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 28, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-9487
CORCOM, INC.
(Exact name of registrant as specified in its charter)
Illinois 36-2307626
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
844 E. Rockland Road, Libertyville, Illinois 60048
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 680-7400
Not Applicable
Former name, former address, and former fiscal year, if changed
since last report.
Indicate by checkmark whether the registrant (1) has filed all
reports required to be filed section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or 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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Common Stock, No Par Value - 3,795,543 Shares as of October 22, 1996
Exhibit Index on Page 10
CORCOM, INC.
INDEX
PART I - FINANCIAL INFORMATION Page
Item 1. Financial Statements
Consolidated Condensed Balance Sheets - September 28, 1996
(Unaudited) and December 31, 1995 3
Consolidated Condensed Statements of Operations (Unaudited) -
For the Thirteen Weeks and Thirty-Nine Weeks Ended
September 28, 1996 and September 30, 1995 4
Consolidated Condensed Statements of Cash Flows (Unaudited) -
For the Thirty Nine Weeks Ended September 28, 1996 and
September 30, 1995. 5
Notes to Consolidated Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 7-9
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 11
Exhibit 11.1 - Computation of Earnings per Share 12
Exhibit 27.1 - Financial Data Schedule (EDGAR Only)
PART I. FINANCIAL INFORMATION
CORCOM, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(In Thousands, except Share Data)
September 28 December 31
ASSETS 1996 1995
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents $ 4,737 $ 887
Accounts receivable - net 4,529 5,157
Inventories - Note B 6,784 7,071
Other current assets 688 531
Total current assets 16,738 13,646
PROPERTY, PLANT & EQUIPMENT - AT COST 17,609 16,810
Less accumulated depreciation
and amortization 13,703 13,062
3,906 3,748
Deferred Income Tax Asset, Net 900
Total Assets $21,544 $17,394
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of long-term debt $ 53 $ 54
Accounts payable 1,892 1,023
Other accrued liabilities 1,380 1,690
Total current liabilities 3,325 2,767
LONG-TERM DEBT 121 162
STOCKHOLDERS' EQUITY
Common stock, no par value:
Authorized 10,000,000 shares;
issued - 3,795,543 shares in 1996
and 3,740,543 shares in 1995 14,031 13,942
Retained Earnings 4,152 551
Accumulated exchange rate adjustments (85) (28)
18,098 14,465
Total liabilities & stockholders'
equity $21,544 $17,394
See notes to Consolidated Condensed Financial Statements.
CORCOM, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(In Thousands, except Share Data)
Thirteen Weeks Ended Thirty Nine Weeks Ended
--------------------------- ---------------------------
Sept 28, 1996 Sept 30, 1995 Sept 28, 1996 Sept 30, 1995
------------- ------------- ------------- -------------
Net Sales $7,626 $7,729 $24,446 $22,340
Costs and expenses
Cost of sales 4,814 4,815 15,278 14,018
Engineering expenses 302 327 912 946
Selling , administrative and
other expenses 1,775 1,782 5,488 5,165
Interest expense 3 5 11 65
Interest income (34) (6) (81) (7)
6,860 6,923 21,608 20,187
Earnings before income taxes 766 806 2,838 2,153
Income taxes (268) 53 (763) 153
Net earnings $1,034 $753 $3,601 $2,000
Average number of common
and common equivalent
shares outstanding 3,984,724 3,922,580 3,968,707 3,837,496
Net earnings per common
and common equivalent
share - Note C $0.26 $0.19 $0.91 $0.52
Cash dividends have not been declared in the periods covered by these
statements.
See notes to Consolidated Condensed Financial Statements.
CORCOM, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In Thousands)
Thirty-Nine Weeks Ended
September 28, September 30,
1996 1995
OPERATING ACTIVITIES
Net cash flows from operating activities $4,667 $1,471
INVESTING ACTIVITIES
Additions to property, plant, and equipment, net (864) (1,105)
FINANCING ACTIVITIES
Stock options exercised 89 95
Repayments of notes payable and long-term debt (272) (603)
Proceeds from borrowings under notes payable
and long term debt 230 227
Change in cash overdraft 77
TOTAL FINANCING ACTIVITIES 47 (204)
INCREASE IN CASH AND CASH EQUIVALENTS 3,850 162
Cash and cash equivalents at beginning of year 887 202
CASH AND CASH EQUIVALENTS AT END OF PERIOD $4,737 $364
See notes to Consolidated Condensed Financial Statements
CORCOM, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01
of Regulation S-X. Accordingly, they do not include all of the information
and disclosures required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the thirty-nine weeks
ended September 28,1996 are not necessarily indicative of the results that
may be expected for the year ending December 31, 1996. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's annual report on Form 10-K for the year
ended December 31, 1995.
