UNITED STATES
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 quarterly period ended December 31, 1999
Commission File Number: 0-13763
TECHNOLOGY RESEARCH CORPORATION
_______________________________
(Exact name of registrant as specified in its charter)
Florida 59-2095002
_______________________________ ________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No,)
5250 140th Avenue North, Clearwater, Florida 33760
____________________________________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (727) 535-0572
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 a 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.
Class Outstanding at January 28, 2000
____________________________ _______________________________
Common stock, $.51 par value 5,455,756
TECHNOLOGY RESEARCH CORPORATION
INDEX
Part I - Financial Information Page
Condensed Consolidated Balance Sheets
- December 31, 1999 and March 31, 1999............................... 1
Condensed Consolidated Statements of Income
- Three months and nine months ended December 31, 1999
and December 31, 1998.............................................. 2
Condensed Consolidated Statements of Cash Flows
- Nine months ended December 31, 1999 and December 31, 1998.......... 3
Notes to Condensed Consolidated Financial Statements...................... 4
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations.............................. 5
Item 3 - Quantitative and Qualitative Disclosure Regarding Market Risk.... 7
Part II - Other Information
Item 1 - Legal Proceedings................................................ 8
Item 2 - Changes in Securities............................................ 8
Item 3 - Defaults Upon Senior Securities.................................. 8
Item 4 - Submission of Matters to a vote of Shareholders.................. 8
Item 5 - Other Information................................................ 8
Item 6 - Exhibits and Reports on Form 8-K................................. 8
Signatures................................................................ 9
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
TECHNOLOGY RESEARCH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31 March 31
1999 1999
------------ ---------
ASSETS (unaudited) *
Current assets:
Cash and cash equivalents $ 2,312,190 1,653,952
Accounts receivable, net 2,628,574 3,120,256
Income tax receivable 40,170 332,422
Inventories:
Raw material 3,854,659 3,800,340
Work in process 463,811 242,683
Finished goods 1,252,487 681,159
---------- ----------
Total inventories 5,570,957 4,724,182
Prepaid expenses 41,302 75,804
Deferred income taxes 469,261 515,010
---------- ----------
Total current assets 11,062,454 10,421,626
---------- ----------
Property, plant, and equipment 9,100,182 9,806,134
Less accumulated depreciation 4,685,029 5,205,162
---------- ----------
Net property, plant, and equipment 4,415,153 4,600,972
---------- ----------
Other assets 83,841 123,577
---------- ----------
$ 15,561,448 15,146,175
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ - 2,525,100
Accounts payable 748,695 649,252
Accrued expenses 285,648 331,984
Dividends payable 70,412 15,613
---------- ----------
Total current liabilities 1,104,755 3,521,949
Long-term debt, excluding current installments 2,500,000 56,250
---------- ----------
Total liabilities 3,604,755 3,578,199
---------- ----------
Stockholders' equity:
Common stock 2,782,435 2,782,435
Additional paid-in capital 7,528,473 7,528,473
Retained earnings 1,645,785 1,257,068
---------- ----------
Total stockholders' equity 11,956,693 11,567,976
---------- ----------
$ 15,561,448 15,146,175
========== ==========
<FN>
See accompanying notes to condensed financial statements.
