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, 1997 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 $.33 1/3 Per Share Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ----- ----- Number of shares of Common Stock of Registrant outstanding at November 6, 1997: 6,217,166 PART I FINANCIAL INFORMATION Item 1. Financial Statements Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Statements of Operations (in thousands, except per share amounts) For the Three For the Nine Months Ended Months Ended (Unaudited) (Unaudited) -------------------- -------------------- Sept.30, Sept.30, Sept.30, Sept.30, 1997 1996 1997 1996 -------- -------- -------- -------- Net sales............$ 31,353 $ 25,388 $ 78,740 $ 66,055 Cost of sales........ 24,585 20,657 62,764 54,056 -------- -------- -------- ------- Gross profit....... 6,768 4,731 15,976 11,999 Selling, general and administrative expense............ 5,022 3,873 12,303 10,912 -------- -------- -------- ------- Operating income.... 1,746 858 3,673 1,087 Other income(expense): Interest expense... (357) (352) (928) (1,275) Gain on sale of building........... 1,132 --- 1,132 -- Other, net......... 104 (96) 90 299 -------- -------- -------- ------- Income before taxes.. 2,625 410 3,967 111 Provision (benefit) for taxes.......... --- --- --- --- -------- -------- --------- -------- Net income ..........$ 2,625 $ 410 $ 3,967 $ 111 ======== ======== ========= ======== Net income per share.$ 0.40 $ 0.07 $ 0.62 $ 0.02 ======== ======== ========= ======== Weighted average number of common shares and common share equivalents outstanding........ 6,532 6,271 6,423 6,278 ======== ======== ========= ======= Cash dividends....... None None None None ======== ======== ========= ======== See notes to condensed consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Balance Sheets (dollars in thousands) As of Sept.30, As of 1997 December 31, (Unaudited) 1996 ------------- ------------ ASSETS: Current assets: Cash.......................$ 878 $ 2,606 Receivables, less allowance for doubtful accounts of $735 at Sept.30, 1997, and $792 at December 31, 1996...................... 21,252 12,314 Inventories, primarily finished goods.............. 19,130 15,418 Other current assets........ 1,078 733 ------------ ------------ Total current assets........ 42,338 31,071 ------------ ------------ Property, plant and equipment, at cost: Land........................ 330 482 Building and improvements... 3,553 5,804 Tooling and equipment....... 10,983 10,091 ------------ ------------ 14,866 16,377 Accumulated depreciation and amortization.......... (9,756) (10,244) ------------- ------------- Net property, plant and equipment................. 5,110 6,133 ------------ ------------ Other assets.................. 5,150 5,392 ------------ ------------ Total assets..................$ 52,598 $ 42,596 ============ ============ See notes to condensed consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Balance Sheets (dollars in thousands) As of Sept.30, As of 1997 December 31, (Unaudited) 1996 ----------- ----------- LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities: Accounts payable............$ 6,579 $ 3,335 Accrued salaries and commissions................ 3,181 2,333 Accrued advertising and sales promotion costs........... 1,204 654 Accrued product warranty costs 4,421 2,838 Other accrued liabilities.... 1,674 1,446 Short-term debt............. 12,604 13,277 ----------- ----------- Total current liabilities... 29,663 23,883 ----------- ----------- Shareholders' equity: Preferred stock, $1 par value, shares authorized- 1,000,000; none issued.... --- --- Common stock, $.33 1/3 par value,12,000,000 shares authorized; 7,039,100 issued and 6,093,773 outstanding at Sept.30, 1997 and 6,241,648 outstanding at December 31, 1996...................... 2,345 2,345 Paid-in capital............. 21,414 22,062 Retained earnings........... 5,547 1,580 ----------- ----------- 29,306 25,987 Treasury stock, at cost..... (6,371) (5,450) Note receivable from officer's exercise of stock options -- (1,824) ------------ ------------ Total shareholders' equity.. 22,935 18,713 ------------ ------------ Total liabilities and share- holders' equity.............$ 52,598 $ 42,596 ============ ============ See notes to condensed consolidated financial statements. Cobra Electronics Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (dollars in thousands) For the Nine Months Ended (Unaudited) ---------------------------- Sept.30, Sept.30, 1997 1996 ---------- --------- Cash flows from operating activities: Net income from operations $ 3,967 $ 111 Adjustments to reconcile net income from operations to net cash provided by (used for) operating activities: Depreciation and amortization 2,159 2,214 Gain on sale of building (1,132) -- Changes in assets and liabilities: Receivables.................. (8,938) (2,886) Inventories.................. (3,712) 4,155 Other current assets......... (401) 53 Other assets................. (676) 499 Accounts payable............. 3,244 (414) Accrued liabilities.......... 3,209 534 -------- --------- Net cash provided by (used for) operating activities......... (2,280) 4,266 --------- --------- Cash flows from investing activities: Capital expenditures........... (1,029) (709) Proceeds from sale of building. 1,999 1,095 Net cash used for discontinued operations..................... 69 --------- --------- Net cash provided by investing activities................... 970 455 --------- --------- Cash flows from financing activities: Net repayments under line-of-credit agreement..... (673) (4,603) Transactions related to exercise of options, net.............. 255 8 --------- --------- Net cash used for financing activities......... (418) (4,595) --------- --------- Net increase (decrease) in cash.. (1,728) 126 Cash at beginning of period...... 