SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED FEBRUARY 28, 1997 COMMISSION FILE NUMBER 0-9061 ELECTRO RENT CORPORATION Exact name of registrant as specified in its charter CALIFORNIA 95-2412961 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6060 SEPULVEDA BOULEVARD VAN NUYS, CALIFORNIA 91411-2501 (Address of principal executive offices) (Zip code) (818) 786-2525 (Registrant's telephone number, including area code) 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 At March 24, 1997 registrant had 12,021,496 shares of common stock outstanding. ELECTRO RENT CORPORATION FORM 10-Q FEBRUARY 28, 1997 TABLE OF CONTENTS Page Part I: FINANCIAL INFORMATION Condensed Consolidated Statements of Income for the Three Months and Nine Months Ended February 28(29), 1997 and 1996 3 Condensed Consolidated Balance Sheets at February 28, 1997 and May 31, 1996 4 Condensed Consolidated Statements of Cash Flows for the Nine Months Ended February 28(29), 1997 and 1996 5 Notes to Condensed Consolidated Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II: OTHER INFORMATION 8 SIGNATURES 9 Page 2 ELECTRO RENT CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (000 omitted except per share data) Three Months Ended Nine Months Ended February 28 (29) February 28 (29) 1997 1996 1997 1996 -------- -------- --------- --------- Revenues: Rentals and leases $ 32,010 $ 29,447 $ 96,881 $ 87,885 Sales of equipment and other revenues 4,794 4,464 16,045 14,950 -------- -------- --------- --------- Total revenues 36,804 33,911 112,926 102,835 -------- -------- --------- --------- Costs and expenses: Depreciation of equipment 11,440 10,450 33,591 30,264 Costs of revenues other than depreciation 4,613 4,905 15,409 15,720 Selling, general and administrative expenses 10,679 9,540 31,201 28,617 Interest 173 754 705 1,898 -------- -------- --------- --------- Total costs and expenses 26,905 25,649 80,906 76,499 -------- -------- --------- --------- Income before income taxes 9,899 8,262 32,020 26,336 Income taxes 4,058 3,329 13,127 10,739 -------- -------- --------- --------- Net income $ 5,841 $ 4,933 $ 18,893 $ 15,597 ======== ======== ========= ========= Net income per common and common equivalent share $ 0.47 $ 0.40 $ 1.52 $ 1.27 ======== ======== ========= ========= Average common and common equivalent shares outstanding 12,466 12,376 12,440 12,328 ======== ======== ========= ========= <FN> See accompanying notes to condensed consolidated financial statements. Page 3 ELECTRO RENT CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (000 omitted) ASSETS February 28 May 31 1997 1996 --------- --------- Cash $ 485 $ 1,394 Accounts receivable, net 21,588 20,598 Rental and lease equipment, net of accumulated depreciation 132,719 122,206 Other property, net of accumulated depreciation and amortization 19,341 19,323 Other 7,240 7,907 --------- --------- $ 181,373 $ 171,428 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Bank borrowings $ 8,100 $ 16,800 Accounts payable 17,678 16,433 Accrued expenses 10,231 11,876 Deferred income taxes 11,304 11,696 --------- --------- Total liabilities 47,313 56,805 --------- --------- Shareholders' equity Common stock 9,985 9,441 Retained earnings 124,075 105,182 --------- --------- Total shareholders' equity 134,060 114,623 --------- --------- $ 181,373 $ 171,428 ========= ========= <FN> See accompanying notes to condensed consolidated financial statements. Page 4 ELECTRO RENT CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (000 omitted) Nine Months Ended February 28 (29) 1997 1996 --------- --------- Cash flows from operating activities: Net income $ 18,893 $ 15,597 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 34,693 31,311 Provision for losses on accounts receivable 605 502 Gain on sale of equipment (4,169) (4,130) Change in operating assets and liabilities: Increase in accounts receivable (1,595) (3,880) Decrease in other assets 420 339 Decrease in accounts payable (869) (230) Increase (decrease) in accrued expenses (1,645) 840 Decrease in deferred income taxes (392) (1,626) --------- --------- Net cash provided by operating activities 45,941 38,723 --------- --------- Cash flows from investing activities: Proceeds from sale of equipment 13,912 13,119 Payments for purchase of rental and lease equipment (51,733) (40,678) Payments for purchase of other property (873) (1,194) --------- --------- Net cash used in investing activities (38,694) (28,753) --------- --------- Cash flows from financing activities: Decrease in short-term bank borrowings (8,700) (10,800) Proceeds from issuance of common stock 544 702 Payments for repurchase of common stock - (6) --------- --------- Net cash used in financing activities (8,156) (10,104) --------- --------- Net decrease in cash (909) (134) Cash at beginning of period 1,394 432 --------- --------- Cash at end of period $ 485 $ 298 ========= ========= <FN> See accompanying notes to condensed consolidated financial statements. Page 5 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1 -- Basis of Presentation - ----------------------------------- The unaudited consolidated financial statements are condensed and do not contain all information required by generally accepted accounting principles to be included in a full set of financial statements. The condensed consolidated financial statements include Electro Rent Corporation and the accounts of its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. The information furnished reflects all adjustments which are, in the opinion of management, necessary to a fair statement of the financial position and the results of operations of the Company. All such adjustments are of a normal recurring nature. 