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 September 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 $.33 1/3 Per Share Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----- ----- Number of shares of Common Stock of Registrant outstanding at November 8, 2000: 6,166,384 PART I FINANCIAL INFORMATION Item 1. Financial Statements Cobra Electronics Corporation and Subsidiaries Consolidated Statements of Income (In thousands, except per share amounts) For the Three For the Nine Months Ended Months Ended (Unaudited) (Unaudited) -------------------- -------------------- Sept 30, Sept 30, Sept 30, Sept 30, 2000 1999 2000 1999 -------- -------- -------- -------- Net sales............$ 38,573 $ 34,346 $ 95,719 $ 80,433 Cost of sales........ 27,702 26,082 68,745 60,591 -------- -------- -------- ------- Gross profit....... 10,871 8,264 26,974 19,842 Selling, general and administrative expense............ 7,435 6,362 19,337 16,282 -------- -------- -------- ------- Operating income.... 3,436 1,902 7,637 3,560 Other income(expense): Interest expense... (256) (197) (519) (697) Other, net......... (18) (378) (242) (201) -------- -------- -------- ------- Income before taxes.............. 3,162 1,327 6,876 2,662 Provision for income taxes... 1,213 442 2,641 907 -------- --------- --------- -------- Net income...........$ 1,949 $ 885 $ 4,235 $ 1,755 ======== ========= ========= ======== Net income per common share: -Basic....... $0.32 $0.15 $0.69 $0.29 -Diluted..... 0.30 0.15 0.66 0.28 ======== ======== ======== ======== Weighted average shares outstanding -Basic....... 6,132 5,981 6,136 6,025 -Diluted..... 6,443 6,077 6,398 6,162 ======== ======== ======== ======== Cash dividends....... None None None None ======== ======== ======== ======== See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Balance Sheets (Dollars in thousands) As of As of Sept 30, December 31, 2000 1999 (Unaudited) ------------- ------------ ASSETS: Current assets: Cash.......................$ 701 $ 93 Receivables, less allowance for claims and doubtful accounts of $2,032 at Sept 30, 2000, and $1,381 at December 31,1999...... 31,295 25,565 Inventories, primarily finished goods............. 26,004 8,689 Deferred income taxes....... 4,997 4,997 Other current assets........ 1,660 4,192 ------------ ------------ Total current assets........ 64,657 43,536 ------------ ------------ Property, plant and equipment, at cost: Land........................ 330 330 Building and improvements... 4,146 3,619 Tooling and equipment....... 15,009 13,915 ------------ ------------ 19,485 17,864 Accumulated depreciation.... (14,338) (13,042) ------------- ------------- Net property, plant and equipment................. 5,147 4,822 ------------ ------------ Other assets: Deferred income taxes...... 1,941 4,581 Cash surrender value of officers' life insurance policies.................. 5,879 5,499 Other ..................... 985 1,141 ------------ ------------ Total other assets......... 8,805 11,221 ------------ ------------ Total assets..................$ 78,609 $ 59,579 ============ ============ See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Balance Sheets (Dollars in thousands) As of As of Sept 30, December 31, 2000 1999 (Unaudited) ------------ ------------ LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities: Accounts payable............ $ 5,453 $ 2,792 Accrued salaries and commissions................ 1,417 1,326 Accrued advertising and sales promotion costs...... 2,770 2,800 Accrued product warranty costs...................... 2,937 2,916 Other accrued liabilities... 1,058 1,456 Short-term debt............. 16,474 4,083 ------------ ------------ Total current liabilities... 30,109 15,373 ------------ ------------ Deferred compensation....... 2,909 2,634 ----------- ------------ Total liabilities............. 33,018 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............. 20,103 20,301 Retained earnings........... 28,690 24,455 ------------ ------------ 51,138 47,101 Treasury stock, at cost..... (5,547) (5,529) (898,966 shares for 2000 and 921,009 shares for 1999. ------------ ------------ Total shareholders' equity.. 45,591 41,572 ------------ ------------ Total liabilities and share- holders' equity............. $ 78,609 $ 59,579 ============ ============ See notes to consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Consolidated Statements of Cash Flows (Dollars in thousands) For the Nine Months Ended (Unaudited) -------------------------------- Sept 30, Sept 30, 2000 1999 -------------- ------------- Cash flows from operating Activities: Net income from operations $ 4,235 $ 1,755 Adjustments to reconcile net income from operations to net cash provided by (used for) operating activities: Depreciation and amortization 1,519 1,281 Deferred taxes 2,640 0 Changes in assets and liabilities: Receivables................ (5,730) 1,948 Inventories................ (17,315) (1,089) Other current assets....... 2,472 (256) Other assets............... (8) (295) Accounts payable........... 2,661 1,917 Deferred compensation...... 275 95 Accrued liabilities........ (316) 359 -------- --------- Net cash (used for) provided by operating activities......... (9,567) 5,715 --------- --------- Cash flows from investing activities: Capital expenditures........... (1,621) (948) Cash Surrender Value of Life Insurance...................... (380) (483) --------- --------- Net cash used in investing activities................... (2,001) (1,431) --------- --------- Cash flows from financing activities: Net borrowings (repayments) under the line-of-credit agreement. 12,391 (3,249) Transactions related to stock repurchase ................... (386) (535) Transactions related to exercise of common stock options, net.... 171 132 --------- --------- Net cash provided by (used for) financing activities......... 12,176 (3,652) -------- --------- Net increase in cash.. 608 632 Cash at beginning of period...... 93 100 -------- --------- Cash at end of period............ 701 $ 732 ======== ========= Supplemental disclosure of cash flow information Cash paid during the period for: Interest $ 371 $ 739 Taxes 286 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 September 30, 2000, the Company had outstanding purchase orders with suppliers totaling approximately $41.8 million compared to $31.8 million as of September 30, 1999. (2) EARNINGS PER SHARE For the Three For the Nine Months Ended Months Ended (Unaudited) (Unaudited) -------------------- -------------------- Sept 30, Sept 30, Sept 30, Sept 30, 2000 1999 2000 1999 -------- -------- -------- -------- Income: Income available to common shareholders (thousands).... $ 1,949 $ 885 $4,235 $1,755 Basic Earnings Per Share: Weighted-average shares outstanding.............. 6,132,164 5,980,738 6,135,719 6,024,990 -------- -------- --------- --------- Basic Earnings Per Share $0.32 $0.15 $0.69 $0.29 ======== ======== ========= ========= Diluted Earnings Per Share: Weighted-average shares outstanding 6,132,164 5,980,738 6,135,719 6,024,990 Dilutive shares issuable in connection with stock option plans 894,625 370,250 894,625 691,250 Less: shares purchasable with proceeds (583,398) (273,722) (632,284) (554,607) ---------- --------- ---------- --------- Total 6,443,391 6,077,266 6,398,060 6,161,633 ========== ========= ========= ========= Diluted Earnings Per Share $0.30 $0.15 $0.66 $0.28 ========== ========= ========= ========= (3) NEW ACCOUNTING PRONOUNCEMENTS In June 1998, the Financial Accounting Standards Board issued SFAS 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 Third Quarter 2000 vs. Third Quarter 1999: - -------------------------------------------- For the third quarter ended September 30, 2000, net income was $1,949,000, or $0.30 per diluted share. This compares to net income of $885,000, or $0.15 per diluted share, in the third quarter of 1999. Sales for the third quarter of 2000 increased $4.2 million, or 12%, to $38.6 million from $34.4 million for the same period a year ago. The increase was due to strong sales of MicroTALK(TM) Family Radio Service (FRS) two-way radios in the United States, Canada and Europe. Partially offsetting these increases were lower sales of Citizen Band radios due mainly to the impact of higher fuel prices on the disposable income of professional drivers. Gross margin for the third quarter of 2000 increased to 28.2% from 24.1% in the prior year's quarter. The increase in margin was due to improved margins on the new lines of MicroTALK FRS radios and 9 Band(TM) radar detectors as well as a decrease in airfreight shipments, which are more expensive than the normal ocean shipments. Selling, general and administrative expenses increased $1.1 million in the third quarter of 2000 from the same period a year ago, and, as a percentage of net sales, increased to 19.3% compared to 18.5% for the third quarter of 1999. The increase represented higher selling costs due to the increase in sales volume, higher accrued management incentive bonuses because of the higher profitability, and increased costs associated with a growing international business, including the formation of an Irish subsidiary, Cobra Electronics Europe Limited, with an office in Dublin. Interest expense for the current quarter increased $59,000 compared to the third quarter of 1999 due to higher average debt levels, driven by higher inventory levels. Other expense for the third quarter of 2000 was $18,000 compared to other expense of $378,000 in the prior year's third quarter. The decrease reflected higher investment income on the cash surrender value of life insurance policies and lower expense from the third quarter of 1999 due to a settlement of a patent infringement lawsuit in that period. For the third quarter of 2000, the