UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: April 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to ___________
Commission file number 0-12619
Collins Industries, Inc.
.
(Exact name of registrant as specified in its charter)
Missouri (State or other jurisdiction of incorporation)
43-0985160 (I.R.S. Employer Identification Number)
421 East 30th Avenue Hutchinson, Kansas 67502-2489 .
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code 316-663-5551 .
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.
Common Stock, $.10 par value 7,268,113 .
Class Outstanding at June 9, 1995
PART I. - FINANCIAL INFORMATION
Item 1 - Financial Statements
Collins Industries, Inc. and Subsidiaries
CONSOLIDATED CONDENSED BALANCE SHEETS
April October
30, 31,
1995 1994
(Unaudited)
ASSETS
Current assets:
Cash $ 2,138,675 $ 3,814,398
Receivables, trade & other,net 6,884,340 8,076,319
Inventories, lower of cost (FIFO)
or market (Note 2) 26,543,595 25,081,169
Prepaid expenses and other
current assets 713,717 978,270
Total current assets 36,280,327 37,950,156
Property and equipment, at cost: 35,461,752 35,220,579
Less: accumulated depreciation 21,345,282 20,304,288
Net property and equipment 14,116,470 14,916,291
Other assets 1,379,087 1,927,252
Total assets $51,775,884 $54,793,699
LIABILITIES & SHAREHOLDERS' INVESTMENT
Current liabilities:
Current maturities of long-term
debt & leases $ 2,260,275 $ 2,006,694
Note payable to bank - 625,000
Chassis floorplan notes payable 2,926,269 3,676,111
Accounts payable 13,441,529 13,878,109
Accrued expenses 3,072,534 3,582,729
Total current liabilities 21,700,607 23,768,643
Long-term capitalized leases,
less current maturities 1,992,187 2,143,403
Long-term debt, less current maturities 18,550,228 18,401,311
Reserve for litigation settlement - 1,201,936
Deferred income taxes 284,000 284,000
Shareholders' investment:
Preferred stock, $.10 par value (Note 3) - -
Common stock, $.10 par value 726,811 713,735
Paid-in capital 19,527,376 19,457,056
Retained earnings (deficit) (11,005,325) (11,176,385)
Total shareholders' investment 9,248,862 8,994,406
Total liabilities & shareholders'
investment $51,775,884 $54,793,699
<FN>
(See accompanying notes)
Collins Industries, Inc. and Subsidiaries
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Six Months Ended
April 30 April 30,
1995 1994 1995 1994
Sales $34,883,923 $38,392,517 $68,446,277 $65,010,641
Cost of sales 30,150,007 32,920,944 59,720,401 56,859,946
Gross profit 4,733,916 5,471,573 8,725,876 8,150,695
Selling, general and
administrative expenses 3,406,353 3,393,831 6,869,284 6,267,984
Income from
operations 1,327,563 2,077,742 1,856,669 1,882,711
Other income (expense):
Special non-recurring
expenses - (984,360) - (1,005,140)
Interest expense (960,061) (867,442) (1,788,147) (1,657,092_
Other, net 33,050 (22,102) 102,538 (88,809)
(927,011) (1,873,904) (1,685,609) (2,751,041)
Income (loss) before provision
for income taxes 400,552 203,838 171,060 (868,330)
Provision for income taxes - - - -
Net income (loss) $ 400,552 $ 203,838 $ 171,060 $ (868,330)
Earnings per share:
Net income (loss) $ .06 $ .03 $ .02 $ (.12)
Weighted average shares
outstanding 7,252,800 7,089,081 7,205,167 7,086,844
<FN>
(See accompanying notes)
Collins Industries, Inc. and Subsidiaries
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW
(Unaudited)
Six Months Ended
April 30,
1995 1994
Cash flow from operations:
Cash received from customers $69,638,256 $68,120,636
Cash paid to suppliers and employees (67,455,912) (64,423,356)
Interest paid (1,758,018) (1,745,901)
Cash provided by operations 424,326 1,951,379
Cash flow from investing activities:
Capital expenditures (241,173) (286,552)
Proceeds from sale of vacant land 643,667 -
Other, net (22,658) (8,409)
Cash provided by (used in)
investing activities 379,836 (294,961)
Cash flow from financing activities:
Net reduction in short-term borrowings (749,842) (2,727,409)
Principal payments of note payable to bank (625,000) (833,333)
Principal payments of long-term debt
and capitalized leases (950,654) (676,247)
Payment of financing costs (154,389) -
Cash flow used in financing
activities (2,479,885) (4,236,989)
Net decrease in cash (1,675,723) (2,580,571)
Cash at beginning of period 3,814,398 4,356,702
Cash at end of period $ 2,138,675 $ 1,776,131
Reconciliation of net loss to net cash
provided by operations:
Net income (loss) $ 171,060 $ (868,330)
Non-cash charges to operations 1,305,602 1,812,995
Decrease in receivables 1,191,979 3,109,995
Increase in inventories (1,462,426 (3,103,473)
Decrease (increase) in prepaid
expenses and other current assets 264,553 (77,397)
Increase (decrease) in accounts
payable and accrued expenses (946,775) 1,077,589
Gain on sale of vacant land (99,667) -
Cash provided by operations $ 424,326 $ 1,951,379
<FN>
(See accompanying notes)
COLLINS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Consolidated Condensed Financial Statements
(Unaudited)
(1) General
In the opinion of management, the accompanying unaudited
consolidated condensed financial statements contain all
adjustments (consisting of only normal recurring items) necessary
to summarize fairly the Company's financial position and results
of operations for the three and six months ended April 30, 1995
and 1994, and the changes in its financial position for the six
months ended April 30, 1995 and 1994.
(2) Inventories
Inventories, which include material, labor and manufacturing
overhead, are stated at the lower of cost (FIFO) or market.
Major classes of inventories as of April 30, 1995 and October 31,
1994, consisted of the following:
April 30, October 31,
1995 1994
Chassis $ 6,852,130 $ 7,272,003
Raw materials & components 10,237,063 9,291,001
Work in process 5,498,622 5,425,766
Finished goods 3,955,780 3,092,399
$26,543,595 $25,081,169
(3) Preferred Stock Purchase Rights
On March 28, 1995 the Company's Board of Directors adopted a
stockholders rights plan (Plan) and declared a dividend
distribution of one right (Right) for each outstanding share of
Common Stock to stockholders of record on April 20, 1995. Under
the terms of the Plan each Right entitles the holder to purchase
one one-hundredth of a share of Series A Participating Preferred
Stock (Unit) at an exercise price of $7.44 per Unit. The Rights
are exercisable a specified number of days following (i) the
acquisition by a person or group of persons of 20% or more of the
Company's Common Stock or (ii) the commencement of a tender offer
or an exchange offer for 20% or more of the Company's Common
Stock or (iii) when a majority of the Company's Unaffiliated
Directors (as defined) declares that a Person is deemed to be an
Adverse Person (as defined) upon determination that such Adverse
Person has become the beneficial owner of at least 10% of the
Company's Common Stock. The Company has reserved 750,000 shares
of Preferred Stock, $.10 par value, for issuance upon the
exercise of the Rights. The Company may redeem the Rights in
whole, but not in part, at a price of $.01 per Right in
accordance with the provisions of the Plan. Rights expire on
April 1, 2005 unless redeemed earlier by the Company.
(4) Earnings per Share
Earnings per share has been computed using the weighted average
outstanding common and common equivalent shares.
(5) Contingencies and Litigation
At April 30, 1995 the Company had contingencies and litigation
pending which arose in the ordinary course of business.
Litigation is subject to many uncertainties and the outcome of
the individual matters is not presently determinable. It is
management's opinion that this litigation would not result in
liabilities that would have a material adverse effect on the
Company's consolidated financial position.
