Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 05, 2015 | Aug. 05, 2015 | |
Document and Entity Information: | ||
Entity Registrant Name | UNIROYAL GLOBAL ENGINEERED PRODUCTS, INC. | |
Entity Trading Symbol | UNIR | |
Document Type | 10-Q | |
Document Period End Date | Jul. 5, 2015 | |
Amendment Flag | false | |
Entity Central Index Key | 1,172,706 | |
Current Fiscal Year End Date | --01-03 | |
Entity Common Stock, Shares Outstanding | 14,351,798 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 1,991,056 | $ 604,234 |
Accounts receivable, net | 15,863,522 | 14,607,787 |
Inventories, net | 19,167,048 | 17,421,082 |
Other current assets | 1,986,640 | 2,130,282 |
Related party receivable | 21,262 | 74,931 |
Total Current Assets | 39,029,528 | 34,838,316 |
PROPERTY AND EQUIPMENT | 13,728,711 | 12,001,128 |
OTHER ASSETS | ||
Intangible assets | 3,664,459 | 3,668,956 |
Goodwill | 1,079,175 | 1,079,175 |
Other long-term assets | 1,484,781 | 1,295,965 |
Total Other Assets | 6,228,415 | 6,044,096 |
TOTAL ASSETS | 58,986,654 | 52,883,540 |
CURRENT LIABILITIES | ||
Checks issued in excess of bank balance | 499,205 | 438,145 |
Line of credit | 17,519,022 | 16,396,306 |
Current maturities of long-term debt | 592,442 | 522,095 |
Current maturities of capital lease obligations | 465,803 | 96,071 |
Accounts payable | 10,158,494 | 9,409,062 |
Accrued expenses | 4,127,900 | 3,408,143 |
Related party payable | 0 | 20,260 |
Current portion of postretirement benefit liability - health and life | 115,039 | 115,039 |
Total Current Liabilities | 33,477,905 | 30,405,121 |
LONG-TERM LIABILITIES | ||
Long-term debt, less current portion | 1,385,294 | 1,355,297 |
Capital lease obligations, less current portion | 1,683,639 | 238,836 |
Related party lease financing obligations | 2,163,541 | 2,162,393 |
Long-term debt to related parties | 4,743,696 | 4,740,728 |
Postretirement benefit liability - health and life, less current portion | 2,651,721 | 2,662,570 |
Other long-term liabilities | 776,592 | 840,378 |
Total Long-Term Liabilities | 13,404,483 | 12,000,202 |
Total Liabilities | $ 46,882,388 | $ 42,405,323 |
STOCKHOLDERS' EQUITY | ||
Convertible Preferred Stock: 5,000,000 shares authorized ($100 value): | ||
Series A, 9,715 shares issued and outstanding | $ 798,500 | $ 798,500 |
Series B, 2,702 shares issued and outstanding | 270,160 | 270,160 |
Series C, 16,124 shares issued and outstanding | 1,600,467 | 1,600,467 |
Preferred units, Series A UEP Holdings, LLC, 200,000 units issued and outstanding ($100 issue price) | 617,571 | 617,571 |
Preferred units, Series B UEP Holdings, LLC, 150,000 units issued and outstanding ($100 issue price) | 463,179 | 463,179 |
Preferred stock, Engineered Products Acquisition Limited, 50 shares issued and outstanding ($1.51 stated value) | 75 | 75 |
Common stock, 95,000,000 shares authorized ($.001 par value) 14,351,798 and 14,351,398 shares issued and outstanding as of July 5, 2015 and December 28, 2014, respectively | 14,352 | 14,352 |
Additional paid-in capital | 32,550,668 | 32,549,585 |
Accumulated deficit | (24,950,142) | (26,626,634) |
Accumulated other comprehensive income | 739,436 | 790,962 |
Total Stockholders' Equity | 12,104,266 | 10,478,217 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 58,986,654 | $ 52,883,540 |
CONSOLIDATED BALANCE SHEETS PAR
CONSOLIDATED BALANCE SHEETS PARENTHETICALS - $ / shares | Jul. 05, 2015 | Dec. 28, 2014 |
Parentheticals | ||
Preferred Stock Par value | $ 100 | $ 100 |
Preferred Stock shares authorized | 5,000,000 | 5,000,000 |
Series A Shares issued | 9,715 | 9,715 |
Series A Shares outstanding | 9,715 | 9,715 |
Series B Shares issued | 2,702 | 2,702 |
Series B Shares outstanding | 2,702 | 2,702 |
Series C Shares issued | 16,124 | 16,124 |
Series C Shares outstanding | 16,124 | 16,124 |
Series A UEP Holdings LLC par value | $ 100 | $ 100 |
Series A UEP Holdings LLC shares issued | 200,000 | 200,000 |
Series A UEP Holdings LLC shares outstanding | 200,000 | 200,000 |
Series B UEP Holdings LLC par value | $ 100 | $ 100 |
Series B UEP Holdings LLC shares issued | 150,000 | 150,000 |
Series B UEP Holdings LLC shares outstanding | 150,000 | 150,000 |
Preferred Stock,Engineered Products Acquisition limited shares Par value | $ 1.51 | $ 1.51 |
Preferred Stock,Engineered Products Acquisition limited shares issued | 50 | 50 |
Preferred Stock,Engineered Products Acquisition limited shares outstanding | 50 | 50 |
Common Stock, par value | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 95,000,000 | 95,000,000 |
Common Stock, shares issued | 14,351,798 | 14,351,398 |
Common Stock, shares outstanding | 14,351,798 | 14,351,398 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 05, 2015 | Jun. 29, 2014 | Jul. 05, 2015 | Jun. 29, 2014 | |
Revenues: | ||||
NET SALES | $ 25,746,054 | $ 25,400,012 | $ 53,260,989 | $ 49,770,246 |
COST OF GOODS SOLD | 19,890,099 | 20,498,311 | 42,049,971 | 40,431,446 |
Gross Profit | 5,855,955 | 4,901,701 | 11,211,018 | 9,338,800 |
OPERATING EXPENSES: | ||||
Selling | 1,469,369 | 1,194,107 | 2,797,295 | 2,366,518 |
General and administrative | 1,702,545 | 2,094,936 | 3,658,321 | 3,943,979 |
Research and development | 418,964 | 390,329 | 744,794 | 751,935 |
OPERATING EXPENSES | 3,590,878 | 3,679,372 | 7,200,410 | 7,062,432 |
Operating Income | 2,265,077 | 1,222,329 | 4,010,608 | 2,276,368 |