2,606 1,299 --------- --------- Cash at end of period............ $ 878 $ 1,425 ========= ========= Supplemental disclosure of cash flow information Cash paid during the nine months ended September 30 for: Interest $ 908 $ 1,299 Taxes 188 35 See notes to condensed consolidated 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. The Condensed Consolidated Balance Sheet as of December 31, 1996 has been derived from the audited consolidated balance sheet as of that date. 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, 1997, the Company had outstanding purchase orders with suppliers totaling approximately $26.7 million compared to $25.2 million as of September 30, 1996. (2) INCOME TAXES No income tax provision is required due to net operating loss carryforwards which amounted to $40 million as of December 31, 1996. (3) RECENT ACCOUNTING PRONOUNCEMENT In June 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 131, "Disclosure about Segments of an Enterprise and Related Information". This statement establishes standards for the way public business enterprises report information about operating segments. It also establishes standards for related disclosures about products and services, geographic areas, and major customers. This statement is effective for the Company's financial statement for the year ended December 31, 1997 and the Company does not expect the adoption of SFAS 131 to materially effect the financial statement presentation. In June 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 130, "Reporting Comprehensive Income". This statement establishes standards for reporting and display of comprehensive income in financial statements. All components of comprehensive income shall be reported in the financial statements for the period in which they are recognized. A total amount for comprehensive income shall be displayed in the financial statement where the components of other comprehensive income are reported. This statement divides comprehensive income into net income and other comprehensive income. Other comprehensive income shall be classified separately into foreign currency items, minimum pension liability adjustments, and unrealized gains and losses on certain investments in debt and equity securities. The accumulated balance of other comprehensive income shall be reported in the equity section of the balance sheet separately from retained earnings and additional paid-in-capital. This statement is effective for the Company's financial statement for the year ended December 31, 1997 and the Company does not expect the adoption of SFAS 130 to materially effect the financial statement presentation. In February 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 128, "Earnings Per Share". This statement establishes standards for computing and presenting earnings per share ("EPS") and applies to all entities with publicly held common stock or potential common stock. This statement replaces the presentation of primary EPS and fully diluted EPS with a presentation of basic EPS and diluted EPS, respectively. Basic EPS excludes dilution and is computed by dividing earnings available to common stockholders by the weighted-average number of common shares outstanding for the period. Similar to fully diluted EPS, diluted EPS reflects the potential dilution of securities that could share in the earnings. This statement is effective for the Company's financial statement for the year ended December 31, 1997 and is not expected to have a material effect on the Company's reported EPS amounts. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ANALYSIS OF RESULTS OF OPERATIONS Third Quarter 1997 vs. Third Quarter 1996: - ------------------------------------------ Sales for the third quarter of 1997 increased $6.0 million, or 23.5 percent, to $31.4 million from $25.4 million for the same period a year ago. The higher sales were due to a 46 percent increase in sales of mobile electronics products. This reflected strong demand for the company's new CBs with its exclusive, patent pending SoundTracker technology as well as a surge in radar detector shipments both domestically and internationally. The domestic radar market detector business was up because of the success of an all new product line-up for 1997. Internationally, the company's business benefitted from a strong demand for radar detectors in Russia as well as from steady sales of CB, radar detectors and telecom products into Canada, South America and Europe, which are the company's other principal international markets. Partially offsetting the increase in mobile electronics sales was a drop of 8 percent in telecommunication sales due to lower sales of both 25-channel integrated cordless phone answering systems and factory reconditioned products. The main reason for the lower factory reconditioned product sales was agreements with the company's vendors that allow product returned from the company's customers to be returned to the vendor for partial credit towards future purchases. Gross margin for the third quarter of 1997 increased to 21.6 percent from 18.6 percent in the prior year's quarter primarily due to an improvement in sales mix of higher margin CB and radar detector products. Selling, general and administrative expenses increased $1.1 million in the third quarter of 1997 from the same period a year ago, and increased as a percentage of net sales from 15.3% for the third quarter of 1996 to 16.0% for the third quarter of 1997. Variable selling expenses increased because