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 those estimates. Note 2 -- Net Income Per Common and Common Equivalent Share - ----------------------------------- Earnings per share were computed based on the weighted average number of common and common equivalent shares outstanding of 12,466,000 and 12,376,000 for the three month periods ended February 28 (29), 1997 and 1996, and 12,440,000 and 12,328,000 for the nine month periods ended February 28 (29), 1997 and 1996, respectively. Note 3 -- Interest and Income Taxes Paid - ------------------------------------------- Total interest paid during the nine month period ended February 28 (29), 1997 and 1996 was $700,000 and $1,943,000, respectively. Total income taxes paid during the nine month period ended February 28 (29), 1997 was $15,613,000 compared to $11,598,000 during the same period in the prior year. Note 4 -- Noncash Investing and Financing Activities - ------------------------------------------------------- The Company acquired equipment totaling $17,946,000 and $15,832,000 as of February 28, 1997 and May 31, 1996, respectively, and $11,092,000 and $10,143,000 as of February 29, 1996 and May 31, 1995, respectively, which was paid for during subsequent quarters. Note 5 -- Capital Leases - ---------------------------- The Company has certain customer leases providing bargain purchase options with a portion of lease revenue deferred until option exercise. At February 28, 1997 investment in sales-type leases of $660,000 net of deferred interest of $42,000 is included in other assets. Interest income is recognized over the life of the lease using the interest method. Page 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations - -------------------------------------------------------------------- Results of Operations Total revenues increased 8.5% to $36,804,000 for the three month period ended February 28, 1997, over the same period last year, due to an 8.7% increase in rental and lease revenues and a 7.3% increase in sales and other revenues. For the nine months ended February 28, 1997, total revenues increased 9.8% to $112,926,000, as a result of 10.2% higher rental and lease revenues and a 7.3% increase in sales and other revenues. The increase in rental and lease revenues for the three and nine month periods is due primarily to increases in personal computer rental and lease contracts and the LDI Computer Rentals acquisition in March 1997. Sales of used equipment increased in the three and nine month periods is due to higher availability of personal computers from lease returns and greater demand for test equipment. For the three and nine month periods ended February 28 (29), 1997, depreciation expense increased 9.4% and 11.0%, respectively, as compared to the same prior year periods, due to increases in the pool of equipment for rental and lease. Costs of revenues other than depreciation decreased 6.0% for the third quarter, and 2.0% year to date, primarily as a result of a reduction in repair parts and outside equipment service. For the three and nine month periods ended February 28, 1997, selling, general and administrative expenses increased 11.9% and 9.0%, respectively, as compared with the same periods in fiscal 1996, primarily due to an increase in the number of employees related to new office openings, the LDI Computer Rentals acquisition and a need to build depth in the organization. Interest expense decreased 77% and 63%, for the three and nine month periods ended February 28 (29), 1997, respectively, as a result of lower borrowings due to strong cash flows. Financial Condition and Liquidity - ----------------------------------- During the first nine months of fiscal 1997, net cash provided by operating activities was $45,941,000, compared to $38,723,000 for the same period last year. This increase can be substantially attributed to increased net income and depreciation, partially offset by a decrease in accrued expenses. Net cash used in investing activities for the nine month period increased from $28,753,000 in fiscal 1996 to $38,694,000 in fiscal 1997, primarily due to substiantially greater payments for purchase of rental and lease equipment. Short-term bank borrowings decreased $8,700,000 during the first nine months of fiscal 1997 as a result of continued positive cash flows, which compared with a $10,800,000 decrease in the prior year period. The Company expects cash flows from operating activities as recorded in the first nine months to continue at approximately the same levels for the rest of the fiscal year, if the Company's average equipment utilization and rental yield continue to remain at the comparatively high levels experienced during the the first three quarters. While this is a positive indicator for future periods, the Company must continue to purchase substantial amounts of new product to meet customers' demands for technologically up-to-date equipment. As part of its strategy for internal growth, the Company has committed to increased purchases of high utilization test and measurement equipment over the next six to nine months. Part II. OTHER INFORMATION - ---------------------------- Items 1. through 3. - ---------------------------- Nothing to report. Item 4. Submission of Matters to a Vote of Security Holders Nothing to report. Item 5. - ---------------------------- Nothing to report. Item 6. Exhibits and Reports on Form 8-K - ------------------------------------------- Nothing to report. Page 9 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 thereto duly authorized. ELECTRO RENT CORPORATION DATED: March 26, 1997 /s/ Daniel Greenberg Daniel Greenberg Chairman and Chief Executive Officer DATED: March 26, 1997 /s/ William Weitzman William Weitzman President and Chief Operating Officer DATED: March 26, 1997 /s/ Craig R. Jones Craig R. Jones Vice President and Chief Financial Officer Page 10