OTHER INCOME (EXPENSE): | ||||
Interest and other debt related expense | (405,349) | (404,253) | (792,766) | (858,310) |
Other income | 5,343 | 85,214 | 172,704 | 109,647 |
Net Other Expense | (400,006) | (319,039) | (620,062) | (748,663) |
INCOME BEFORE TAX PROVISION | 1,865,071 | 903,290 | 3,390,546 | 1,527,705 |
TAX PROVISION | 209,362 | 20,073 | 324,180 | 48,728 |
NET INCOME | 1,655,709 | 883,217 | 3,066,366 | 1,478,977 |
Preferred stock dividend | (696,769) | 0 | (1,389,874) | 0 |
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS | 958,940 | 883,217 | 1,676,492 | 1,478,977 |
OTHER COMPREHENSIVE INCOME (LOSS): | ||||
Minimum benefit liability adjustment | (45,230) | (147,474) | (90,459) | (294,948) |
Foreign currency translation adjustment | 398,149 | 141,338 | 38,933 | 180,607 |
Unrealized gain (loss) on effective hedge: | ||||
Reclassification of amounts to earnings | 0 | 16,644 | 0 | 33,143 |
Unrealized loss for the year | 0 | (166) | 0 | (1,561) |
COMPREHENSIVE INCOME TO COMMON SHAREHOLDERS | $ 1,311,859 | $ 893,559 | $ 1,624,966 | $ 1,396,218 |
EARNINGS PER COMMON SHARE: | ||||
Basic | $ 0.07 | $ 0.06 | $ 0.12 | $ 0.10 |
Diluted | $ 0.05 | $ 0.05 | $ 0.09 | $ 0.08 |
WEIGHTED AVERAGE SHARES OUTSTANDING: | ||||
Basic | 14,351,797 | 14,137,731 | 14,351,684 | 14,158,920 |
Diluted | 19,108,630 | 18,894,565 | 19,108,517 | 18,915,754 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 6 months ended Jul. 05, 2015 - USD ($) | Preferred A Shares | Preferred A Amount | Preferred B Shares | Preferred B Amount | Preferred C Shares | Preferred C Amount | UEPH Series A Units | UEPH Series A Amount | UEPH Series B Units | UEPH Series B Amount | EPAL Preferred Shares | EPAL Preferred Amount | Common Stock Shares | Common Stock Amount | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total Equity |
Balance at Dec. 28, 2014 | 9,715 | 798,500 | 2,702 | 270,160 | 16,124 | 1,600,467 | 200,000 | 617,571 | 150,000 | 463,179 | 50 | 75 | 14,351,398 | 14,352 | 32,549,585 | (26,626,634) | 790,962 | 10,478,217 |
Net Income | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 3,066,366 | $ 0 | $ 3,066,366 | |||||||
Issuance of and subscription for common stock | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 400 | 0 | 1,083 | 0 | 0 | 1,083 |
Other comprehensive loss | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (51,526) | $ (51,526) | |||||||
Preferred stock dividend | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (1,389,874) | $ 0 | $ (1,389,874) | |||||||
Balance at Jul. 05, 2015 | 9,715 | 798,500 | 2,702 | 270,160 | 16,124 | 1,600,467 | 200,000 | 617,571 | 150,000 | 463,179 | 50 | 75 | 14,351,798 | 14,352 | 32,550,668 | (24,950,142) | 739,436 | 12,104,266 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Jul. 05, 2015 | Jun. 29, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
NET INCOME | $ 3,066,366 | $ 1,478,977 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation | 745,660 | 687,769 |
Contributed officer compensation | 0 | 18,000 |
Amortization of intangible assets | 10,002 | 30,233 |
Loss on disposal of property and equipment | 15,374 | 0 |
Noncash postemployment health and life benefit | (49,190) | (294,948) |
Changes in assets and liabilities: | ||
Accounts receivable | (1,198,439) | (2,189,420) |
Inventories | (1,700,436) | 368,542 |
Other current assets | 142,399 | (218,357) |
Related party receivable/payable | 35,564 | (5,706) |
Other long-term assets | (31,708) | (100,249) |
Accounts payable | 713,984 | 644,113 |
Accrued expenses | 419,850 | 633,362 |
Postretirement benefit liability - health and life | (52,117) | (13,149) |
Other long-term liabilities | (64,667) | (23,009) |
Cash Flows provided by Operating Activities | 2,052,642 | 1,016,158 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (2,264,541) | (1,293,890) |
Cash Flows used in Investing Activities | (2,264,541) | (1,293,890) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Checks issued in excess of bank balance, net | 61,060 | (267,271) |
Net advances on line of credit | 831,585 | 875,065 |
Payments on long-term debt | (61,805) | (91,790) |
Proceeds from issuance of long-term debt and capital lease obligations | 2,144,813 | 567,449 |
Payments on capital lease obligations | (136,442) | (61,949) |
Net payments on life insurance policies | (157,107) | (154,990) |
Proceeds from related party obligation | 0 | 121,580 |
Payment of preferred stock dividends | (1,106,892) | 0 |
Purchase of treasury stock | 0 | (138,714) |
Distributions to members | 0 | (213,002) |
Cash Flows provided by Financing Activities | 1,575,212 | 636,378 |
Net Change in Cash and Cash Equivalents | 1,363,313 | 358,646 |
Cash And Cash Equivalents - Beginning Of Period | 604,234 | 311,029 |
Effects of currency translation on cash and cash equivalents | 23,509 | 16,203 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | $ 1,991,056 | $ 685,878 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jul. 05, 2015 | |