(6) Subsequent Event
On May 9, 1995 the Company entered into an agreement with
NationsBank of Georgia, N.A., Atlanta, Georgia, for a $33.05
million credit facility. The agreement provides for a revolving
credit facility of $25.0 million and a long-term credit facility
of $8.05 million. The revolving credit facility bears interest
at 1-1/4% over the Bank's prime rate, which is currently nine
percent (9%). The long-term facility bears interest at 1-1/4% to
1-1/2% over the Bank's prime rate. The proceeds of the new
credit facility were used to repay the Company's Senior Debt and
chassis financing in the amount of $23.0 million.
Due to the early extinguishment of the Senior Debt, the Company
will incur a non-cash extraordinary charge of approximately
$475,000 in its third fiscal quarter ending July 31, 1995.
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS
Net Sales
Sales for the six months ended April 30, 1995 were $68.4 million
compared to $65.0 million for the same period in fiscal 1994.
This increase was principally due to improved sales of ambulance
products. The overall sales increase was partially offset by
declines in commercial bus and school bus sales.
Sales for the quarter ended April 30, 1995 were $34.9 million
compared to $38.4 million for the same period in fiscal 1994.
This decrease was principally due to a decline in commercial bus
sales and lower chassis sales from greater customer supplied
school bus chassis.
Cost of Sales
Cost of sales for the six months ended April 30, 1995 were 87.3%
of sales compared to 87.5% of sales for the same period in fiscal
1994.
Cost of sales for the quarter ended April 30, 1995 were 86.4% of
sales compared to 85.7% of sales for the same period in fiscal
1994. This increase was principally due to the impact of the
fixed production costs associated with commercial bus and school
bus operations.
Selling, General and Administrative Expenses
Selling, general and administrative expenses were $6.9 million or
10.0% of sales for the six months ended April 30, 1995 compared
to $6.3 million or 9.6% for the same period in fiscal 1994. The
overall increase of $.6 million was principally due to higher
selling and marketing costs associated with the ambulance
division's sales increase.
Other Income (Expense)
Special non-recurring expenses of $1.0 million were not incurred
in the three and six months ended April 30, 1994. These expenses
were not incurred in fiscal 1995 and related to the legal and
other costs associated with the SEC investigation which was
settled in November, 1994.
Interest expense for the six months ended April 30, 1995 was $1.8
million compared to $1.7 million for the same period in fiscal
1994. Substantially all of this increase resulted from increases
in the Company's average borrowing rates associated with the
increased interest rates on the Senior Notes and bank debt.
Interest expense for the quarter ended April 30, 1995 was $1.0
million compared to $.9 million for the same period in fiscal
1994. This increase was principally due to the same reasons as
discussed in the preceding paragraph.
In May, 1995 the Company completed a new $33.05 million credit
facility with NationsBank of Georgia, N.A. The interest rates
under the new credit facility are significantly lower than under
the Company's previous debt structure. Accordingly, it is
anticipated that future interest expense will decrease.
Other income for the six months ended April 30, 1995 included the
gain from the sale of vacant land of $99,667. No similar
transactions occurred in the same period of fiscal 1994.
Net Income (Loss)
The Company's net income was $.2 million ($.02 per share) for the
six months ended April 30, 1995 compared to a net loss of $.9
million ($.12 per share) for the same period in fiscal 1994.
This improvement was principally due to the improved operations
in the Company's ambulance and handicapped products divisions and
the elimination of the special non-recurring expenses incurred in
fiscal 1994. The improvement in net income was partially offset
by the losses in the Company's commercial bus and school bus
divisions.
The Company's net income for the quarter ended April 30, 1995 was
$.4 million ($.06 per share) compared to $.2 million ($.03 per
share) for the same period in fiscal 1994. The net income change
is principally due to the same reasons discussed in the
immediately preceding paragraph.
In connection with the previously described financing with
NationsBank an extraordinary non-cash charge of approximately
$475,000 will be taken in the third quarter ending
July 31, 1995.
LIQUIDITY AND CAPITAL RESOURCES:
The Company used existing credit lines, internally generated
funds and supplier financing to finance its operations and
capital expenditures for the six months ended April 30, 1995.