</FN>
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TECHNOLOGY RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three Months Ended Nine Months Ended
December 31 December 31
1999 1998 1999 1998
---------- ---------- ---------- ----------
Operating revenues:
Net sales $ 3,981,788 3,688,881 12,155,709 12,865,743
Royalties 24,634 25,517 71,659 69,088
---------- ---------- ---------- ----------
4,006,422 3,714,398 12,227,368 12,934,831
---------- ---------- ---------- ----------
Operating expenses:
Cost of sales 2,755,532 2,859,268 8,228,881 9,327,193
Selling, general, and administrative 781,654 748,991 2,430,845 2,348,815
Research, development and engineering 240,926 243,071 787,615 824,550
---------- ---------- ---------- ----------
3,778,112 3,851,330 11,447,341 12,500,558
---------- ---------- ---------- ----------
Operating income 228,310 (136,932) 780,027 434,273
---------- ---------- ---------- ----------
Other income (deductions):
Interest and sundry income 24,116 61,240 62,544 101,200
Interest expense (41,649) (84,284) (131,564) (183,267)
Loss on disposal of asset (20,174) - (20,174) -
---------- ---------- ---------- ----------
(37,707) (23,044) (89,194) (82,067)
---------- ---------- ---------- ----------
Income (loss) before income taxes 190,603 (159,976) 690,833 352,206
Income tax expense (benefit) 77,000 (89,975) 193,000 98,336
---------- ---------- ---------- ----------
Net income (loss) $ 113,603 (70,001) 497,833 253,870
========== ========== ========== ==========
Basic earnings (loss) per share $ 0.02 (0.01) 0.09 0.05
========== ========== =========== =========
Weighted average number of common
shares outstanding 5,455,756 5,424,946 5,455,756 5,424,263
========== ========== ========== ==========
Diluted earnings (loss) per share $ 0.02 (0.01) 0.09 0.05
========== ========== =========== =========
Weighted average number of common
and equivalent shares outstanding 5,457,382 5,426,463 5,463,215 5,429,381
========== ========== ========== ==========
Dividends paid $ 0.01 - 0.02 -
========== ========== ========== ==========
<FN>
See accompanying notes to condensed financial statements.
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TECHNOLOGY RESEARCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Nine Months Ended
December 31
1999 1998
---------- ----------
Cash flows from operating activities:
Net income $ 497,833 253,870
Adjustments to reconcile net income to net cash
provided by operating activities:
Accretion of interest - (21,098)
Depreciation 589,687 537,848
Decrease in accounts receivable 491,682 14,110
Increase in inventories (846,775) (389,417)
Decrease in prepaid expenses 34,502 213,859
Decrease in income taxes receivable 292,252 91,922
Decrease in deferred income taxes 45,749 50,302
Decrease (increase) in other assets 39,736 (64,666)
Increase (decrease) in accounts payable 99,443 (292,152)
Decrease in accrued expenses (46,336) (243,104)
---------- ----------
Net cash provided by operating activities 1,197,773 151,474
---------- ----------
Cash flows from investing activities:
Maturities of short-term investments - 1,055,000
Capital expenditures (403,868) (641,601)
---------- ----------
Net cash provided (used) by
investing activities (403,868) 413,399
---------- ----------
Cash flows from financing activities:
Principal payments of short-term debt (2,525,100) -
Net borrowings (payments) of long-term debt 2,443,750 (56,250)
Proceeds from exercise of stock options - 135,348
Dividends paid (54,317) (30,000)
---------- ----------
Net cash provided (used)
by financing activities (135,667) 49,098
---------- ----------
Increase in cash and cash equivalents 658,238 613,971
Cash and cash equivalents at beginning of period 1,653,952 1,153,798
---------- ----------
Cash and cash equivalents at end of period $ 2,312,190 1,767,769
========== ==========
<FN>
See accompanying notes to condensed financial statements.
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TECHNOLOGY RESEARCH CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for the
fair statement of results for the interim period.
The results of operations for the nine-month period ended December 31,
1999, are not necessarily indicative of the results to be expected for the
full year.
2. Basic earnings per share has been computed by dividing net income by the
weighted average number of common shares outstanding.
Diluted earnings per share has been computed by dividing net income by
the weighted average number of common and equivalent shares outstanding.
Common share equivalents included in the computation represent shares
issuable upon exercise of stock options which would have a dilutive effect
in periods where there are earnings.
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULT OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial position and operating
results during the periods included in the accompanying condensed consolidated
financial statements.
Current Nine Months Ended December 31, 1999 versus Nine Months Ended
December 31, 1998
Company's operating revenues (net sales and royalties) for the third quarter
ended December 31, 1999 were $4,006,422, compared to $3,714,398 reported in the
same quarter last year, an increase of approximately 8%. Net income for the
current quarter was $113,603, compared to a loss of $70,001, for the same
quarter last year. Basic and diluted earnings for the current period were $.02
per share compared to a loss of $.01 per share for the same quarter last year.
