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, 1994 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 60635 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (312) 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 12, 1994: 6,226,648 PART I FINANCIAL INFORMATION Item 1. Financial Statements Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Statements of Operations (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, 1994 1993 1994 1993 --------- --------- --------- --------- Net sales $ 21,132 $ 23,816 $ 39,613 $ 42,657 Cost of sales 17,480 21,371 32,370 37,649 --------- --------- --------- --------- Gross profit 3,652 2,445 7,243 5,008 Selling, general and administrative expense 3,448 4,365 6,615 8,693 Restructuring costs --- 1,076 --- 1,076 --------- --------- --------- --------- Operating income (loss) 204 (2,996) 628 (4,761) Other income (expense): Interest expense (241) (339) (460) (606) Other, net 91 36 (12) (74) --------- --------- --------- --------- Income (loss) before taxes 54 (3,299) 156 (5,441) Provision (benefit) for taxes --- --- --- --- --------- --------- --------- --------- Net income (loss) $ 54 $ (3,299) $ 156 $ (5,441) ========= ========= ========= ========= Net income (loss) per share $ 0.01 $ (0.53) $ 0.03 $ (0.87) ========= ========= ========= ========= Weighted average number of common shares and common share equiva- lents outstanding during the period 6,236 6,227 6,233 6,232 ========= ========= ========= ========= Cash dividends None None None None ========= ========= ========= ========= The accompanying notes are an integral part of these financial statements. Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Balance Sheets (dollars in thousands) (Unaudited) As of As of June 30, December 31, 1994 1993 -------------- -------------- ASSETS: Current assets: Cash and cash equivalents $ 603 $ 176 Receivables, less allowance for doubtful accounts of $673 at June 30, 1994 and $795 at December 31, 1993. 11,861 15,657 Inventories, primarily finished goods 15,460 16,128 Prepaid taxes and expenses 5,699 5,449 -------------- -------------- Total current assets 33,623 37,410 -------------- -------------- Property, plant and equipment, at cost: Land 593 593 Building and improvements 6,833 6,815 Equipment 13,160 12,717 -------------- -------------- 20,586 20,125 Accumulated depreciation and amortization (13,558) (12,738) -------------- -------------- Net property, plant and equipment 7,028 7,387 -------------- -------------- Other assets 5,172 4,929 -------------- -------------- Total assets $ 45,823 $ 49,726 ============== ============== Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Balance Sheets (dollars in thousands) (Unaudited) As of As of June 30, December 31, 1994 1993 -------------- -------------- LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities: Accounts payable $ 3,387 $ 3,442 Accrued expenses 7,645 8,289 Short-term debt 10,329 13,689 -------------- -------------- Total current liabilities 21,361 25,420 Deferred taxes 3,346 3,346 -------------- -------------- Total liabilities 24,707 28,766 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 and 6,226,648 outstanding at both June 30, 1994 and December 31, 1993. 2,345 2,345 Paid-in capital 22,118 22,118 Retained earnings 3,795 3,639 -------------- -------------- 28,258 28,102 Treasury stock, at cost (5,545) (5,545) Note receivable from officer's exercise of stock options (1,597) (1,597) -------------- -------------- Total shareholders' equity 21,116 20,960 -------------- -------------- Total liabilities and shareholders' equity $ 45,823 $ 49,726 ============== ============== The accompanying notes are an integral part of these financial statements. Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (dollars in thousands) For the Six Months Ended (Unaudited) --------------------------- June 30, June 30, 1994 1993 ------------ ----------- Cash flows from operating activities: Net income (loss) from operations $ 156 $ (5,441) Adjustments to reconcile net income (loss)from operations to net cash provided by (used for) operating activities: Depreciation and amortization 1,040 719 Deferred taxes on income --- --- Changes in assets and liabilities: Receivables 3,796 6,586 Inventories 668 (2,972) Prepaid taxes and expenses (466) 155 Other assets (65) 214 Accounts payable (55) (1,274) Accrued liabilities (644) 906 ------------ ----------- Net cash provided by (used for) operating activities 4,430 (1,107) ------------ ----------- Cash flows from investing activities: Capital expenditures (465) (922) Net cash used for discontinued operation (178) (90) ------------ ----------- Net cash used for investing activities (643) (1,012) ------------ ----------- Cash flows from financing activities: Net (repayments) borrowings under line-of-credit agreement (3,360) 1,569 ------------ ----------- Net cash used for financing activities (3,360) 1,569 ------------ ----------- Net increase (decrease) in cash and cash equivalents 427 (550) Cash and cash equivalents at beginning of period 176 558 ------------ ----------- Cash and cash equivalents at end of period $ 603 $ 8 ============ =========== The accompanying notes are an integral part of these financial statements. Cobra Electronics Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) The condensed 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 generally accepted accounting principles 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) EARNINGS PER COMMON SHARE: The number of common shares used in the computation of earnings per common share for the three month periods ended June 30, 1994 and 1993 include average common share equivalents of 9,217 and 0, respectively. The number of common shares used in the computation of earnings per common share for the six month periods ended June 30, 1994 and 1993 include average common share equivalents of 6,376 and 5,340, respectively. (2) PURCHASE ORDERS AND COMMITMENTS: At June 30, 1994, the Company had outstanding purchase orders with foreign suppliers totaling approximately $25.3 million compared to $30.5 million as of June 30, 1993. (3) FINANCING ARRANGEMENTS: The company has in place a secured credit agreement which extends until January 11, 1995. Management expects to have in place a new credit agreement prior to the expiration date of the current agreement. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ANALYSIS OF RESULTS OF OPERATIONS Second Quarter 1994 vs. Second Quarter 1993: - -------------------------------------------- Consolidated net sales for the second quarter of 1994 declined $2.7 million compared to the prior year second quarter. The decline reflected lower sales in both the laser/radar detector and phone answering system product lines as well as the fact that the prior year quarter included sales from the Company's former Professional Products Group, which was sold in late 1993. Partially offsetting these sales declines was a 9% increase in CB radio sales, primarily fueled by initial shipments of the Company's new line of weather-alert CB radios. Gross margin was 17.3% in the second quarter of 1994 compared to 10.3% in the prior year quarter. The improvement in margin was due primarily to a shift in sales mix to higher-margin ten-channel cordless phones and integrated laser/radar detectors. Cordless phone sales for 1994 were primarily ten-channel models, including the new, popularly-priced cordless phone with electronic voice scrambling, while sales a year ago were mainly lower-margin single channel models. The Company's higher- margin integrated laser/radar detectors, which were introduced in the third quarter of 1993, represented most of the current quarter's detector sales. Slightly offsetting these margin improvements were costs associated with expansion of the Company's consumer hotline and higher air freight charges, which were incurred to reduce large order backlogs for several popular products including the Company's new line of weather-alert CB radios. During the second quarter of 1993, the Company recorded a one-time charge of $1.1 million to cover the estimated costs of a restructuring program. Approximately 40% of the charge was for severance and termination costs related to a significant downsizing of the Company's workforce, which was implemented during the third quarter of 1993. Annual savings from this workforce reduction in payroll-related expenses were estimated to be approximately $2.1 million. The remaining portion of the restructuring charge was to cover additional one-time costs to be incurred as a result of the lower staffing levels. As of December 31, 1993, all restructuring costs had been incurred. Because of this restructuring, the Company realized payroll-related cost savings during the current quarter of approximately $600,000 compared to the prior year. In addition to the payroll-related cost savings realized during the current quarter, the majority of the remaining decline in selling, general and administrative expenses resulted from lower bad debt expense, because of favorable credit experience, and the elimination of expenses for the Professional Products Group, which was sold in late 1993. Interest expense declined almost $100,000 during the first quarter of 1994 because of lower borrowings under the Company's line-of-credit agreement. Six Months 1994 vs. Six Months 1993: - -------------------------------------------- Consolidated net sales for the six months ended June 30, 1994 declined $3.0 million compared to the prior year period. The decline is primarily due to the fact that the prior year included sales from the Company's former Professional Products Group, which was sold in late 1993. In addition, a 9% increase in sales of CB radios, including initial shipments of the Company's new line of weather-alert CBs, and a 33% increase in cordless phone sales were offset by reduced sales of both laser/radar detectors and phone answering systems. Gross margins for the first six months of 1994 were 18.3% compared to 11.7% a year ago. As was the case in the second quarter, the improvement in margin was primarily due to increased sales of higher- margin cordless phones and integrated laser/radar detectors. Selling, general and administrative expenses for the first six months of 1994 declined $2.1 million compared to the prior year. Approximately $1.2 million of the decline relates to the reduction in payroll-related expenses resulting from the workforce reduction implemented during the third quarter of 1993. The Company expects a similar level of payroll- related cost savings to be realized during the last six months of 1994. Also, contributing to the decline were lower bad debt expense, because of favorable credit experience, and the elimination of expenses for the Professional Products Group, which was sold in late 1993. Interest expense declined $146,000 during the first six months of 1994 compared to the prior year due to lower borrowings under the Company's line-of-credit agreement. LIQUIDITY AND CAPITAL RESOURCES Operating activities generated cash of $4.4 million during the first six months of 1994, primarily because of a $3.8 million reduction in accounts receivable. This reduction in accounts receivable reflected the normal seasonal pattern of lower first and second quarter sales and increased collections commensurate with higher fourth quarter sales. As a result of the cash flow generated from operating activities during the first six months of 1994, the Company was able to reduce borrowings under its line-of-credit agreement by $3.4 million from December 31, 1993. The majority of any taxes payable in 1994 will be offset by utilizing tax net operating loss carryforwards which, at December 31, 1993, totalled $49.9 million. As such, no income tax provision was recorded in the first six months of 1994. The Company has in place a secured credit agreement which extends until January 11, 1995. Management expects to have in place a new credit agreement prior to the expiration date of the current agreement. PART II OTHER INFORMATION Items 1, 2, and 3 Not Applicable. - ---------------------------------------- Item 4. Submission of Matters to a Vote of Security Holders a) The 1994 Annual Meeting of Shareholders was held on May 10, 1994. b) Not Applicable. c) The following persons were elected as Class II directors of the Company to serve until the 1997 Annual Meeting of Shareholders: Name Votes For Votes Withheld - ------------------- --------------- --------------- Samuel B. Horberg 5,266,900 146,323 Gerald M. Laures 5,271,918 141,305 d) Not Applicable. Items 5 and 6 Not Applicable. - ----------------------------- SIGNATURES 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 15, 1994