015.
Less than 12 months 12 months or greater Total
----------------------- --------------------- ---------------------
Fair Unrealized Fair Unrealized Fair Unrealized
Value Loss Value Loss Value Loss
...........................................................................
Municipal bonds
$1,411,000$3,072,000 $ (27,000)(75,000) $ 737,000644,000 $ (55,000)(22,000) $ 2,148,0003,716,000 $ (82,000)(97,000)
Corporate bonds
-- -- $ 27,000 $ (3,000) $ 27,000 $ (3,000)
REITs
-- -- $ 21,000 $ (7,000) $ 21,000 $ (7,000)
Equity securities
$1,276,000$3,036,000 $ (82,000)(266,000) $ 356,000456,000 $ (32,000)(79,000) $ 1,632,0003,492,000 $ (114,000)(345,000)
----------- ------------ ----------- ---------- ------------ ------------
Total
$2,687,000$6,108,000 $ (109,000) $1,093,000(341,000) $1,148,000 $(111,000) $ (87,000)7,256,000 $ 3,780,000 $ (196,000)(452,000)
Municipal Bonds
---------------
The unrealized losses on the Company's investments in municipal bonds were
caused by interest rate increases. The contractual terms of these invest-
ments do not permit the issuer to settle the securities at a price less than
the amortized cost of the investment. Because the Company has the ability to
hold these investments until a recovery of fair value, which may be maturity,
the Company does not consider these investments to be other-than-temporarily
impaired at OctoberJanuary 31, 2014.2015.
Corporate Bonds
---------------
The Company's unrealized loss on investments in corporate bonds relates to
one bond. The contractual term of this investment does not permit the issuer
to settle the security at a price less than the amortized cost of the invest-
ment. Because the Company has the ability to hold this investment until a
recovery of fair value, which may be maturity, the Company does not consider
this investment to be other-than-temporarily impaired at January 31, 2015.
Marketable Equity Securities
----------------------------
The Company's investments in marketable equity securities consist of a wide
variety of companies. Investments in these companies include growth, growth
income, and foreign investment objectives. The individual holdings have been
evaluated, and due to management's plan to hold onto these investments for an
extended period, the company does not consider these investments to be other-
than-temporarily impaired at OctoberJanuary 31, 2014.2015.
Note 3 Inventories
At OctoberJanuary 31, 2014,2015, inventories consisted of the following:
Raw Materials $ 1,662,0001,725,000
Work in Process 475,000467,000
Finished Goods 329,000384,000
------------
$ 2,466,0002,576,000
Less: allowance for obsolete inventory (192,000)(178,000)
------------
Net Inventories $ 2,274,0002,398,000
============
Note 4 Business Segments
The following is financial information relating to industry
segments:
For the quarter ended
OctoberJanuary 31,
2015 2014 2013
---------------------------
Net revenue:
Security alarm products 2,562,000 2,494,0002,239,000 1,955,000
Other products 458,000 426,000589,000 525,000
------------ ------------
Total net revenue $ 3,020,0002,828,000 $ 2,920,0002,480,000
Income from operations:
Security alarm products 869,000 849,000669,000 498,000
Other products 156,000 145,000176,000 134,000
------------ ------------
Total income from operations $ 1,025,000845,000 $ 994,000632,000
Identifiable assets:
Security alarm products 3,994,000 3,690,0003,901,000 3,028,000
Other products 885,000 804,000988,000 1,297,000
Corporate general 30,554,000 28,626,00030,813,000 29,147,000
------------ ------------
Total assets $35,433,000 $33,120,000$35,702,000 $33,472,000
Depreciation and amortization:
Security alarm products 3,0004,000 4,000
Other products 29,00030,000 29,000
Corporate general 6,000 5,000
------------ ------------
Total depreciation and amortization $ 38,00040,000 $ 38,000
Capital expenditures:
Security alarm products 0 3,000-- --
Other products 87,000 20,00045,000 --
Corporate general 12,000 09,000 2,000
------------ ------------
Total capital expenditures $ 99,00054,000 $ 23,0002,000
Note 5 Earnings per Share
Basic and diluted earnings per share, assuming convertible preferred
stock was converted for each period presented, are:
For the three months ended OctoberJanuary 31, 2015
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $ 706,000
===========
Basic EPS $ 706,000 5,029,575 $ 0.1404
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $ 706,000 5,050,075 $ 0.1399
For the nine months ended January 31, 2015
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $2,459,000
===========
Basic EPS $2,459,000 5,029,709 $ 0.4889
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $2,459,000 5,050,209 $ 0.4869