NOTE B - INVENTORIES
Major classes of the Company's inventories are as follows (in thousands):
September 28, 1996 December 31, 1995
Finished products $2,807 $3,033
Materials and work-in-process 3,977 4,038
$6,784 $7,071
NOTE C - EARNINGS PER SHARE
Net earnings per common and common equivalent share are based upon the
weighted average number of shares of common stock and common stock
equivalents (dilutive stock options) outstanding during each period. Primary
and fully diluted amounts per share are the same for each period presented.
NOTE D - INCOME TAXES
The provision for income taxes in 1996 as a percentage of earnings before
income taxes is less than the federal statutory rate due principally to the
effect of utilization of net operating loss carryovers.
The components of the net deferred tax asset, tax effected, recognized in the
accompanying balance sheet as of September 28, 1996 are as follows (in
thousands):
Deferred tax asset $2,729
Less valuation allowance (1,829)
Net deferred tax asset $ 900
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Results of Operations - Third Quarter 1996 vs. Third Quarter 1995
Net sales for the third quarter of 1996 were $7,626,000, a decrease of 1.3%
from the $7,729,000 reported in the third quarter of 1995. This decrease
was the combined result of a 5.8% decrease in shipments to North American
customers and a 28.9% increase in shipments to European customers. The
decrease in North American shipments came despite a 9.0% increase in basic
product demand (as measured by total product deliveries to end users by
both the Company and its distributors) as a result of a decrease in
distributors' inventories of Company products. The increase in European
shipments is attributable to the more stringent 1996 European RFI/EMI
testing regulations which went into effect January 1st of this year. There
were no appreciable price changes year to year.
Cost of sales for the current quarter was 63.1% of net sales compared to
62.3% for the third quarter of 1995. This increase was the result of
inflationary cost increases at the Company's North American manufacturing
facilities in Mexico. Since a portion of the Company's costs are peso-based,
the Company's manufacturing costs could rise further if the value of the peso
increases relative to the dollar, or if inflation in Mexico escalates further.
Engineering expenses, at $302,000 in the third quarter of 1996, were slightly
lower than the $327,000 reported in the third quarter of 1995 as a result of
lower safety agency fees in the current period. Selling, administrative, and
other expenses, at $1,775,000 in the third quarter of 1996, were approximately
the same as the $1,782,000 reported in the third quarter of 1995
Interest expense was minimal in the third quarter of 1996 as it was in the
third quarter of 1995. The only interest expense which the company is
currently incurring is on certain low-interest leases. Interest income, at
$34,000 for the third quarter of 1996, was higher than the $6,000 recorded in
the third quarter of 1995 as a result of the greater amount of cash invested
in the current period.
The Company's pre-tax earnings for the third quarter of 1996 were $766,000 as
compared with $806,000 for the third quarter of 1995. The principal reason
for the decrease was the decline in sales noted above.
The Company recorded a net income tax credit of $268,000 in the third quarter
of 1996 as compared to a net income tax expense of $53,000 in the third
quarter of 1995. The principal component of the 1996 credit was a $300,000
reversal of part of the valuation allowance which existed as of December 31,
1995 as related to existing tax net operating loss (NOL) carryforwards. As
the uncertainty of realizing the benefits of these NOL's lessened after a
profitable third quarter, the need to keep a valuation allowance lessened as
well, and 25% of the estimated full year 1996 valuation allowance reversal
was taken in the third quarter of 1996.
After tax, the Company's net earnings for the third quarter of 1996 were
$1,034,000 ($.26 per share). This compares to net earnings in the year-ago
period of $753,000 ($.19 per share). The average number of common and common
equivalent shares outstanding as of September 28, 1996 were 3,984,724, an
increase of 62,144 from the 3,922,580 shares reported as of September 30,
1995. The increase was the result of the issuance of additional shares on
exercise of stock options by certain key employees and directors over the
past year and the dilutive effect of existing unexercised stock options.