Basis of Presentation | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared based upon U.S. Securities and Exchange Commission rules that permit reduced disclosure for interim periods. Therefore, they do not include all information and footnote disclosures necessary for a complete presentation of Uniroyal Global Engineered Products, Inc.s financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. Uniroyal Global Engineered Products, Inc. (the Company, Uniroyal Global, we, or us) filed audited consolidated financial statements as of and for the years ended December 31, 2014 and 2013, which included all information and notes necessary for such complete presentation in conjunction with its 2014 Annual Report on Form 10-K. On April 29, 2015, the Board of Directors adopted an amendment to the Articles of Incorporation to change the Companys name from Invisa, Inc. to Uniroyal Global Engineered Products, Inc. On June 25, 2015, the stockholders approved the amendment. The amended and restated Articles of Incorporation were filed with the Nevada Secretary of State and became effective on July 15, 2015. The results of operations for the interim period ended July 5, 2015 are not necessarily indicative of the results to be expected for any future period or the entire fiscal year. These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2014, which are contained in the Companys 2014 Annual Report on Form 10-K. On November 10, 2014 the Company acquired all of the ownership interests in Uniroyal Engineered Products, LLC (Uniroyal), a U.S. manufacturer of textured coatings, and all of the ordinary common stock of Engineered Products Acquisition Limited (EPAL), the holding company for Wardle Storeys (Group) Limited (Wardle Storeys), a European manufacturer of textured coatings and polymer films. At that time the Companys fiscal year was January 1 to December 31. Prior to their acquisitions these companies had been on a 52/53 week year depending on the nearest Sunday to December 31. Effective with the current year, the Company is changing its fiscal year to correspond to the reporting periods of its subsidiaries. The current fiscal year will be a 53 week year and will end on January 3, 2016. The current years interim quarters ended or will end on April 5, 2015, July 5, 2015 and October 4, 2015. The prior year comparative financial statements have been adjusted to conform with a 52/53 week reporting cycle . This change will not have any significant effect on the previously filed Annual Report on Form 10-K for the year ended December 31, 2014. The accompanying unaudited interim consolidated financial statements contain all adjustments (consisting of normal recurring items) which are, in the opinion of management, necessary for a fair statement of the Companys financial position as of July 5, 2015, the results of operations, comprehensive income and cash flows for the interim periods ended July 5, 2015 and June 29, 2014. The unaudited interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company uses the US dollar as the reporting currency for financial reporting. The financial position and results of operations of the Companys UK-based operations are measured using the British Pound Sterling as the functional currency. Foreign currency translation gains and losses are recorded as a change in other comprehensive income. Transaction gains and losses generated from the remeasurement of assets and liabilities denominated in currencies other than the functional currency of our foreign operations are included in other (expense) / income on the consolidated statements of comprehensive income. |
Noncash Transactions and Supple
Noncash Transactions and Supplemental Disclosure of Cash Flow Information | 6 Months Ended |
Jul. 05, 2015 | |
Noncash Transactions and Supplemental Disclosure of Cash Flow Information Text Block: | |
Noncash Transactions and Supplemental Disclosure of Cash Flow Information Text Block | 2. Noncash Transactions and Supplemental Disclosure of Cash Flow Information During the six months ended June 29, 2014 the Company had reduced borrowings on its line of credit by converting dollars to additional borrowings on its term loans with Wells Fargo Capital Finance, LLC of $573,972. During the six months ended July 5, 2015 and six months ended June 29, 2014, the Company paid down its term loans using available borrowings on its various lines of credit of $248,336 and $339,829, respectively. The Company entered into new equipment leases with a value of $172,367 and $384,973 for the six months ended July 5, 2015 and June 29, 2014, respectively, which are accounted for as capital leases. The fair value was added to property and equipment and a corresponding amount to capital lease obligations. Supplemental disclosure of cash paid for: July 5, 2015 June 29, 2014 Interest expense $ 774,122 $ 639,857 |
Derivatives
Derivatives | 6 Months Ended |
Jul. 05, 2015 | |
Derivatives | |
Derivatives | 3. Derivatives The Company recognizes all of its derivative instruments, which consist of interest rate swaps, as either assets or liabilities in the balance sheet at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and further, whether the hedge is a cash flow hedge or a fair value hedge. The Company incurs foreign currency risk on sales and purchases denominated in other currencies, primarily the British Pound Sterling and the Euro. Foreign currency exchange contracts are used by the Company principally to limit the exchange rate fluctuations of the Euro. The Euro risk is partially limited due to natural cash flow offsets. Currency exchange contracts are purchased for approximately 25% of the net risk. These contracts are not designated as cash flow hedges for accounting purposes. Changes in fair value of these contracts are reported in net earnings as part of other income and expense. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jul. 05, 2015 | |