Cash provided by operations was $.4 million for the six months
ended April 30, 1995. The primary sources of cash provided by
operations for the six months ended April 30, 1995 was net income
and decreases in receivables and prepaid expenses. These sources
of cash were partially offset by an increase in inventories and a
decrease in accounts payable and accrued expenses.
Cash provided by investing activities was $.4 million for the six
months ended April 30, 1995. The principal sources of cash
provided by investing activities was attributable to the proceeds
realized from the sale of vacant land. This source was partially
offset by capital expenditures and other investments.
Cash used in financing activities was $2.5 million for the six
months ended April 30, 1995. The primary uses of cash for
financing activities related to the repayments of Senior Debt,
bank debt and chassis financing.
In May, 1995, the Company completed a $33.05 million credit
facility with NationsBank of Georgia, N.A.. The proceeds were
used to retire the Company's Senior Debt and chassis financing in
the amount of $23.0 million. Future cash flow requirements under
this financing are lower than under the Company's previous debt
structure.
The Company believes that its cash flows from operations and
funds available from the new credit facility described above will
be sufficient to satisfy its future working capital and capital
expenditure requirements.
At April 30, 1995 there were no significant or unusual
contractual commitments or capital expenditure commitments.
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
Not Applicable
Item 2 - Changes in Securities
Preferred Stock Purchase Rights
On March 28, 1995 the Company's Board of Directors adopted a
stockholders rights plan (Plan) and declared a dividend
distribution of one right (Right) for each outstanding share of
Common Stock to stockholders of record on April 20, 1995. Under
the terms of the Plan each Right entitles the holder to purchase
one one-hundredth of a share of Series A Participating Preferred
Stock (Unit) at an exercise price of $7.44 per Unit. The Rights
are exercisable a specified number of days following (I) the
acquisition by a person or group of persons of 20% or more of the
Company's Common Stock or (ii) the commencement of a tender offer
or an exchange offer for 20% or more of the Company's Common
Stock or (iii) when a majority of the Company's Unaffiliated
Directors (as defined) declares that a Person is deemed to be an
Adverse Person (as defined) upon determination that such Adverse
Person has become the beneficial owner of at least 10% of the
Company's Common Stock. The Company has reserved 750,000 shares
of Preferred Stock $.10 par value, for issuance upon the exercise
of the Rights. The Company may redeem the Rights in whole, but
not in part, at a price of $.01 per Right in accordance with the
provisions of the Plan. The Rights expire on April 1, 2005
unless redeemed earlier by the Company.
Item 3 - Defaults on Senior Securities
Not Applicable
Item 4 - Submission of Matters to a Vote of Security Holders
The Company's 1995 Annual Meeting of Shareholders was held
February 24, 1995. Three directors were elected at the meeting,
each for a three year term. Mr. Donald Lynn Collins received
6,510,653 votes for election, 220,117 votes against, with 125
abstentions. Mr. Robert E. Lind received 6,548,351 votes for
election, 220,117 votes against, with 125 votes abstentions. Mr.
Don S. Peters received 6,510,653 votes for election, 220,117
votes against, with 125 abstentions.
The shareholders approved the Company's 1995 Stock Option Plan.
The 1995 Stock Option Plan received 4,059,384 votes in favor,
897,389 against, with 62,105 abstentions.
The shareholders also approved the Company's 1995 Stock Exchange
Plan. The 1995 Stock Exchange Plan received 3,921,834 votes in
favor, 1,034,480 against, with 62,555 abstentions.
Item 5 - Other Information
Not Applicable
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits:
27.0 - EDGAR Financial Data Schedule
(b) Reports on Form 8-K:
Form 8-K was filed on March 30, 1995 covering the
adoption of a Preferred Stock Purchase Rights Plan and was
subsequently amended on May 8, 1995 on Form 8-K/A.
SIGNATURE
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.
COLLINS INDUSTRIES, INC.
(REGISTRANT)
DATE June 9, 1995 Larry W. Sayre
____________________________
LARRY W. SAYRE
VICE PRESIDENT - FINANCE AND
CHIEF FINANCIAL OFFICER