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, 1997 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 7,383,105 Class Outstanding at June 9, 1997 COLLINS INDUSTRIES, INC. AND SUBSIDIARIES FORM 10-Q APRIL 30, 1997 INDEX PART I. FINANCIAL INFORMATION PAGE NO. Item 1. Financial Statements: Consolidated Condensed Balance Sheets April 30, 1997 and October 31, l996 3 Consolidated Condensed Statements of Income - Three and Six Months Ended April 30, 1997 and 1996 4 Consolidated Condensed Statements of Cash Flow - Six Months Ended April 30, 1997 and 1996 5 Notes to Consolidated Condensed Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II. OTHER INFORMATION Item 1-6 12 SIGNATURES 14 PART I - FINANCIAL INFORMATION Item 1 - Financial Statements Collins Industries, Inc. and Subsidiaries CONSOLIDATED CONDENSED BALANCE SHEETS April 30, October 31, 1997 1996 (Unaudited) ASSETS Current assets: Cash $ 259,919 $ 255,405 Receivables, trade and other, net 9,273,982 8,310,009 Inventories, lower of cost or market (Note 2) 25,375,539 23,615,159 Prepaid expenses and other current assets 708,620 459,275 Total current assets 35,618,060 32,639,848 Property and equipment, at cost: 35,001,797 34,610,370 Less: accumulated depreciation 23,070,690 22,573,220 Net property and equipment 11,931,107 12,037,150 Other assets 906,373 1,067,454 Total assets $48,455,540 $45,744,452 LIABILITIES AND SHAREHOLDERS' INVESTMENT Current liabilities: Current maturities of long-term debt and capitalized leases $ 1,132,759 $ 1,125,842 Accounts payable 13,759,644 13,729,044 Accrued expenses 4,498,576 3,580,731 Total current liabilities 19,390,979 18,435,617 Long-term debt, less current maturities 12,383,416 12,827,409 Long-term capitalized leases, less current maturities 376,277 590,601 Shareholders' investment: Common stock, $.10 par value 738,341 727,411 Paid-in capital 19,207,707 19,701,491 Retained deficit (3,641,180) (6,505,077) 16,304,868 13,923,825 Less - Treasury stock, at cost 0 (33,000) Total shareholders' investment 16,304,868 13,890,825 Total liabilities & shareholders' investment $48,455,540 $45,744,452 (See accompanying notes) Collins Industries, Inc. and Subsidiaries CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) Three Months Ended Six Months Ended April 30, April 30, 1997 1996 1997 1996 Sales $41,412,125 $37,637,590 $76,692,736 $70,046,382 Cost of sales 34,401,598 32,357,770 64,615,874 59,757,537 Gross profit 7,010,527 5,279,820 12,076,862 10,288,845 Selling, general and administrative expenses 3,779,880 3,433,921 7,485,399 7,123,129 Income from operations 3,230,647 1,845,899 4,591,463 3,165,716 Other income (expense): Interest expense (448,034) (605,221) (912,334) (1,239,805) Other, net 53,040 95,249 169,432 144,413 (394,994) (509,972) (742,902) (1,095,392) Income before provision for income taxes 2,835,653 1,335,927 3,848,561 2,070,324 Provision for income taxes 800,000 0 800,000 0 Net income $ 2,035,653 $ 1,335,927 $ 3,048,561 $ 2,070,324 Earnings per share (Note 3): Net income per common and common equivalent share $ .26 $ .18 $ .39 $ .28 Net income per share - assuming full dilution $ .26 $ .17 $ .39 $ .28 Dividends per share $ .025 $ 0 $ .025 $ 0 (See accompanying notes) Collins Industries, Inc. and Subsidiaries CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW (Unaudited) Six Months Ended April 30, 1997 1996 Cash flow from operations: Cash received from customers $75,728,763 $69,051,998 Cash paid to suppliers and employees (72,827,784) (67,575,664) Interest paid (1,010,205) (1,303,443) Cash provided by operations 1,890,774 172,891 Cash flow from investing activities: Capital expenditures (546,288) (376,004) Proceeds from sale of equipment 16,500 0 Other, net (54,408) 7,050 Cash used in investing activities (584,196) (368,954) Cash flow from financing activities: Net increase (reduction) in other borrowings (62,029) 685,853 Principal payments of long-term debt and capitalized leases (589,371) (636,514) Proceeds from exercise of stock options 72,200 0 Retirement of common stock (260,825) 0 Acquisition of treasury stock (277,375) 0 Payment of dividends (184,664) 0 Cash provided by (used in) financing activities (1,302,064) 49,339 Net increase (decrease) in cash 4,514 (146,724) Cash at beginning of period 255,405 842,953 Cash at end of period $ 259,919 $ 696,229 Reconciliation of net income to cash provided by operations: Net income $ 3,048,561 $ 2,070,324 Depreciation and amortization 878,175 1,039,247 Common stock issued for benefit of employees 0 49,756 Increase in receivables (963,973) (994,384) Decrease (increase) in inventories (1,760,380) 328,726 Decrease (increase) in prepaid expenses and other current assets (249,345) 17,961 Increase (decrease) in accounts payable and accrued expenses 948,445 (2,338,739) Gain on sale of equipment (10,709) 0 Cash provided by operations $ 1,890,774 $ 172,891 (See accompanying notes) COLLINS INDUSTRIES, INC. AND SUBSIDIARIES Notes to Consolidated Condensed Financial Statements (Unaudited) (1) General The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. 