Fair Value of Financial Instruments: | |
Fair Value of Financial Instruments | 4. Fair Value of Financial Instruments The Companys short term financial instruments consist of cash and cash equivalents, receivables, accounts payable and the line of credit. The Company adjusts the carrying value of financial assets denominated in other currencies such as cash, receivables, accounts payable and the lines of credit using the appropriate exchange rates at the balance sheet date. The Company believes that the carrying values of these short term financial instruments approximate their estimated fair values. The fair value of the Companys long term debt is estimated based on current rates for similar instruments with the same remaining maturities. In determining the current interest rates for similar instruments the Company takes into account its risk of nonperformance. The Company believes that the carrying value of its long term debt approximates its estimated fair value. The fair value of the Companys interest rate swaps is the estimated amounts that the Company would receive, or pay, to sell or transfer the swaps to a third party, taking into account current and future interest rates and the nonperformance risk of the Company and the counterparty. At July 5, 2015 and December 28, 2014 the Company did not have any interest rate swaps. The Company uses foreign currency exchange contracts which are recorded at their estimated fair values in the accompanying consolidated balance sheets. The fair values of the currency exchange contracts are based upon observable market transactions of spot and forward rates. For the six months ended July 5, 2015, there have been no changes in the application of valuation methods applied to similar assets and liabilities. |
Foreign Currency Translation
Foreign Currency Translation | 6 Months Ended |
Jul. 05, 2015 | |
Foreign Currency Translation: | |
Foreign Currency Translation | 5. Foreign Currency Translation The financial position and results of operations of the Companys foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities of operations denominated in foreign currencies are translated into U.S. dollars at exchange rates in effect at the balance sheet date, while revenues and expenses are translated at the weighted average exchange rates during the year. The resulting translation gains and losses on assets and liabilities are recorded in accumulated other comprehensive income (loss), and are excluded from net income until realized through a sale or liquidation of the investment. |
Inventory
Inventory | 6 Months Ended |
Jul. 05, 2015 | |
Inventory | |
Inventory | 6. Inventory Inventories consist of the following: July 5, 2015 December 28, 2014 Raw materials $ 6,933,326 $ 5,225,361 Work-in-process 5,073,509 4,074,324 Finished goods 8,214,052 9,103,269 20,220,887 18,402,954 Less: Allowance for inventory obsolescence (1,053,839 ) (981,872 ) Total Inventories $ 19,167,048 $ 17,421,082 |
Other Current Assets
Other Current Assets | 6 Months Ended |
Jul. 05, 2015 | |
Other Current Assets | |
Other Current Assets | 7. Other Current Assets Other current assets consist of the following: July 5, 2015 December 28, 2014 Current deferred tax asset, net of valuation allowance $ 775,930 $ 1,076,138 Other 1,210,710 1,054,144 Total Other Current Assets $ 1,986,640 $ 2,130,282 |
Other Long-term Assets
Other Long-term Assets | 6 Months Ended |
Jul. 05, 2015 | |
Other Long-term Assets | |
Other Long-term Assets | 8. Other Long-term Assets Other long-term assets consist of the following: July 5, 2015 December 28, 2014 Non-current deferred tax asset, net of valuation allowance $ 835,000 $ 835,000 Other 649,781 460,965 Total Other Long-term Assets $ 1,484,781 $ 1,295,965 |
Other Long-term Liabilities
Other Long-term Liabilities | 6 Months Ended |
Jul. 05, 2015 | |
Other Long-term Liabilities | |
Other Long-term Liabilities | 9. Other Long-term Liabilities Other long-term liabilities consist of the following: July 5, 2015 December 28, 2014 Non-current deferred tax liability $ 708,674 $ 742,997 Other 67,918 97,381 Total Other Long-term Liabilities $ 776,592 $ 840,378 |
Line of Credit
Line of Credit | 6 Months Ended |
Jul. 05, 2015 | |
Line of Credit | |
Line of Credit | 10. Line of Credit The Companys Uniroyal subsidiary has available a $30,000,000 revolving line of credit financing agreement with Wells Fargo Capital Finance, LLC, which matures on October 17, 2019. Interest is payable monthly at the Eurodollar rate plus 2.25% or Wells Fargo Capital Finance, LLC's prime rate at the Company's election on outstanding balances up to $6,000,000 and prime rate on amounts in excess of $6,000,000. The outstanding balance on the line of credit (Uniroyal Line of Credit) was $8,825,017 and $8,775,684 as of July 5, 2015 and December 28, 2014, respectively. The Company has classified the outstanding balance on this line of credit within current liabilities in the accompanying consolidated balance sheets. The Companys Wardle Storeys subsidiary has available a £8,500,000 (approximately $13.2 million) revolving line of credit financing agreement with Lloyds Bank Commercial Finance Limited, which agreement can be terminated on six months notice by either party. The line has several tranches based on currency or underlying security. Interest is payable monthly at the base rate (UK LIBOR) plus 1.95% to 2.45% depending on the tranche. The outstanding balance on the line of credit (Wardle Storeys Line of Credit) was £5,564,601 and £4,888,972 ($8,694,005 and $7,620,622) as of July 5, 2015 and December 28, 2014, respectively. The Company has classified the outstanding balance on this line of credit within current liabilities in the accompanying consolidated balance sheets. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jul. 05, 2015 | |