For the three months ended January 31, 2014
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $1,021,000$ 563,000
===========
Basic EPS $1,021,000 5,029,642 $ 0.20563,000 5,031,689 $ 0.1119
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $1,021,000 5,050,142 $ 0.20563,000 5,052,189 $ 0.1114
For the sixnine months ended OctoberJanuary 31, 2014
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $1,753,000$2,221,000
===========
Basic EPS $1,753,000 5,029,776$2,221,000 5,032,547 $ 0.350.4413
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $1,753,000 5,050,276$2,221,000 5,053,047 $ 0.35
For the three months ended October 31, 2013
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $ 983,000
===========
Basic EPS $ 983,000 5,032,109 $ 0.20
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $ 983,000 5,052,609 $ 0.19
For the six months ended October 31, 2013
-------------------------------------------
Income Shares Per-share
(Numerator) (Denominator) Amount
----------- ------------- -----------
Net Income $1,657,000
===========
Basic EPS $1,657,000 5,032,976 $ 0.33
Effect of dilutive securities:
Convertible preferred stock 0 20,500
----------- ------------- -----------
Diluted EPS $1,657,000 5,053,476 $ 0.330.4395
Note 6 Retirement Benefit Plan
On January 1, 1998, the Company adopted the George Risk Industries, Inc.
Retirement Savings Plan (the "Plan"). The Plan is a defined contribution
savings plan designed to provide retirement income to eligible employees of
the corporation. The Plan is intended to be qualified under Section 401(k)
of the Internal Revenue Code of 1986, as amended. Matching contributions by
the Company of approximately $2,000$3,000 were paid during the quarter ending
OctoberJanuary 31, 20142015 and $2,000 was paid during the corresponding quarter the
prior fiscal year. Likewise, the Company paid matching contributions of
approximately $5,000$8,000 during the six-monthnine-month period ending OctoberJanuary 31, 20142015
and $5,000$7,000 during the six-monthnine-month period ending OctoberJanuary 31, 2013.2014. There were
no discretionary contributions paid during either the quarters or six-monthnine-month
periods ending OctoberJanuary 31, 20142015 and 2013,2014, respectively.
Note 7 Fair Value Measurements
Generally accepted accounting principles in the United States of America
(US GAAP) defines fair value as the price that would be received from selling
an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. When determining the fair value
measurements for assets and liabilities, which are required to be recorded at
fair value, we consider the principal or most advantageous market in which we
would transact and the market-based risk measurements or assumptions that
market participants would use in pricing the asset or liability, such as in-
herent risk, transfer restrictions, and credit risk.
US GAAP establishes a fair value hierarchy that prioritizes the inputs
to valuation techniques used to measure fair value. The hierarchy gives the
highest priority to unadjusted quoted prices in active markets for identical
assets or liabilities (level 1 measurements) and the lowest priority to un-
observable inputs (level 3 measurements). The levels of the fair value
hierarchy under US GAAP are described below:
Level 1 - Valuation is based upon quoted prices for identical in-
struments traded in active markets.
Level 2 - Valuation is based upon quoted prices for similar in-
struments in active markets, quoted prices for identical
or similar instruments in markets that are not active,
and model-based valuation techniques for which all sig-
nificant assumptions are observable in the market.
Level 3 - Valuation is generated from model-based techniques that
use significant assumptions not observable in the market.
These unobservable assumptions reflect our own estimates
of assumptions that market participants would use in
pricing the asset or liability. Valuation techniques
include use of option pricing models, discounted cash
flow models and similar techniques.
Marketable Securities
---------------------
As of OctoberJanuary 31, 2014,2015, our investments consisted of money markets, publicly
traded equity securities as well as certain state and municipal debt
securities. Our marketable securities are valued using third-party broker
statements. The value of the majority of securities is derived from quoted
market information. The inputs to the valuation are generally classified as
Level 1 given the active market for these securities, however, if an active
market does not exist, which is the case for municipal and corporate bonds,
the inputs are recorded at Level 2.
