UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 June 30, 2000 OR --- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-511 COBRA ELECTRONICS CORPORATION (Exact name of Registrant as specified in its Charter) DELAWARE 36-2479991 (State of incorporation) (I.R.S. Employer Identification No.) 6500 WEST CORTLAND STREET CHICAGO, ILLINOIS 60707 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(773) 889-8870 Securities registered pursuant to Section 12(g) of the Act: Common Stock, Par Value $.33 1/3 Per Share Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----- ----- Number of shares of Common Stock of Registrant outstanding at August 9, 2000: 6,133,009 PART I FINANCIAL INFORMATION Item 1. Financial Statements Cobra Electronics Corporation and Subsidiaries Consolidated Statements of Income (In thousands, except per share amounts) For the Three For the Six Months Ended Months Ended (Unaudited) (Unaudited) ---------------------- --------------------- June 30, June 30, June 30, June 30, 2000 1999 2000 1999 --------- --------- -------- -------- Net sales.................$ 35,847 $ 26,213 $ 57,146 $ 46,087 Cost of sales............. 25,880 19,700 41,043 34,509 --------- --------- -------- -------- Gross profit............. 9,967 6,513 16,103 11,578 Selling, general and administrative expense... 6,746 5,091 11,902 9,920 --------- --------- -------- -------- Operating income......... 3,221 1,422 4,201 1,658 Other income (expense): Interest expense........ (189) (242) (263) (500) Other, net ....... (337) 95 (224) 177 --------- --------- -------- -------- Income before taxes....... 2,695 1,275 3,714 1,335 Income taxes.............. 1,037 442 1,428 465 --------- --------- -------- -------- Net income ............... $ 1,658 $ 833 $ 2,286 $ 870 ========= ========= ======== ======== Net income per common share: Basic.................... $ 0.27 $ 0.14 $ 0.37 $ 0.14 Diluted.................. $ 0.26 $ 0.14 $ 0.36 $ 0.14 Weighted average shares outstanding: Basic..................... 6,130 6,019 6,138 6,047 Diluted................... 6,383 6,122 6,371 6,202 Cash dividends............. None None None None See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Balance Sheets (Dollars in thousands) As of As of June 30, December 31, 2000 1999 (Unaudited) ------------ ------------ ASSETS: Current assets: Cash........................ $ 1,470 $ 93 Receivables, less allowance for claims and doubtful accounts of $1,608 at June 30, 2000 and $1,381 at December 31, 1999 ........ 26,072 25,565 Inventories, primarily finished goods............ 18,587 8,689 Deferred income taxes....... 4,997 4,997 Other current assets........ 1,909 4,192 ------------ ------------ Total current assets........ 53,035 43,536 ------------ ------------ Property, plant and equipment, at cost: Land........................ 330 330 Building and improvements... 3,752 3,619 Tooling and equipment....... 14,481 13,915 ------------ ------------ 18,563 17,864 Accumulated depreciation.... (13,906) (13,042) ------------ ------------ Net property, plant and equipment................. 4,657 4,822 ------------ ------------ Other assets: Deferred income taxes...... 4,581 4,581 Cash surrender value of officers' life insurance policies................... 5,586 5,499 Other...................... 1,023 1,141 ------------ ------------ Total other assets 11,190 11,221 ------------ ------------ Total assets.................. $ 68,882 $ 59,579 ============ ============ See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Balance Sheets (Dollars in thousands) As of As of June 30, December 31, 2000 1999 (Unaudited) ------------ ------------ LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities: Accounts payable............ $ 4,814 $ 2,792 Accrued salaries and commissions................. 1,093 1,326 Accrued advertising and sales promotion costs....... 2,094 2,800 Accrued product warranty costs....................... 2,020 2,916 Other accrued liabilities... 2,958 1,456 Short-term debt............. 9,486 4,083 ------------ ------------ Total current liabilities... 22,465 15,373 ------------ ------------ Deferred compensation....... 2,814 2,634 ----------- ------------ Total liabilities:............ 25,279 18,007 ----------- ------------ Shareholders' equity: Preferred stock, $1 par value, shares authorized- 1,000,000; none issued.... --- --- Common stock, $.33 1/3 par value, 12,000,000 shares authorized; 7,039,100 issued for 2000 and 1999. 2,345 2,345 Paid-in capital............. 20,142 20,301 Retained earnings........... 