of the higher sales volume. Fixed selling and marketing expenses increased primarily as a result of the addition of a senior vice president of marketing and sales, a newly created position, in February 1997 and higher promotional expenditures mainly to promote the new SoundTracker technology. The expenses of the chief operating officer, who joined the Company in July 1997, and who will replace the current chief executive officer when he retires at the end of 1997, and higher bonus expense also contributed to the increase in selling, general and administrative costs. In third quarter of 1997 the company recorded a gain of $1.1 million for the sale of a building, which was not needed for operations and was being leased to an outside party. Other income for the third quarter of 1997 was $104,000 compared to other expense of $96,000 in the prior year primarily due to income earned on the cash surrender value of life insurance. Nine Months 1997 vs. Nine Months 1996: - ------------------------------------- Sales for the nine months ended September 30, 1997 increased $12.7 million, or 19.2 percent, to $78.7 million from $66.0 million for the nine months ended September 30, 1996. Sales of mobile electronics products increased 45 percent due to strong demand for the company's new CBs with its exclusive, patent pending SoundTracker technology as well as a surge in radar detector shipments both internationally and domestically, as discussed above. Partially offsetting the increase in mobile electronics sales was a 28 percent decline in telecommunication sales due to lower sales of both 25-channel products to several large retail customers and, as discussed above, factory reconditioned product. Gross margin increased to 20.3% for the nine months ended September 30, 1997 from 18.2% in the prior year period. This improvement was due primarily to a more favorable product mix because of higher CB and detection system sales. In addition, repair costs on returned proucts declined, resulting from agreements with the Company's vendors that allow product returned from the Company's customers to be returned to the vendor for partial credit towards future purchases. Partially offsetting these favorable variances was a $742,000 increase in air freight incurred mainly to satisfy the strong demand for CBs with the new SoundTracker system. Normally, the company uses significantly less expensive ocean freight to import its products. Selling, general and administrative expenses increased $1.4 million for the nine months ended September 30, 1997 from the same period a year ago, and as a percentage of net sales decreased to 15.6% from 16.5% for the year ago period. Sales and marketing expenses increased due to: higher variable expenses resulting from the increase in sales volume; the addition of a senior vice president of marketing and sales, a newly created position, in February 1997; and increased promotional spending mainly to promote the new SoundTracker technology. In addition, higher bonus expense in 1997 and lower bad debt expense in 1996 due to an improvement in the quality of the receivable portfolio and favorable collections experience also contributed to the increase in selling, general and administrative expenses. Interest expense for the period decreased $347,000 compared to the prior year. Debt levels declined due to lower average inventory and receivable levels during the period. In 1997 the company recorded a gain of $1.1 million for the sale of a building, which was not needed for operations and was being leased to an outside party. Other income of $90,000 for the nine months ended September 30, 1997 compared to other income of $299,000 in the prior year. Prior years other income included a gain of $373,000 from a suit against a former distributor for violation of a licensing agreement. LIQUIDITY AND CAPITAL RESOURCES Cash flows used in operating activities were $2.3 million for the nine months ended September 30, 1997. Receivables increased because of higher sales during the third quarter of 1997 compared to the fourth quarter of 1996. Inventories increased in anticipation of sales in the fourth quarter, which is a heavier shipping period than the first quarter. Accordingly, accounts payable increased due to an increase in unpaid letters of credit. Accrued liabilities increased due to an increase in warranty reserves as a result of the increased sales volume. Cash flows provided by investing activities were $970,000. Capital expenditures represents primarily tooling at overseas suppliers. The company received approximately $2 million for the sale of a building, which was not needed for operations and was being leased to an outside party. Cash flows provided by and used for financing activities primarily reflects changes in the company's borrowing requirements under its line-of-credit agreement. At September 30, 1997 the company had approximately $5.6 million of unused credit line. In August 1997, the company repurchased 300,000 shares of its common stock. These shares, owned by the president and chief executive officer had been part of a total of 375,000 shares purchased by the executive through the exercise of options in 1990. Pursuant to an employment agreement, the company loaned the executive $1.25 million for the share purchase. The company paid for the purchased shares by canceling the executive's indebtedness to the company in the amount of approximately $1.9 million, which included the $1.25 million plus accrued interest. PART II OTHER INFORMATION Items 1, 2, 3, 4, and 5 Not Applicable. - ----------------------------------------- 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 Dated: November 13, 1997