Fair Value Hierarchy
--------------------
The following tables set forth our assets and liabilities measured at fair
value on a recurring basis and a non-recurring basis by level within the fair
value hierarchy. As required by US GAAP, assets and liabilities are
classified in their entirety based on the lowest level of input that is
significant to the fair value measurement.
Assets Measured at Fair Value on a Recurring Basis
as of OctoberJanuary 31, 20142015
---------------------------------------------------
Level 1 Level 2 Level 3 Total
------- ------- ------- -------
Assets:
Municipal Bonds $ -- $ 6,623,0006,535,000 $ -- $ 6,623,0006,535,000
Corporate Bonds $ 31,00027,000 $ -- $ -- $ 31,00027,000
REITs $ 62,00088,000 $ -- $ -- $ 62,00088,000
Equity Securities $14,702,000$15,577,000 $ -- $ -- $14,702,000$15,577,000
Money Markets $ 3,096,0002,329,000 $ -- $ -- $ 3,096,0002,329,000
------------ ------------ ---------- ------------
Total fair value of
assets measured on a
recurring basis $17,891,000$18,021,000 $ 6,623,0006,535,000 $ -- $24,514,000$24,556,000
============ ============ ========== ============
Note 8 Subsequent Events
None
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 2. Management Discussion and Analysis of Financial Condition and
Results of Operations
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This Quarterly Report on Form 10-Q, includes forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended
(the Securities Act) and Section 21E of the Securities Exchange Act of 1934,
as amended (the Exchange Act), which are subject to the "safe harbor" created
by those sections. Any statements herein that are not statements of
historical fact may be deemed to be forward-looking statements. For example,
words such as "may," "will," "could," "would," "should," "anticipate,"
"expect," "intend," "believe," "estimate," "project" or "continue," and the
negatives of such terms are intended to identify forward-looking statements.
The information included herein represents our estimates and assumptions as
of the date of this filing. Unless required by law, we undertake no obliga-
tion to update publicly any forward-looking statements, or to update the
reasons actual results could differ materially from those anticipated in
these forward-looking statements, even if new information becomes available
in the future.
The following discussion should be read in conjunction with the attached
condensed consolidated financial statements, and with the Company's audited
financial statements and discussion for the fiscal year ended April 30, 2014.
Executive Summary
~~~~~~~~~~~~~~~~~
The Company's performance remains steady through the first and secondthree quarters,
showing strong sales and investment returns. Challenges in the coming months
continue to include the burden of regulatory requirements of the Affordable
Care Act, and the increase in the minimum wage requirements, as well as
selection and implementation of new hardware and software systems which will
enhance productivity and communication throughout the organiza-
tion.organization.
Results of Operations
~~~~~~~~~~~~~~~~~~~~~
* Net salesGross profit showed a 7.67%an 11.67% increase year-to-date over the same
period in the prior year due to strong sales in many of our E-Z Duct lineproduct
lines and the Com-
pany'sCompany's ongoing commitment to outstanding customer
service.
* Cost of goods sold remained steady throughout the sixnine months ended
OctoberJanuary 31, 20142015 at 46.55%45.61% of sales, compared to 46.37%46.60% in the prior
year, keeping well within the target of less than 50%.
* Operating expenses were up approximately $139,000$210,000 for the nine month
period ended OctoberJanuary 31, 20142015 as compared to the corresponding period
last year. These costs are primarily due to new product development
and increased commissions directly related to the increase in sales.
The Company has been able to keep the operating expenses at less than
30% of net sales over the last several years; however, the effects of
the Affordable Care Act and the State of Nebraska regulatory increase
in the minimum wage continue to provide concerns regarding the ability
to maintain this pattern. Only one month in the current quarter
(January 2015) has seen the impact of the above concerns. It is hard
to say how these added costs will impact the performance of the
Company.
* Income from operations for the sixnine months ended OctoberJanuary 31, 20142015 was
at $1,799,000,$2,644,000, a 4.65%12.46% increase from the corresponding period last
year, which had income from operations of $1,719,000.$2,351,000.
* Other income and expenses were consistentincreased, when comparing to the current sixnine
month period to the prior year, with only a slight decreasean increase of approximately $20,000$75,000 in the
current year. The majority of activity in these accounts consists of
investment interest, dividends, and gain or loss on sale of investments.invest-
ments.
* Overall net income for the sixnine month period ended OctoberJanuary 31, 20142015
was up $96,000,$238,000, or 5.79%10.72%, from the same period in the prior year.