Results of Operations - Nine Months 1996 vs. Nine Months 1995
CORCOM's net sales for the first nine months of 1996 were $24,446,000, an
increase of 9.4% from the $22,340,000 reported for the first nine months of
1995. This increase was the result of volume increases in the Company's
North American and European commercial filter businesses. North American
revenue represented over 74% of total revenue in the first nine months of
1996 and was up 4.1% over the comparable number in 1995 as a result of the
continued strength of this segment of the overall electronics market.
European sales, which represents approximately 23% of total nine months 1996
revenue, was up 39% in 1996 over 1995. This increase is attributable to the
more stringent 1996 European RFI/EMI testing regulations which went into
effect January 1st of this year. There were no appreciable price changes
year to year.
Cost of sales for the first nine months of 1996 were 62.5% of net sales,
compared to 62.7% for the year ago period. Certain peso-based costs at the
Company's main manufacturing plant in Juarez, Mexico have increased year to
year as a result of the inflation in this currency over the past year. This
cost increase, however, has been offset by the contribution margin of the
increased sales volume in 1996. Since a portion of the Company's costs are
peso-based, the Company's manufacturing costs could rise further if the value
of the peso increases relative to the dollar, or if inflation in Mexico
escalates further.
Engineering expenses, at $912,000 in the first nine months of 1996, were
slightly lower than the $946,000 reported in the first nine months of 1995.
Selling, administrative and other expenses rose in 1996 to $5,488,000 from
the $5,165,000 reported in the first nine months of 1995. The largest
components of this increase were higher commission expenses on the higher
level of volume, and increased incentive compensation costs computed on the
higher level of earnings.
Interest expense was $11,000 in the first three quarters of 1996 as compared
to $65,000 in the first three quarters of 1995, the result of lower borrowings
in the current period. Interest income was $81,000 for the first nine months
of 1996 as compared to $7,000 for the comparable 1995 period as a result of
the higher amount of cash invested in the current period.
The Company's pre-tax earnings for the first three quarters of 1996 were
$2,838,000 as compared with $2,153 ,000 for the first three quarters of 1995.
The reasons for the improvement are discussed above.
The Company recorded a net income tax credit of $763,000 in the first nine
months of 1996 as compared to a net income tax expense of $153,000 in the
first nine months of 1995. The principal component of the 1996 credit was a
$900,000 reversal of part of the valuation allowance which existed as of
December 31, 1995 as related to existing tax net operating loss (NOL)
carryforwards. As the uncertainty of realizing the benefits of these NOL's
lessened after a profitable nine months, the need to keep a valuation
allowance lessened as well, and 75% of the estimated full year 1996 valuation
allowance reversal was taken in the first three quarters of 1996.
After tax, the Company's net earnings for the first nine months of 1996 were
$3,601,000 ($.91 per share). This compares to net earnings in the year ago
period of $2,000,000 ($.52 per share). The average number of common and
common equivalent shares outstanding for the first nine months of 1996 were
3,968,707, an increase of 131,211 from the 3,837,496 average shares reported
for the first nine months of 1995. The increase was the result of the
issuance of additional shares on exercise of stock options by certain key
employees over the past year and the dilutive effect of existing unexercised
stock options.
Liquidity and Capital Resources
As of September 28, 1996, the company had cash reserves on hand of $4,737,000
as compared to $887,000 cash on hand as of December 31, 1995. In addition to
current cash reserves, the Company's loan agreement with American National
Bank and Trust Company of Chicago is still in place. This agreement is a one
year, unsecured line of credit with maximum borrowings of $4,000,000, or 80%
of eligible accounts receivable, whichever is less. Interest on this loan is
the Company's choice of either LIBOR plus one hundred fifty basis points, or
the Bank's prime rate. This agreement runs through December 31, 1996. There
were no borrowings against this agreement as of September 28, 1996.
The Company does not believe it will need to identify additional sources of
capital over the next year and feels that current cash reserves, cash provided
by operating activities, and the existing credit facility will be sufficient
to meet its operating needs and capital resource requirements.
PART II. OTHER INFORMATION
CORCOM, INC.
Item 6. Exhibits and Reports on Form 8-K
(a.) Exhibit No. Description
11.1 Computation of Earnings per Share
27.1 Financial Data Schedule (EDGAR only)
(b.) The Company did not file any reports on Form 8-K during the quarterly
period ended September 28, 1996
CORCOM, INC.
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.
Corcom, Inc.
Dated: October 24, 1996 s/s Thomas J. Buns
By: Thomas J. Buns
Vice President and Treasurer
(Principal Financial Officer)