The increase in revenues for the Company's third quarter ended December 31,
1999 was primarily due to higher military sales, which were up $267,791,
compared to the prior year's quarter. The improvement in net income was due to
higher sales levels and improved gross profit margins.
The Company's operating revenues (net sales and royalties) for the nine-month
period ended December 31, 1999 were $12,227,368, compared to $12,934,831
reported in the same period of the prior year, a decrease of approximately 5%.
Net income for the nine-month period was $497,833, compared to $253,871, for
the same period in the prior year, an increase of approximately 96%. Basic and
diluted earnings for the nine-month period were $.09 per share compared to
basic and diluted earnings of $.05 per share for the same period last year.
The Company's performance through the nine-month period ended December 31, 1999
was mixed. The Company continues to improve gross profit margins and control
operating expenses, so although revenues were down for the nine-month period, a
substantial improvement has been made to the bottom line. Compared to the
nine-month period last year, commercial sales were down by $1,100,045, while
military sales and royalties increased by $390,010 and $2,572, respectively.
The decrease in commercial sales was primarily due to the level of business
with Xerox Corporation and its suppliers, which was down by $669,578, while
commercial sales, other than Xerox, showed a decrease of $430,467. For the
upcoming quarter, the Company expects total commercial sales to remain at
current levels. The increase in military sales was mainly due to the Company
being in full production of the control devices related to the 5/10/15/30/60KW
Tactical Quiet Generator (TQG) Systems program. In addition, direct military
shipments of spare parts and of control devices for the C2V Armored Bradley
Chassis Tactical Vehicle were strong in the Company's third quarter. The
Company expects military sales to remain strong for its fourth quarter and to
strengthen in its first quarter of Fiscal Year 2001 as shipments are made
under the new 3KW TQG Program.
The Company's believes that the recently announced agreement with Windmere-
Durable Holdings, Inc. demonstrates the start of the Company's Fire Shield(TM)
safety technology being accepted into the marketplace. The Extended Fire
Shield technology will be used in toasters and toaster ovens manufactured by
Windmere-Durable under the Black & Decker(r) brand name. The Company also
received a favorable response to its Fire Shield Home Wiring System, which was
introduced at the International Home Builders' Show in Dallas, Texas last week.
- 5 -
The Company's gross profit margin on net sales was approximately 31% for the
current quarter and approximately 32% for the nine-month period ended December
31, 1999, compared to 22% and 28% for the same periods last year, respectively,
reflecting lower manufacturing costs primarily due to the Company transferring
additional manufacturing processes from its Clearwater, Florida plant to its
plant in San Pedro Sula, Honduras.
Selling, general and administrative expenses were $781,654 for the current
quarter and $2,430,845 for the nine-month period ended December 31, 1999,
compared to $748,991 and $2,348,815 for the same periods last year, an
increase of approximately 4% and 3%, respectively, reflecting comparable
expenses year to year. Selling expenses were $450,826 for the current quarter
and $1,386,297 for the nine-month period ended December 31, 1999, compared to
$414,400 and $1,312,794 for the same periods last year. General and
administrative expenses were $330,828 for the current quarter and $1,044,548
for the nine-month period ended December 31, 1999, compared to $334,591 and
$1,036,021 for the same periods last year.
Research, development and engineering expenses were $240,926 for the current
quarter and $787,615 for the nine-month period ended December 31, 1999,
compared to $243,071 and $824,550 for the same periods last year, reflecting
comparable expenses year to year.
Interest expense, net of interest and sundry income, for the current quarter
was $17,533 and $69,020 for the nine-month period ended December 31, 1999,
compared to $23,044 and $82,067, respectively, for same periods last year,
reflecting lower interest rates and the Company refinancing its debt in the
third quarter.
In accordance with FSAS 109, "Accounting for Income Taxes", the Company does
not record deferred income taxes on the foreign undistributed earnings of an
investment in a foreign subsidiary that is essentially permanent in duration.
Accordingly, the Company's Honduras subsidiary was profitable which caused a
decrease in the effective tax rate of the Company. If circumstances change,
and it becomes apparent that some or all of the undistributed earnings of the
subsidiary will be remitted in the foreseeable future, but U.S. income taxes
have not been recognized by the Company, the Company will record as an expense
of the current period the U.S. income taxes attributed to that remittance.