* Earnings per share for the sixnine months ended OctoberJanuary 31, 20142015 were
$0.35$0.49 per common share and $0.33$0.44 per common share for the same period
in the prior year.
Liquidity and capital resources
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Operating
---------
* Net cash decreased $361,000$604,000 during the sixnine months ended OctoberJanuary 31,
20142015 as compared to an increase of $63,000$315,000 during the corresponding
period last year.
* Accounts receivable increased $14,000decreased $110,000 for the sixnine months ended
OctoberJanuary 31, 20142015 compared with an $11,000a $224,000 decrease for the same period
last year. NoApproximately $1,358 of accounts over 90 days were found to behave a
possibility of being uncollectible.
* Inventories increased during the current and prior sixnine month periods
showing an increase of $51,000$161,000 in the current period compared to a
$9,000$67,000 increase in the prior period. These increases are
attributable to the increasing sales trend over the same periods and
some vendors'
pricevendors'price increases.
* Prepaid expenses saw a $35,000$9,000 decrease for the current sixnine months,
primarily due to a large receipt of goods that had been prepaid upon
order. Conversely, the prior sixnine months showed a $45,000$160,000 increase
in prepaid expenses.
* There was no incomeIncome tax overpayment for the periodnine months ended OctoberJanuary 31, 2014,2015, in-
creased $506,000, while there was a decrease of $164,000the overpayment decreased $72,000 for the same
period the prior year.
* Accounts payable shows increases for both sixnine month periods at
$60,000$112,000 and $73,000,$36,000, respectively. The company strives to pay all
invoices within terms, and the variance in increases is primarily due
to the timing of receipt of products and payment of invoices.
* Accrued expenses increased $27,000decreased $46,000 for the current sixnine month period
as compared to a $46,000$53,000 decrease for the sixnine month period ended
OctoberJanuary 31, 2013.2014.
Investing
---------
* As for our investment activities, the Company spent approximately
$111,000$165,000 on acquisitions of property and equipment for the current
sixnine month period, in comparison with the corresponding sixnine months
last year, where there was activity of $45,000. In addition, the company
capitalized $10,000 worth of assets manufactured on site.$47,000.
* Additionally, the Company continues to purchase marketable securities,
which include municipal bonds and quality stocks. During the sixnine
month period ended OctoberJanuary 31, 20142015 there was quite ofa bit of buy/sell
activity in the investment accounts. Net cash spent on purchases of
marketable securities for the sixnine month period ended OctoberJanuary 31, 20142015
was $377,000$847,000 compared to $229,000$415,000 spent in the prior sixnine month period.
We continue to use "money manager" accounts for most stock trans-
actions. By doing this, the Company gives an independent third party
firm, who are experts in this field, permission to buy and sell stocks
at will. The Company pays a quarterly service fee based on the value
of the investments.
* Furthermore, the Company continues to purchase back common stock when
the opportunity arises. For the sixnine month period ended OctoberJanuary 31,
2014,2015, the Company purchased $4,000 worth of treasury stock, as com-
pared to $24,000$29,000 in the same sixnine months period the prior year.
Financing
---------
* Cash flows from financing activities decreased by $1,463,000 for the
sixnine months ending OctoberJanuary 31, 2014.2015. That figure consists of the pay-
ment of dividends during the second quarter. The company declared a
dividend of $0.32 per share of common stock on September 30, 2014 and
these dividends were paid by October 31, 2014. As for the prior year
numbers, net cash used in financing activities was $1,372,000$1,373,000 for the
sixnine months ending OctoberJanuary 31, 2013.2014. A dividend of $0.30 per common
share was declared and paid during the second fiscal quarter last
year.
The following is a list of ratios to help analyze George Risk
Industries' performance:
For the quarter ended
OctoberJanuary 31,
2015 2014 2013
---------------------------
Working capital
(current assets - current liabilities) $ 32,078,00032,546,000 $ 30,268,00030,761,000
Current ratio
(current assets / current liabilities) 14.495 16.88916.047 18.080
Quick ratio
((cash + investments + AR) / current liabilities)
13.495 15.66114.679 16.620
New Product Development
~~~~~~~~~~~~~~~~~~~~~~~
The Company and its' engineering department continue to develop enhance-
ments to product lines, develop new products which complement existing prod-
ucts, and look for products that are well suited to our distribution network
and manufacturing capabilities. Items currently in the development process
include:
* Wireless contact switches, pool alarms and environmental sensors are
in development
* Slim-line face plate for pool alarms that will also allow homeowner to
change the plate to match their decor
* Triple biased High Security Switch
* Redesign of our Current Controller that will allow us to manufacture
a 15 amp15-amp version that would automatically turn on a whole room of
lights and a 220-volt version for international markets
* Redesign for the cover of the 29-Series terminal switch
* New water sensor that will monitor water levels in livestock tanks and
sump pumps
* Fuel level monitor that will tie into a security system to let the
owner know if tanks or trucks are tampered with since fuel theft is a
major problem.