Long-Term Debt | |
Long-Term Debt | 11. Long-Term Debt Long-term debt consists of the following: Interest Rate July 5, 2015 December 28, 2014 Wells Fargo Capital Finance LLC Prime $ 1,153,813 $ 1,341,643 Lloyds Bank Commercial Finance Limited LIBOR + 3.15% 380,700 441,642 Wells Fargo Equipment Finance 7.82% 26,894 Wells Fargo Equipment Finance 11.43% 12,360 28,811 Wells Fargo Equipment Finance 7.89% 3,323 6,519 Susquehanna Commercial Finance, Inc. 12.70% 16,619 31,883 Balboa Capital Corporation 5.72% 410,921 1,977,736 1,877,392 Current portion (592,442 ) (522,095 ) $ 1,385,294 $ 1,355,297 On May 11, 2015 the Company entered into a lease financing arrangement with Balboa Capital Corporation and received a payment of $410,921. The arrangement accrues interest at 5.72% and requires quarterly principal and interest payments of $37,169 starting August 15, 2015. The arrangement matures in May 2018 and is secured by certain equipment at the Companys Stoughton, WI facility. |
Related Party Obligations
Related Party Obligations | 6 Months Ended |
Jul. 05, 2015 | |
Related Party Obligations | |
Related Party Obligations | 12. Related Party Obligations Long-term debt to related parties consists of the following: Interest Rate July 5, 2015 December 28, 2014 Senior subordinated promissory note 9.25% $ 2,000,000 $ 2,000,000 Secured promissory note 6.25% 1,273,639 1,270,671 Senior secured promissory note 10.00% 1,470,057 1,470,057 $ 4,743,696 $ 4,740,728 The Company has a lease financing obligation under which it leases its main manufacturing facility and certain other property from a related party lessor entity, accrues interest at 18.20% and requires monthly principal and interest payments of $31,800, which are adjusted annually based on the consumer price index. This lease was modified to add new property in November 2014. The additional lease payment of $1,500 per month is included in the $31,800. The lease financing obligation matures on October 31, 2033. The Company has security deposits aggregating $267,500 held by the lessor entity. For the years 2014 through 2016 the amount of interest owed exceeds the amount of payments made, resulting in a net increase to the outstanding principal balance of the lease financing obligation. This obligation is shown in the accompanying financial statements as Related Party Lease Financing Obligation which has a balance of $2,164,548 (which includes the current portion of $1,007) and $2,162,393 as of July 5, 2015 and December 28, 2014, respectively. |
Capital Leases
Capital Leases | 6 Months Ended |
Jul. 05, 2015 | |
Capital Leases | |
Capital Leases | 13. Capital Leases The Company has several capital leases on equipment which expire from September 2015 through March 2020 with monthly lease payments ranging from approximately $1,176 to $20,979 per month. The capital lease obligations are secured by the related equipment. As of July 5, 2015 and December 28, 2014, assets recorded under capital leases are included in property and equipment in the accompanying balance sheets. Amortization of items under capital lease obligations has been included with depreciation expense on owned property and equipment in the accompanying statements of operations. The Company constructed a new manufacturing line at its UK facility at a cost of approximately $2,378,000 commencing in 2014 and completed in March 2015. The Company entered into a financing lease in March 2015 and received a payment of £1,136,697 (approximately $1,720,589) from the leasing company. The financing lease has 60 monthly payments of £20,979 (approximately $31,000) with an interest rate of 4.09%. The principal balances of the capital lease obligations were $2,149,442 and $334,907 as of July 5, 2015 and December 28, 2014, respectively, with interest rates ranging from 3.84% to 14.47%. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Jul. 05, 2015 | |
Accumulated Other Comprehensive Income Text Block: | |
Accumulated Other Comprehensive Income | 14. Accumulated Other Comprehensive Income The changes in accumulated other comprehensive income (loss) were as follows: Minimum Benefit Liability Adjustments Foreign Currency Translation Adjustment Total Balance at December 28, 2014 $ 702,067 $ 88,895 $ 790,962 Other comprehensive loss before reclassifications 38,933 38,933 Reclassification adjustment for gain (loss) included in net income (90,459 ) (90,459 ) Balance at July 5, 2015 $ 611,608 $ 127,828 $ 739,436 The gain (loss) reclassified from accumulated other comprehensive income (loss) into income is recorded to the following income statement line items: Other Comprehensive Income Component Income Statement Line Item Minimum Benefit Liability Adjustments General and administrative expense Unrealized Gain (Loss) on Effective Hedge Interest expense |