26,742 24,455 ------------ ------------ 49,229 47,101 Treasury stock, at cost (912,591 shares for 2000 and 921,009 shares for 1999) . (5,626) (5,529) ------------ ------------ Total shareholders' equity.. 43,603 41,572 ------------ ------------ Total liabilities and share- holders' equity............. $ 68,882 $ 59,579 ============ ============ See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Statements of Cash Flows (Dollars in thousands) For the Six Months Ended (Unaudited) -------------------------------- June 30, June 30, 2000 1999 ---------- ---------- Cash flows from operating activities: Net income from operations $ 2,286 $ 870 Adjustments to reconcile net income from operations to net cash provided by (used for) operating activities: Depreciation and amortization 1,017 842 Changes in assets and liabilities: Receivables.................. (507) 8,264 Inventories.................. (9,898) (3,397) Other current assets......... 2,243 (290) Other assets................. 5 (203) Accounts payable............. 2,022 982 Accrued liabilities.......... (333) (2,194) Deferred compensation........ 180 39 	 ---------- 	 ---------- Net cash flows from (used by) operating activities........ (2,985) 4,913 ---------- ---------- Cash flows from investing activities: Capital expenditures.......... (699) (570) Cash Surrender Value of Life (87) (226) Insurance..................... ---------- ---------- Net cash flows from (used in) Investing activities......... (786) (796) ---------- ---------- Cash flows from financing activities: Net borrowings (repayments) under the line-of-credit agreement..... 5,403 (3,486) Transactions related to exercise of common stock options, net. 131 86 Transactions related to stock repurchase................... (386) (396) ---------- --------- Net cash flows from (used in) financing activities............ 5,148 (3,796) ---------- --------- Net increase in cash............. 1,377 321 Cash at beginning of period...... 93 100 Cash at end of period............ $ 1,470 $ 421 ------- ----- Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 154 $ 538 Taxes 115 63 See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Notes to Consolidated Financial Statements (Unaudited) The consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. The results of operations of any interim period are not necessarily indicative of the results that may be expected for a fiscal year. (1) PURCHASE ORDERS AND COMMITMENTS At June 30, 2000 and 1999, the Company had outstanding purchase orders with suppliers totaling approximately $60.2 million and $25.3 million, respectively. (2) EARNINGS PER SHARE FOR THE THREE FOR THE SIX MONTHS ENDED MONTHS ENDED (Unaudited) (Unaudited) ---------------------- -------------------- June 30, June 30, June 30, June 30, 2000 1999 2000 1999 -------- -------- -------- -------- Income: Income availabled to common shareholders (thousands) $ 1,658 $ 833 $ 2,286 $ 870 Basic earnings per share: Weighted-average shares outstanding 6,129,532 6,018,537 6,137,545 6,047,482 ========= ========= ========= ========= Basic earnings per share $ 0.27 $ 0.14 $ 0.37 $ 0.14 ========= ========= ========= ========= Diluted earnings per share: Weighted-average shares outstanding 6,129,532 6,018,537 6,137,545 6,047,482 Dilutive shares issuable in connection with stock option plans 894,625 691,250 894,625 691,250 Less: shares purchas- able with proceeds (641,349) (587,417) (661,561) (536,734) ---------- --------- --------- --------- Total 6,382,808 6,122,370 6,370,609 6,201,998 ========= ========= ========= ========= (3) NEW ACCOUNTING PRONOUNCEMENTS - In June 1998, the Financial Accounting Standards Board ("FASB) issued FSAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 establishes accounting and reporting standards for derivative instruments and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the balance sheet and measure these instruments at fair value. This statement also requires changes in the fair value of derivatives to be recorded each period in current earnings or comprehensive income depending on the intended use of derivatives. In June 1999, the FASB deferred the effective date of SFAS No. 133 to fiscal years beginning as of June 15, 2000. The Company must adopt SFAS No. 133 no later than the first quarter of fiscal year 2001. The Company is in the process of assessing the impact that adopting SFAS No. 133 will have on its financial position and results of operations when such statement is adopted. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ANALYSIS OF RESULTS OF OPERATIONS Second Quarter 2000 vs. Second Quarter 1999: - -------------------------------------------- For the second quarter ended June 30, 2000, net income was $1,658,000, or $0.26 per diluted share, compared to net income of $833,000, or $0.14 per diluted share, in the second quarter of 1999. The increase was primarily due to higher sales volume and stronger gross margin. Sales for the second quarter of 2000 increased 36.8% to $35.8 million from sales of $26.2 million in the second quarter of 1999. Contributing to this increase were higher sales of radar detectors, microTALK(tm) Family Radio Service ("FRS") and European Private Mobile Radio ("PMR") two-way radios. Detection sales benefited from shipments of the Company's new 9 Band(tm) radar detectors, which have the Company's exclusive Strobe Alert(tm) technology, and the sell off of remaining 6 Band(tm) inventories. Sales of microTALK radios were up because of shipments of several new models domesti- cally, and shipments into Canada, which approved the U.S. technology late in the first quarter, as well as into Europe as the Company develops that market. Gross margins improved in the current quarter to 27.8% from 24.8%, primarily due to stronger margins on Citizen Band Radios and microTALK radios. Citizen Band Radio margins were higher due to a decreased mix of lower margin hand- held sales, lower costs, and decreased airfreight expense, which was high in 1999 because of the launch of the Nightwatch(tm) line. The improvement in microTALK radio margins resulted primarily from sales of new microTALK models. Net selling, general and administrative expense increased $1,655,000 in the second quarter of 2000 from the same period a year ago, but as a percentage of net sales, decreased to 18.8% from 19.4%. The overall increase in cost reflects additional variable selling expenses due to the increase in sales volume and an increase in payroll related expenses. Additional payroll related expenses included a higher incentive bonus accrual because of the stronger financial performance and higher salary, employee recruitment and relocation costs for several new and replacement positions including a Corporate Controller and an E-Commerce Director. Interest expense for the current quarter decreased $53,000 compared to the prior year's second quarter, primarily due to lower average debt levels compared to the prior year's quarter. For the second quarter of 2000, the Company had a provision for income taxes of $1,037,000 compared to a $442,000 tax provision for the second quarter of 1999, reflecting the significant increase in pretax income. Six months ended June 30, 2000 vs. Six months ended June 30, 1999: - ------------------------------------------------------------------ For the six months ended June 30, 2000, net income was $2,286,000, or $0.36 per diluted share, compared to net income of $870,000, or $0.14 per diluted share, for the six months ended June 30, 1999. The increase was primarily due to higher sales volume and stronger gross margin. Sales for the six months ended June 30, 2000 increased 24.0% to $57.1 million from sales of $46.1 million in the second quarter of 1999. Contributing to this increase were higher sales of radar detectors and of microTALK(tm) FRS and European PMR two-way radios. Detection sales were driven by shipments of the Company's new 9 Band(tm) detectors and strong demand for remaining 6 Band inventories. Sales of microTALK were up because of shipments of several new models in the U.S., and shipments into Canada, which approved the U.S. technology late in the first quarter of 2000, and into Europe. Gross margins improved during the period to 28.2% from 25.1%, primarily due to to stronger margins on Citizen Band Radios, radar detectors and FRS radios. Citizen Band Radio margins were higher due to a decreased mix of lower margin hand-held sales, lower costs, and decreased airfreight expense, which was high in 1999 because of the launch of the Nightwatch line. The increase in both Detection and microTALK radio margins resulted from sales of new models, which have higher margins than previous models. Net selling, general and administrative expense increased $1,982,000 for the first half of 2000 from the same period a year ago, but as a percentage of net sales, decreased to 20.8% from 21.5%. The overall increase in cost was a result of additional variable selling expenses due to the increase in sales volume and an increase in both payroll related and promotional expenses. The additional payroll expenses included a higher incentive bonus accrual because of the stronger financial performance and higher salary, employee recruitment and relocation costs for