Company had a provision for income taxes of $1,213,000 compared to $442,000 in the third quarter of 1999 reflecting primarily the substantially higher pre-tax income. Nine Months 2000 vs. Nine Months 1999 - ------------------------------------- For the nine months ended September 30, 2000, the Company's net income was $4.2 million or $0.66 per diluted share compared to net income of $1.8 million, or $0.28 per diluted share for the first nine months of 1999. Sales for the nine months ended September 30, 2000 increased $15.3 million, or 19%, to $95.7 million from $80.4 million for the nine months ended September 30, 1999. The increase represented strong sales of MicroTALK FRS two-way radios in the United States, Canada, and Europe as well as higher sales of 9 Band radar detectors, introduced in the first quarter of 2000. Partially offsetting these increases were lower sales of Citizen Band radios for the reason discussed above. Gross margin increased to 28.2% for the nine months ended September 30, 2000 from 24.7% in the prior year period. The increase was due primarily to higher margins on the new MicroTALK radios and 9 Band radar detectors. Selling, general and administrative expenses increased $3.1 million for the first nine months of 2000 from the same period a year ago, but, as a percentage of net sales, remained flat at 20.2%. These expenses increased because of higher variable selling costs, as a result of the increased sales volume, and because of payroll related expenses. The additional payroll expenses included a higher management incentive bonus accrual because of the increased profitability and higher salary, recruitment and relocation costs for several new and replacement positions, including a Corporate Controller and E-Commerce Director. Interest expense for the period decreased $178,000 compared to the prior year due to lower average debt levels and more borrowings under a more favorable LIBOR interest rate option. Other expenses increased $41,000 due to lower investment income on the cash surrender value of life insurance policies. For the first nine months of 2000, the Company had a provision for income taxes of $2,641,000 compared to $907,000 for the prior year because of the significantly higher pre-tax income. LIQUIDITY AND CAPITAL RESOURCES Operating activities used cash of $9.6 million during the nine months ended September 30, 2000, primarily due to seasonal increases in inventories and accounts receivable, partially offset by decreases in other current assets and other assets as well as an increase in accounts payable. The increase in receivables reflected higher third quarter sales that occurred later in the quarter as compared to the fourth quarter of 1999. Inventories increased primarily due to purchases to support anticipated holiday sales. Citizen Band radios inventories 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. Other assets decreased due to a reduction in the deferred tax asset for income tax net operating loss carry forwards. Accounts payable increased due to an increase in letters of credit presented but not yet paid for inventory placed in transit by the Company's vendors. Debt increased $12.4 million during the first nine months of 1999, primarily due to the higher receivables and inventory levels. At September 30, 2000, the Company had approximately $7.9 million of unused credit line. At December 31, 1999, the Company had net operating loss carry forwards amounting to $20.1 million. Because of these, the Company pays substantially no Federal income taxes even though the income statement reflects a provision for income taxes. 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 another $1 million of common stock. During the first nine months of 2000, the Company spent approximately $386,000 to repurchase 68,700 of its common shares. Since the program's inception through September 30, 2000, the Company has repurchased 387,900 of its common shares at a total cost of approximately $1.6 million. Item 3 Qualitative and Quantitative Disclosures About Market Risk The Company is subject to market risk associated principally with changes in interest rates. Interest rate exposure is principally limited to the Company's $16.5 million of debt outstanding at September 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 $82,370 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 11.3% of its sales outside the United States in the first nine months of 2000. The Company minimizes its foreign currency exchange rate risk by conducting all of its transactions in US dollars. PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K - ----------------------------------------- a) Exhibits: Exhibit No. Description ----------- --------------------------------------- 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 (Authorized Officer and Principal Financial Officer) Dated: November 13, 2000