Stock Option Plan
Stock Option Plan | 6 Months Ended |
Jul. 05, 2015 | |
Stock Option Plan: | |
Stock Option Plan | 15. Stock Option Plan On June 25, 2015, the Companys stockholders approved the adoption of the 2015 Stock Option Plan. This plan provides for the granting of options to purchase the Companys common stock to employees and directors. The options granted are subject to a vesting schedule as set forth in each individual option agreement. Each option expires on the tenth anniversary of its date of grant unless an earlier termination date is provided in the grant agreement. The maximum aggregate number of shares of common stock that may be optioned and sold under the plan shall be 6% of the shares outstanding on the date of grant. The shares that may be optioned under the plan may be authorized but unissued or may be treasury shares. No options have been granted pursuant to the plan as of July 5, 2015. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jul. 05, 2015 | |
Recent Accounting Pronouncements: | |
Recent Accounting Pronouncements | 16. Recent Accounting Pronouncements Standards Board issued a new standard ASU No. 2014-09, "Revenue from Contracts with Customers." Under ASU 2014-09 recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard will be effective for the Company on January 1, 2018. The Company is in the process of determining what impact, if any, the adoption of this ASU will have on its financial position, results of operations and cash flows. On February 18, 2015, the Financial Accounting Standards Board issued a new standard ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis." The new standard affects reporting entities that are required to evaluate whether they should consolidate certain legal entities. It will be effective for the Company on January 1, 2016. The Company is in the process of determining what impact, if any, the adoption of this ASU will have on its financial position, results of operations and cash flows. |
Earnings per Common Share
Earnings per Common Share | 6 Months Ended |
Jul. 05, 2015 | |
Earnings per Common Share: | |
Earnings per Common Share | 17. Earnings per Common Share The Company calculates basic net income per common share by dividing net income after the deduction of preferred stock or preference dividends by the weighted average number of common shares outstanding. The calculation of diluted net income per share is consistent with that of basic net income per common share but gives effect to all potential common shares (that is, securities such as options, warrants or convertible securities) that were outstanding during the period, unless the effect is antidilutive. At July 5, 2015 and December 28, 2014, the Companys 28,541 shares of convertible preferred stock Series A, Series B and Series C can be converted into 4,756,833 common shares. This amount was added to the weighted average common shares to calculate the diluted earnings per share. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jul. 05, 2015 | |
Subsequent Events: | |
Subsequent Events | 18. Subsequent Events The Company has evaluated subsequent events occurring through the date that the financial statements were issued, for events requiring recording or disclosure in the July 5, 2015 financial statements. There were no material events or transactions occurring during this period requiring recognition or disclosure. |
Schedule of Noncash Transaction
Schedule of Noncash Transactions and Supplemental Disclosure of Cash Flow Information (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Noncash Transactions and Supplemental Disclosure of Cash Flow Information | |
Schedule of Noncash Transactions and Supplemental Disclosure of Cash Flow Information Text Block | Supplemental disclosure of cash paid for: July 5, 2015 June 29, 2014 Interest expense $ 774,122 $ 639,857 |
Schedule of Inventories (Tables
Schedule of Inventories (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Inventories | |
Schedule of Inventories | Inventories consist of the following: July 5, 2015 December 28, 2014 Raw materials $ 6,933,326 $ 5,225,361 Work-in-process 5,073,509 4,074,324 Finished goods 8,214,052 9,103,269 20,220,887 18,402,954 Less: Allowance for inventory obsolescence (1,053,839 ) (981,872 ) Total Inventories $ 19,167,048 $ 17,421,082 |
Schedule of Other Current Asset
Schedule of Other Current Assets (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Other Current Assets | |
Schedule of Other Current Assets | Other current assets consist of the following: July 5, 2015 December 28, 2014 Current deferred tax asset, net of valuation allowance $ 775,930 $ 1,076,138 Other 1,210,710 1,054,144 Total Other Current Assets $ 1,986,640 $ 2,130,282 |
Schedule of Other Long-term Ass
Schedule of Other Long-term Assets (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Other Long-term Assets | |
Schedule of Other Long-term Assets | Other long-term assets consist of the following: July 5, 2015 December 28, 2014 Non-current deferred tax asset, net of valuation allowance $ 835,000 $ 835,000 Other 649,781 460,965 Total Other Long-term Assets $ 1,484,781 $ 1,295,965 |
Schedule of Other Long-term Lia