Other Information
~~~~~~~~~~~~~~~~~
In addition to researching and developing new products, management is
always open to the possibility of acquiring a business or product line that
would complement our existing operations. Due to the Company's strong cash
position, management believes this could be achieved without the need for
outside financing. The intent is to utilize the equipment, marketing tech-
niques and established customers to increase sales and profits.
There are no known seasonal trends with any of GRI's products, since we
sell to distributors and OEM manufacturers. Our products are tied to the
housing industry and will fluctuate with building trends.
Recently Issued Accounting Pronouncements
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
In July 2013, the FASB issued Accounting Standards Update No. 2013-11,
Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry-
forward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, ("ASU 2013-
11"). The objective of this update is to eliminate the diversity in practice
in the presentation of an unrecognized tax benefit when a net operating loss
carryforward, a similar tax loss or a tax credit carryforward exists. The
amendments in this update require an entity to present an unrecognized tax
benefit in the financial statements as a reduction to a deferred tax asset
for those instances described above, except in certain situations discussed
in the update. ASU 2013-11 is effective for fiscal years, and interim
periods within those years, beginning after December 15, 2013. The adoption
of this standard did not have a material impact on the Company's financial
statements.
In May 2014, the FASB issued Accounting Standards Update No. 2014-09,
Revenue from Contracts with Customers. The objective of this update is to
provide a robust framework for addressing revenue recognition issues and,
upon its effective date, replaces almost all existing revenue recognition
guidance. This update is effective in annual reporting periods beginning
after December 15, 2016 and the interim periods within that year. The Com-
pany is evaluating the impact of this update on the Company's financial
statements.
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Not applicable
Item 4. Controls and Procedures
(a) Information required by Item 307
Our Chief Executive Officer (also working as our Chief Financial Officer),
after evaluating the effectiveness of the Company's "disclosure controls and
procedures" (as defined in the Securities Exchange Act of 1934 (Exchange Act)
Rules 13a-15(e) or 15d-15(e)) as of the end of the period covered by this
quarterly report, has concluded that our disclosure controls and procedures
are effective based on their evaluation of these controls and procedures re-
quired by paragraph (b) of Exchange Act Rules 13a-15 or 15d-15.
(b) Information required by Item 308
This disclosure is not yet required.
Item 4T. Controls and Procedures
Quarterly Evaluation of disclosure controls and procedures:
-----------------------------------------------------------
Based-------------------------------------------------
As of theend of the period covered by the Quarterly Report on theirForm 10-Q,
management performed, with the participation of our Chief Executive Officer
(who also serves as our Chief Financial Officer), an evaluation of the
effectiveness of our disclosure controls and procedures (as de-
finedas defined in Rules
13a-15(e) and 15d-15(e) underof the Securities Exchange Act) asAct of October
31, 2014, our president and chief executive officer and our controller have
concluded that our1934 ("Exchange
Act"). Our disclosure controls and procedures are effective suchdesigned to ensure that
information required to be disclosed by us in the reports that we file or submit under
the Exchange Act is (i) recorded, processed, summarized, and re-
portedreported within the
time periods specified in the SecuritiesExchange Act and Exchange
Commission'sSEC's rules, and (ii)that such
information is accumulated and communicated to our management, including our
chief executive officer and our controller, as appropriateChief Executive Officer, to allow timely decisions regarding disclosure. A controlrequired dis-
closures. There are inherent limitations to the effectiveness of any system
cannot provide
absolute assurance, however, thatof disclosure controls and procedures, including the objectivespossiblity of human
error and the circumvention of overriding of the controls and procedures.