Liquidity and Capital Resources
As of December 31, 1999, the Company's cash and cash equivalents were
$2,312,190, compared to $1,653,952 at March 31, 1999. The Company's cash is
currently held in a money market fund whose yield is comparable to U.S. Treasury
Bills. The Company continues to generate cash through its operating activities.
On December 14, 1999, the Company closed on a $3,000,000 revolving credit loan
with a new institutional lender. The term of the loan is for two years, and at
the end of each year, the Company has the option to extend the maturity date
another year. Similar to the previous line of credit, the Company has the
option of borrowing at the lender's prime rate of interest minus 25 basis
points or the 30-day London Interbank Offering Rate (L.I.B.O.R.) plus 200 basis
points. The Company's debt from advances on its new line of credit was
$2,500,000 as of December 31, 1999.
- 6 -
The Company's working capital increased by $3,058,022 to $9,957,699 at December
31, 1999, compared to $6,899,677 at March 31, 1999. The increase was primarily
a result of the Company's new two-year line of credit agreement, which allowed
the Company to record the advances on its line of credit as long term debt as
of December 31, 1999, as compared to current liabilities as of March 31, 1999.
The Company's continued profitability, although to a lesser extent, also
contributed to the increase of working capital. The Company believes cash flow
from operations, the available bank line and current cash position will be
sufficient to meet its working capital requirements for the immediate future.
The mortgage payable to the Company's previous institutional lender, which was
in the amount of $93,750 as of September 30, 1999, was paid down completely as
of December 31, 1999 as part of the Company's refinancing its debt with a new
institutional lender.
On August 30, 1999, the Company announced that its Board of Directors, at its
regularly scheduled board meeting on August 26, 1999, voted to re-institute the
Company's quarterly dividend policy at $0.01 cent per share. The record date
for the Company's third fiscal quarter dividend was December 31, 1999, and
the Company paid that dividend on January 22, 2000. Several key factors were
important in the Board's decision to re-institute the payment of a cash
dividend to its shareholders. These factors were the successful implementation
of key strategies that have long term positive effect on future earnings and
growth, the overall strength of the Company's Balance Sheet, positive cash flow
and the turnaround at the Company's off-shore Honduras manufacturing operation.
Item 3. Quantitative and Qualitative Disclosure Regarding Market Risk
The Company has no derivative securities as of December 31, 1999. The Company
is exposed to changes in interest rates as a result of its bank credit
agreement, which is based on the London Interbank Offered Rate. A 10% increase
in interest rates related to the Company's bank credit facility would not have
a material effect on the Company's earnings over the next fiscal year or the
bank credit agreement's fair value.
Year 2000 issues
The Year 2000 issue was a result of certain microprocessors and computer
programs that were designed using two digits rather than four to define the
applicable year. Computer programs that have time sensitive software may
have recognized a date using "00" as the year 1900 rather that the year 2000;
however, to date, the Company has not experienced any Year 2000 disruptions
within or by its business partners. In addition, the Company believes that the
likelihood of futures disruptions at this point are very remote; therefore,
the Company will not make further comment in the future on Year 2000 issues,
unless otherwise required by the SEC.
Forward Looking Statement
The statements in this report that relate to future plans, expectations,
events, performance and the like are forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995 and the
Securities Exchange Act of 1934. Actual results or events could differ
materially from those described in the forward-looking statements due to a
variety of factors, including those set forth in the Company's reports on
Form 10-K and 10-Q filed with the Securities and Exchange Commission.
- 7 -
Part II - Other Information
Item 1. Legal Proceedings
Not Applicable.
Item 2. Changes in Securities
Not Applicable.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable.
Item 5. Other Information
Not Applicable.
Item 6. Exhibits and Reports on Form 8-K
The Company filed no reports on Form 8-K during the quarter covered by this
Report.
- 8 -
___________________________________________
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TECHNOLOGY RESEARCH CORPORATION
(registrant)
February 15, 1999 Scott J. Loucks
___________________________ __________________________________
Date Scott J. Loucks
Chief Financial Officer,
(principal financial, accounting and
Duly Authorized Officer)
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