Schedule of Other Long-term Liabilities (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Other Long-term Liabilities : | |
Schedule of Other Long-term Liabilities | Other long-term liabilities consist of the following: July 5, 2015 December 28, 2014 Non-current deferred tax liability $ 708,674 $ 742,997 Other 67,918 97,381 Total Other Long-term Liabilities $ 776,592 $ 840,378 |
Schedule of Long-Term Debt (Tab
Schedule of Long-Term Debt (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Long-Term Debt | |
Schedule of Long-Term Debt | Long-term debt consists of the following: Interest Rate July 5, 2015 December 28, 2014 Wells Fargo Capital Finance LLC Prime $ 1,153,813 $ 1,341,643 Lloyds Bank Commercial Finance Limited LIBOR + 3.15% 380,700 441,642 Wells Fargo Equipment Finance 7.82% 26,894 Wells Fargo Equipment Finance 11.43% 12,360 28,811 Wells Fargo Equipment Finance 7.89% 3,323 6,519 Susquehanna Commercial Finance, Inc. 12.70% 16,619 31,883 Balboa Capital Corporation 5.72% 410,921 1,977,736 1,877,392 Current portion (592,442 ) (522,095 ) $ 1,385,294 $ 1,355,297 |
Schedule of Related Party Oblig
Schedule of Related Party Obligations (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Related Party Obligations | |
Schedule of Related Party Obligations | Long-term debt to related parties consists of the following: Interest Rate July 5, 2015 December 28, 2014 Senior subordinated promissory note 9.25% $ 2,000,000 $ 2,000,000 Secured promissory note 6.25% 1,273,639 1,270,671 Senior secured promissory note 10.00% 1,470,057 1,470,057 $ 4,743,696 $ 4,740,728 |
Schedule of Accumulated Other C
Schedule of Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of Accumulated Other Comprehensive Income | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) were as follows: Minimum Benefit Liability Adjustments Foreign Currency Translation Adjustment Total Balance at December 28, 2014 $ 702,067 $ 88,895 $ 790,962 Other comprehensive loss before reclassifications 38,933 38,933 Reclassification adjustment for gain (loss) included in net income (90,459 ) (90,459 ) Balance at July 5, 2015 $ 611,608 $ 127,828 $ 739,436 |
Schedule of gain (loss) reclass
Schedule of gain (loss) reclassified from accumulated other comprehensive income (loss) into income (Tables) | 6 Months Ended |
Jul. 05, 2015 | |
Schedule of gain (loss) reclassified from accumulated other comprehensive income (loss) into income | |
Schedule of gain (loss) reclassified from accumulated other comprehensive income (loss) into income | The gain (loss) reclassified from accumulated other comprehensive income (loss) into income is recorded to the following income statement line items: Other Comprehensive Income Component Income Statement Line Item Minimum Benefit Liability Adjustments General and administrative expense Unrealized Gain (Loss) on Effective Hedge Interest expense |
Noncash Transactions and Supp34
Noncash Transactions and Supplemental Disclosure of Cash Flow Information (Details) - USD ($) | 6 Months Ended | |
Jul. 05, 2015 | Jun. 29, 2014 | |
Noncash Transactions and Supplemental Disclosure of Cash Flow Information: | ||
Reduced borrowings on line of credit converting dollars to additional borrowings on term loans | $ 573,972 | |
Paid down term loans using available borrowings on lines of credit | $ 248,336 | 339,829 |
New equipment leases during the period valued at | 172,367 | 354,973 |
Interest expense | $ 774,122 | $ 639,857 |
Derivatives (Details)
Derivatives (Details) | Jul. 05, 2015 |
Derivatives: | |
Currency exchange contracts purchased for percentage of net risk | 25.00% |
Fair Value of Financial Instr36
Fair Value of Financial Instruments (Details) | Jul. 05, 2015 | Dec. 28, 2014 |
Fair Value of Financial Instruments Details | ||
Interest rate swaps | 0 | 0 |
Inventories (Details)
Inventories (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Inventories consist of the following: | ||
Raw materials | $ 6,933,326 | $ 5,225,361 |
Work-in-process | 5,073,509 | 4,074,324 |
Finished goods | 8,214,052 | 9,103,269 |
Inventories gross | 20,220,887 | 18,402,954 |
Less: Allowance for inventory obsolescence | (1,053,839) | (981,872) |
Inventories, net | $ 19,167,048 | $ 17,421,082 |
Other Current Assets (Details)
Other Current Assets (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Other Current Assets Details | ||
Current deferred tax asset, net of valuation allowance | $ 775,930 | $ 1,076,138 |
Other | 1,210,710 | 1,054,144 |
Total Other Current Assets | $ 1,986,640 | $ 2,130,282 |
Other Long-term Assets (Details
Other Long-term Assets (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Other Long-term Assets Details | ||
Non-current deferred tax asset, net of valuation allowance | $ 835,000 | $ 835,000 |
Other | 649,781 | 460,965 |
Total Other Long-term Assets | $ 1,484,781 | $ 1,295,965 |
Other Long-term Liabilities (De
Other Long-term Liabilities (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Other long-term liabilities consists of the following: | ||
Non-current deferred tax liability | $ 708,674 | $ 742,997 |
Other | 67,918 | 97,381 |
Total Other Long-term Liabilities | $ 776,592 | $ 840,378 |
Line of Credit (Narrative) (Det
Line of Credit (Narrative) (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Line of Credit Details | ||
Revolving line of credit - Uniroyal subsidiary | $ 30,000,000 | |