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, 1997 and 1996, and the cash flows for the six months ended April 30, 1997 and 1996. The Company suggests that the unaudited Consolidated Condensed Financial Statements for the three and six months ended April 30, 1997 be read in conjunction with the Company's Annual Report for the year ended October 31, 1996. (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, 1997 and October 31, 1996 consisted of the following: April 30, October 31, 1997 1996 Chassis $ 6,967,556 $ 6,466,570 Raw materials & components 9,224,232 8,867,477 Work in process 4,220,267 3,061,276 Finished goods 4,963,484 5,219,836 $25,375,539 $23,615,159 (3) Earnings per Share The computation of earnings per share is based on the weighted average number of outstanding common shares during the period plus common stock equivalents consisting of certain shares subject to stock options. The shares used in the computations of earnings per share for the periods ended April 30 were as follows: Three Months Ended Six Months Ended April 30, April 30, 1997 1996 1997 1996 Primary 7,685,554 7,521,917 7,727,362 7,404,711 Fully diluted 7,685,554 7,727,005 7,727,362 7,507,255 In February 1997, the Financial Accounting Standards Board issued State- ment of Financial Accounting (SFAS) No. 128, "Earnings per Share." The new standard simplifies the computation of earnings per share (EPS) and increases the comparability to international standards. Under SFAS No. 128 primary EPS is replaced by "Basic" EPS, which excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. "Diluted" EPS, which is computed similarly to fully diluted EPS, reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. SFAS No. 128 is effective December 15, 1997 and does not allow for early adoption. Upon adoption, all prior-period EPS information (including interim EPS) is required to be restated. Pro forma EPS, under SFAS No. 128 for each period presented, are as follows: Three Months Six Months Ended Ended April 30, April 30, 1997 1996 1997 1996 Basic EPS $.28 $.18 $.42 $.28 Diluted EPS $.26 $.17 $.39 $.28 (4) Contingencies and Litigation At April 30, 1997 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 or results of operations. (5) Income Taxes The primary difference between the Company's effective income tax rate and provision for income taxes as calculated at the federal statutory rate is the tax effect of utilizing net operating loss carryforwards and tax credits. (6) Subsequent Event On May 9, 1997 the Company completed the sale of its UVL (Under Vehicle Lift) product line to The Braun Corporation. The Company will report a pretax gain of approximately $1.1 million from this sale in the third fiscal quarter ending July 31, 1997. The UVL is one of the Company's wheelchair lift products which has historically represented approximately 3% of the Company's consolidated sales and has had a negligible impact on the Company's earnings in recent years. This sale will allow the Company to further reduce interest-bearing debt and focus more attention on marketing and manufacturing specialty vehicles. 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, 1997 were $76.7 million compared to $70.0 million for the same period in fiscal 1996. Sales for the three months ended April 30, 1997 were $41.4 million compared to $37.6 million for the same period in fiscal 1996. These increases were principally due to improved sales of terminal trucks. The overall sales increases were partially offset by declines in bus sales. The Company's consolidated sales backlog at April 30, 1997 was $46.9 million compared to $40.4 million at October 31, 1996 and $56.5 million at April 30, 1996. The April 30, 1996 backlog included a $13.2 million order from the United States Postal Service which has been completed. Cost of Sales Cost of sales for the six months ended April 30, 1997 were 84.3% of sales compared to 85.3% of sales for the same period in fiscal 1996. Cost of sales for the three months ended April 30, 1997 were 83.1% of sales compared to 86.0% for the same period in fiscal 1996. These decreases were principally due to improved margins from ambulance product lines. These decreases were partially offset by lower margins realized from terminal truck products. Selling, General & Administrative Expenses Selling, general and administrative expenses were $7.5 million or 9.8% of sales for the six months ended April 30, 1997 compared to $7.1 million or 10.2% of sales for the six months ended April 30, 1996. The increase was due to an increase in the sales force for ambulance products. Other Income (Expense) Interest expense for the six months ended April 30, 1997 was $.9 million compared to $1.2 million for the same period in fiscal 1996. Interest expense for the three months ended April 30, 1997 was $.4 million compared to $.6 million for the same period in fiscal 1996. These declines resulted from reductions in the Company's interest-bearing debt. Income Taxes The Company recorded a provision for income taxes of $.8 million, for the three and six months ended April 30, 1997. The primary difference between the Company's effective income tax rate and the provision for income taxes calculated at the federal statutory rate is due to the utilization of net operating losses and tax credits. The Company's net operating loss and general business tax credit