several new and replacement positions including a Corporate Controller and an E-Commerce Director. Interest expense for the period decreased $237,000 compared to the prior year, primarily due to lower average debt levels. For the first six months of 2000, the Company had a provision for income taxes of $1,428,000 compared to a $465,000 tax provision for the same period in 1999. The increase was driven primarily by the significant increase in pretax income. LIQUIDITY AND CAPITAL RESOURCES Operating activities used cash of approximately $3.0 million during the six months ended June 30 2000, primarily due to an increase in inventories, partially offset by a decrease in other current assets and an increase in accounts payable. Inventories of microTALK radios and radar detectors increased reflecting the normal seasonal build in anticipation of increasing promotional activities by customers. Inventories of Citizen Band radios increased due to lower than expected sales to professional drivers as a result of the significant increase in fuel prices. Other current assets decreased due to a reduction of certain prepaid items relating to inventory in transit. Debt increased $5.4 million during the period primarily due to higher inventory levels. At June 30, 2000, the Company had approximately $11.7 million of unused credit line. In late August 1998, the Company's board of directors authorized a program to repurchase up to $1 million of the Company's common shares. On May 17, 1999, the Company announced that a second repurchase program had been approved to acquire up to a $1 million of common stock. During the first half of 2000, the Company spent approximately $386,000 to repurchase 68,700 of its common shares. Since the program's inception through June 30, 2000, the Company has repurchased 387,900 of its common shares at a total cost of approximately $1.6 million. Item 3 Market Risk and Financial Instruments The Company is subject to market risk associated principally with changes in interest rates. Interest rate exposure is principally limited to the $9.5 million of debt outstanding at June 30, 2000. The debt is priced at interest rates that float with the market, which therefore minimizes interest rate exposure. A 50 basis point movement in the interest rate on the floating rate debt would result in an approximately $47,500 increase or decrease in interest expense and cash flows. The Company does not use derivative financial or commodity instruments for trading or other purposes. The Company's suppliers are located in foreign countries, principally in the Far East. The Company made approximately 10.2% of its sales outside the United States in the first half of 2000. The Company minimizes its foreign currency exchange rate risk by conducting all of its transactions in US dollars. PART II OTHER INFORMATION Items 1, 2, 3, and 5 Not Applicable. - ---------------------------------------- Item 4. Submission of Matters to a Vote of Security Holders - ------------------------------------------------------------- a) The 1999 Annual Meeting of Shareholders was held on May 9, 2000 b) The following persons were elected as Class II Directors of the Company to serve until the 2003 Annual Meeting of Shareholders: Name Votes for Votes withheld -------------------- --------- -------------- James W. Chamberlain 4,881,314 50,876 Gerald M. Laures 4,881,419 50,771 The Class III Directors continuing in office until the 2001 Annual Meeting of Shareholders are Ian Miller, William P. Carmichael, and Carl Korn. The Class I Directors continuing in office until the 2002 Annual Meeting of Shareholders are James R. Bazet and Harold D. Schwartz. c) The Cobra Electronics Corporation 2000 Stock Option Plan was approved: Votes for Votes against Votes abstained --------- ------------- --------------- 4,681,810 240,118 10,262 Because brokers had discretionary authority to vote with respect to each matter submitted to shareholders, no broker non-votes were tabulated. d) Not applicable Item 6. Exhibits and Reports on Form 8-K - ----------------------------------------- a) Exhibits: 	Exhibit No. Description 	----------- --------------------------------------------- 10-19 	 2000 Outside Directors Stock Option Plan 27 Financial data schedule required under 	 Article 5 of Regulation S-X b) During the quarter, the Company filed no Current Reports on Form 8-K. 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. COBRA ELECTRONICS CORPORATION By /S/ Gerald M. Laures ------------------------ Gerald M. Laures Vice President - Finance, and Corporate Secretary Dated: August 14, 2000