Monthly interest payments at the Eurodollar rate plus | 2.25% | |
Outstanding balance on the line of credit | $ 8,825,017 | $ 8,775,684 |
Revolving line of credit - Wardle Storeys subsidary | $ 13,200,000 | |
Interest is payable monthly at the base rate (UK LIBOR) plus minimum | 1.95% | |
Interest is payable monthly at the base rate (UK LIBOR) plus maximum | 2.45% | |
Outstanding balance on the line of credit | $ 8,694,005 | $ 7,620,622 |
Long-term debt (Details)
Long-term debt (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Long-term debt consists of the following | ||
Wells Fargo Capital Finance LLC Prime | $ 1,153,813 | $ 1,341,643 |
Lloyds Bank Commercial Finance Limited LIBOR + | 380,700 | 441,642 |
Wells Fargo Equipment Finance | 0 | 26,894 |
Wells Fargo Equipment Finance | 12,360 | 28,811 |
Wells Fargo Equipment Finance | 3,323 | 6,519 |
Susquehanna Commercial Finance, Inc. | 16,619 | 31,883 |
Balboa Capital Corporation | 410,921 | 0 |
Totals Long term debt | 1,977,736 | 1,877,392 |
Less: Current portion | (592,442) | (522,095) |
Long-Term Portion | $ 1,385,294 | $ 1,355,297 |
Long term debt Parentheticals (
Long term debt Parentheticals (Details) | Jul. 05, 2015 |
Long term debt Parentheticals | |
Wells Fargo Capital Finance LLC Interest rate payable monthly on loan Prime | 2.25% |
Lloyds Bank Commercial Finance Limited Interest rate payable monthly on loan LIBOR | 3.15% |
Interest rate on note due on January 1, 2015 | 7.82% |
Interest rate on note due on October 1, 2015 | 11.43% |
Interest rate on note due in December 2015 | 7.89% |
Interest rate on note due in November 2015 | 12.70% |
Interest rate on note due Balboa Capital Corporation | 5.72% |
Long term debt - Lease financin
Long term debt - Lease financing arrangement (Details) - May. 11, 2015 - USD ($) | Total |
Lease financing arrangement with Balboa Capital Corporation: | |
Payment received | $ 410,921 |
Accrued Interest | 5.72% |
Quarterly principal and interest payments | $ 37,169 |
Long-term debt to related parti
Long-term debt to related parties consists of the following (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Long-term debt to related parties consists of the following | ||
Senior subordinated promissory note | $ 2,000,000 | $ 2,000,000 |
Secured promissory note | 1,273,639 | 1,270,671 |
Senior secured promissory note | 1,470,057 | 1,470,057 |
Total Long-term Debt to Related Parties | $ 4,743,696 | $ 4,740,728 |
Related Party Obligations Paren
Related Party Obligations Parentheticals (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Related Party Obligations Parentheticals | ||
Senior subordinated promissory note interest rate | 9.25% | 0.00% |
Secured promissory note interest rate | 6.25% | 0.00% |
Senior secured promissory note interest rate | 10.00% | 0.00% |
Rate of interest payable on capital lease obligation | 18.20% | 0.00% |
Monthly principal and interest payments to be made on capital lease obligation | $ 31,800 | $ 0 |
Increase in the monthly payment due to Lease amendment | 1,500 | 0 |
Security deposit made with the lessor entity at the inception of the lease financing arrangement | 267,500 | 0 |
Related Party Lease Financing Obligation balance | $ 2,164,548 | $ 2,162,393 |
Capital Leases (Details)
Capital Leases (Details) - USD ($) | Jul. 05, 2015 | Dec. 28, 2014 |
Capital Leases Details | ||
Monthly lease payments minimum | $ 1,176 | |
Monthly lease payments maximum | $ 20,979 | |
Interest rates minimum | 3.84% | |
Interest rates maximum | 14.47% | |
Principal balance of the capital lease obligations | $ 2,149,442 | $ 334,907 |
Constructed a new manufacturing line at UK facility at a cost | 2,378,000 | |
Financing lease received a payment from the leasing company | 1,720,589 | |
Financing lease has 60 monthly payments | $ 31,000 | |
Financing lease interest rate | 4.09% |
Stock Option Plan (Details)
Stock Option Plan (Details) - shares | Jul. 05, 2015 | Jun. 25, 2015 |
Stock Option Plan Details | ||
The maximum aggregate number of shares of common stock that may be optioned and sold under the plan shall be percent of the shares outstanding on the date of grant | 6.00% | |
Options granted pursuant to the plan as of date. | 0 |
Changes in accumulated other co
Changes in accumulated other comprehensive income (loss) (Details) {Stockholders equity} - 6 months ended Jul. 05, 2015 - USD ($) | Total |
Minimum Benefit Liability Adjustments | |
Balance. | 702,067 |
Other comprehensive loss before reclassifications | $ 0 |
Reclassification adjustment for gain (loss) included in net income | $ (90,459) |
Balance. | 611,608 |
Foreign Currency Translation Adjustment | |
Balance. | 88,895 |
Other comprehensive loss before reclassifications | $ 38,933 |
Reclassification adjustment for gain (loss) included in net income | $ 0 |
Balance. | 127,828 |
Total | |
Balance. | 790,962 |
Other comprehensive loss before reclassifications | $ 38,933 |
Reclassification adjustment for gain (loss) included in net income | $ (90,459) |
Balance. | 739,436 |
Earnings per Common Share (Deta
Earnings per Common Share (Details) - shares | Jul. 05, 2015 | Dec. 28, 2014 |
Earnings per Common Share Details | ||
Shares of convertible preferred stock Series A, Series B and Series C | 28,541 | 28,541 |
Shares of convertible preferred stock Series A, Series B and Series C convertible into common shares | 4,756,833 | 4,756,833 |