Accordingly, even effective disclosure controls and procedures can only pro-
vide reasonable assurance of achieving their control systems are
met,objectives. Our Chief
Executive Officer concluded that, as of January 31, 2015, our disclosure con-
trols and no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within a company have been
detected.procedures were not effective.
Changes in internal controls over financial reporting:
------------------------------------------------------
Previously,The Company's management is responsible for establishing and maintaining
adequate internal controls over financial reporting for the past year andCompany. Due to
limited resources, Management conducted an evaluation of internal controls
based on criteria established in Internal Control - Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO"). The results of this evaluation determined that our
internal control over financial reporting was ineffective as of January 31,
2015, due to a half, the Company stated that there was
amaterial weakness. A material weakness in internal control
over financial reporting is defined as a deficiency, or a combination of
deficiencies, in internal control over financial reporting, such that there
is a reasonable possibility that a material misstatement of the Company's
annual or interim financial statements will not be prevented or detected on
a timely basis. A significant deficiency is a deficiency, or a combination
of deficiencies, in internal control over financial reporting that is less
severe than a material weakness, yet important enough to merit attention by
those responsible for oversight of our financial reporting.
Management's assessment identified the following material weakness in
internal control over financial reporting:
* The small size of our Company limits our ability to achieve the desired
level of separation of internal controls and financial reporting,
particularly as it relates to financial reporting and deferred taxes.
This
was dueDue to the rather sudden deathdeparture of the Chief Executive Officer in February
2013. The company wasController, the current CEO and CFO roles
are being fulfilled by the same individual. We do not have an audit
committee. Until such time as the Company is able to hire a controller until May 2014. With
the hiring of the Controller, the Company now believes thatCon-
troller, we do not believe we meet the full requirement for separation
for financial reporting purposes.
As a result of the material weakness in internal control over financial re-
porting described above, the Company's management has concluded that, as of
January 31, 2015, the Company's internal control over financial reporting was
not effective based on the criteria in Internal Control - Integrated Frame-
work issued by the COSO.
To date, the Company has hired a person to fill the controller position, but
more training will be required to fulfill diclosure control and procedure
responsibilites. We will continue to follow the standards for the Public
Company Accounting Oversight Board (United States) for internal control over
financial reporting to include procedures that:
* Pertain to the maintenance of records in reasonable detail accurately
that fairly reflect the transactions and dispositions of the Company's
assets;
* Provide reasonable assurance that transactions are recorded as
necessary to permit preparation of the financial statements in
accordance with generally accepted accounting principles, and that re-
ceipts and expenditures are being made only in accordance with author-
izations of management and the Board of Directors; and
* Provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of the Company's
assets that could have a material effect on the financial statements.
Due to the passing of the CEO during the fiscal year 2013, our internal con-
trol structure has changed such that there is no separation of duties for
financial reporting and deferred taxes, as discussed above.
This quarterly report does not include an attestation report of the Corpor-
ation's registered public accounting firm regarding internal control over
financial reporting. Management?s report was not subject to attestation by
the Corporation's registered public accounting firm pursuant to Section
404(c) of the Sarbanes-Oxley Act of 2002, as amended, that permits the Cor-
poration to provide only the management?s report in this quarterly report.
GEORGE RISK INDUSTRIES, INC.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information relating to the Company's
repurchase of common stock for the secondthird quarter of fiscal year 2013.2015.
Period Number of shares repurchased
-------------------------------------- ----------------------------
AugustNovember 1, 2014 - August 31,November 30, 2014 100
September-
December 1, 2014 - September 30, 2014 100
October 1,December 31, 2014 -
OctoberJanuary 1, 2015 - January 31, 20142015 -
Item 3. Defaults upon Senior Securities
Not applicable
Item 4. (Removed and Reserved)Mine Safety Disclosures
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
Exhibit No. Description
----------- -----------
31.1 Certification of the Chief Executive Officer (Principal
and Accounting Officer), as required by Section 302 of
the Sarbanes-Oxley Act of 2002.
32.1 Certification of the Chief Executive Officer (Principal
and Accounting Officer), as required by Section 906 of
the Sarbanes-Oxley Act of 2002.
SIGNATURES
In accordance withPursuarnt 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.
George Risk Industries, Inc.
(Registrant)
Date: December 11, 2014March 17, 2015 By: /s/ Stephanie M. Risk-McElroy
Stephanie M. Risk-McElroy
President, Chief Executive Officer, Chief
Financial Officer and Chairman of the Board