carryforwards at October 31, 1996 were approximately $1.8 million and $.3 million, respectively. Net Earnings The Company's net income was $3.0 million ($.39 per share) for the six months ended April 30, 1997 compared to $2.1 million ($.28 per share) for the same period in fiscal 1996. This improvement was principally due to the improved operations in the Company's ambulance product lines with smaller improvements in the terminal truck and bus product lines and decreases in interest expense associated with reduced borrowings. These improvements in net income were partially offset by a provision for income taxes of $.8 million ($.10 per share) discussed in the immediately preceding paragraph. The Company's net income for the quarter ended April 30, 1997 was $2.0 million ($.26 per share) compared to $1.3 million ($.18 per share) for the same period in fiscal 1996. The net income change is principally due to the same reasons discussed in the immediately preceding paragraph. Other On May 9, 1997 the Company completed the sale of its UVL (Under Vehicle Lift) product line to The Braun Corporation. The Company will report a pretax gain of approximately $1.1 million from this sale in the third fiscal quarter ending July 31, 1997. The UVL is one of the Company's wheelchair lift products which has historically represented approximately 3% of the Company's consolidated sales and has had a negligible impact on the Company's earnings in recent years. This sale will allow the Company to further reduce interest-bearing debt and focus more attention on marketing and manufacturing specialty vehicles. LIQUIDITY AND CAPITAL RESOURCES: The Company used existing credit lines, internally generated funds and supplier financing to fund its operations and capital expenditures for the quarter ended April 30, 1997. Cash provided by operations was $1.9 million for the six months ended April 30, 1997 compared to $.2 million for the six months ended April 30, 1996. Cash provided by operations principally resulted from the Company's net income ($3.0 million), depreciation ($.9 million) and an increase in accounts payable ($.9 million), and was partially offset by increases in inventories ($1.8 million) and receivables ($1.0 million) during the six months ended April 30, 1997. Cash used in investing activities was $.6 million for the six months ended April 30, 1997 compared to $.4 million for the six months ended April 30, 1996. The increased use of cash was principally due to higher capital expenditures for the six months ended April 30, 1997. Cash used in financing activities was $1.3 million for the six months ended April 30, 1997 compared to cash provided by financing activities of $.1 million for the six months ended April 30, 1996. This change principally resulted from decreases in borrowings, principal repayments of debt ($.6 million), the acquisition of treasury stock ($.3 million), the retirement of common stock ($.3 million) and the payment of dividends ($.2 million) in the six months ended April 30, 1997. The Company resumed the payment of dividends with a $.025 per share dividend paid March 14, 1997. This is the first dividend declared since August of 1993. The Company intends to pay regular quarterly dividends in the future subject to results of operations, limitations imposed by the Company's loan agreements and applicable to law. The Company believes that its cash flow from operations and bank credit lines will be sufficient to satisfy its working capital and capital expenditure requirements in the immediate future. At April 30, 1997 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 Not Applicable Item 3 - Defaults on Senior Securities Not Applicable Item 4 - Submission of Matters to a Vote of Security Holders The Company's 1997 Annual Meeting of Shareholders was held February 28, 1997. Mr. Lewis W. Ediger and Mr. Arch G. Gothard, III were each elected as a director for a three year term. Mr. Ediger received 5,872,120 votes for, 594,024 against and no abstentions. Mr. Gothard received 5,871,557 votes for, 594,587 against and no abstentions. The other directors whose term of office continued after the meeting were: Don L. Collins, Donald Lynn Collins, Don S. Peters and Robert E. Lind. The Company also approved the Collins Industries, Inc. 1997 Omnibus Incentive Plans, a copy of which is set forth in the Proxy Statement. The proposal received 3,878,326 affirmative votes, 862,393 negative votes, with 93,558 abstentions. The proposal was approved by 59.9% of the quorum. For the fiscal year ending October 31, 1997, the Company also ratified the appointment of its independent public accountants, Arthur Andersen LLP at its 1997 Annual Meeting of Shareholders. Accordingly, Arthur Andersen LLP received 6,448,860 votes for, 3,850 votes against and 13,434 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: The Company filed Forms 8-K, all of which reported information under Item 5 of Form 8-K, on the following dates: February 7, 1997 February 13, 1997 March 3, 1997 March 10, 1997 April 18, 1997 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 11, 1997 s/Larry W. Sayre LARRY W. SAYRE VICE PRESIDENT - FINANCE AND CHIEF FINANCIAL OFFICER (PRINCIPAL ACCOUNTING OFFICER)