UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2000
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/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 1-9789
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TECH/OPS SEVCON, INC.
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(Exact name of registrant as specified in its charter)
Delaware 04-2985631
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
40 North Avenue, Burlington, Massachusetts, 01803-3391
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(Address of principal executive offices and zip code)
(781) 229-7896
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(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
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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 February 6, 2001
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Common stock, par value $.10 3,109,620
TECH/OPS SEVCON, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
ASSETS
(in thousands)
Dec 31, Sept 30,
2000 2000
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(unaudited) (derived from
audited
statements)
Current assets:
Cash and cash equivalents $ 1,540 $ 1,542
Short term investments - 591
Accounts receivable, less allowances
of $270,000 at 12/31/2000
and $241,000 at 9/30/2000 5,412 6,132
Inventories:
Raw materials 2,404 1,688
Work-in-process 983 944
Finished goods 1,210 1,052
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4,597 3,684
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Prepaid expenses and other current
assets 893 831
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Total current assets 12,442 12,780
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Property, plant and equipment, at cost 7,040 6,905
Less: Accumulated depreciation
and amortization 4,063 3,911
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Net property, plant
and equipment 2,977 2,994
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Cost of purchased businesses in excess
of net assets acquired 1,435 1,435
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$16,854 $17,209
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The accompanying notes are an integral part of these financial
statements.
TECH/OPS SEVCON, INC.
Consolidated Balance Sheets
LIABILITIES AND STOCKHOLDERS' INVESTMENT
(in thousands)
Dec 31, Sept 30,
2000 2000
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(unaudited) (derived from
audited
statements)
Current liabilities:
Accounts payable $ 2,913 $ 2,385
Dividend payable 561 561
Accrued expenses 2,615 2,347
Accrued taxes on income 263 509
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Total current liabilities 6,352 5,802
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Deferred taxes on income 137 135
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Stockholders' investment
Preferred stock - -
Common stock 311 311
Treasury stock (49) -
Premium paid in on common stock 3,925 3,925
Retained earnings 7,505 8,375
Cumulative comprehensive income (loss) (1,327) (1,339)
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Total stockholders' investment $10,365 $11,272
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$16,854 $17,209
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The accompanying notes are an integral part of these financial
statements.
TECH/OPS SEVCON, INC.
Consolidated Statements of Income
(Unaudited)
(in thousands except per share data)
Three Months Ended
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Dec 31, Dec 31,
2000 1999
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Net sales $ 5,768 $ 7,347
Costs and expenses:
Cost of sales 4,275 4,458
Selling, research and
administrative 2,016 1,966
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6,291 6,424
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Operating income (loss) (523) 923
Other income (expense), net 45 19
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Income (loss) before income taxes (478) 942
Income taxes (168) 328
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Net income (loss) $ (310) $ 614
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Basic income (loss) per share $ (.10) $ .20
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Fully diluted income (loss) per share $ (.10) $ .20
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Consolidated Statement of Comprehensive Income
(Unaudited)
(in thousands)
Three Months Ended
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Dec 31, Dec 31,
2000 1999
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Net income (loss) $ (310) $ 614
Foreign currency translation adjustment 64 (211)
Change in fair market value of cash flow hedge (52) -
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Comprehensive income $ (298) $ 403
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The accompanying notes are an integral part of these financial
statements.
TECH/OPS SEVCON, INC.
Consolidated Statement of Cash Flows
(Unaudited)
(in thousands)
Three Months Ended
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Dec 31, Dec 31,
2000 1999
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Net cash flow from operating activities:
Net income (loss) $ (310) $ 614
Adjustments to reconcile net income to
net cash from operating activities:
Depreciation and amortization 138 117
Deferred tax provision 2 (3)
Increase (decrease) in cash resulting from
changes in operating assets & liabilities:
Receivables and other assets 658 (768)
Inventories (913) 142
Accounts payable 528 109
Accrued compensation and expenses 268 (56)
Accrued and deferred taxes on income (246) 127
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Net cash generated from operating activities 125 282
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Cash flow used by investing activities:
Acquisition of property, plant, and
equipment, net (84) (151)
Disposal of short-term investments 591
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Net cash generated from (used by)
investing activities 507 (151)
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Cash flow (used by) financing activities:
Dividends paid (560) (559)
Purchase of common stock (49) -
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Net cash used by financing activities (609) (559)
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Effect of exchange rate changes on cash (25) (148)
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Net increase (decrease) in cash (2) (576)
Opening balance - cash and cash equivalents 1,542 3,675
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Ending balance - cash and cash equivalents $ 1,540 $ 3,099
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Supplemental disclosure of cash flow information
Cash paid for income taxes $ 186 $ 59
Cash paid for interest - -
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Supplemental disclosure of non-cash
financing activity:
Dividend declared $ 561 $ 561
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The accompanying notes are an integral part of these financial statements.
TECH/OPS SEVCON, INC.
Notes to Consolidated Financial Statements - December 31, 2000
(Unaudited)
(1) Basis of Presentation
In the opinion of management, the accompanying unaudited
condensed consolidated financial statements contain all adjustments
(consisting of only normally recurring accruals) necessary to present
fairly the financial position of Tech/Ops Sevcon as of December 31,
2000 and the results of operations and cash flows for the three
months ended December 31, 2000 and December 31, 1999.
The accounting policies followed by Tech/Ops Sevcon are set
forth in Note 1 to the financial statements in the 2000 Tech/Ops
Sevcon, Inc. Annual Report filed on Form 10-K.
The results of operations for the three-month periods ended
December 31, 2000 and December 31, 1999 are not necessarily
indicative of the results to be expected for the full year.
(2) Cash Dividends
On December 21, 2000, the Company declared a quarterly dividend
of $.18 per share for the first quarter of fiscal 2001, which was
paid on January 11, 2001 to stockholders of record on December 27,
2000. The Company has paid regular quarterly cash dividends since
the first quarter of fiscal 1990.
(3) Calculation of Earnings Per Share and Weighted Average Shares
Outstanding
Basic and fully diluted earnings per share were calculated as
follows:
(in thousands, except for per share amounts)
Three Months Ended
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Dec 31, Dec 31,
2000 1999
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Net income (loss) $ (310) $ 614
Basic income (loss) per share $ (.10) $ .20
Average shares outstanding 3,112 3,115
Options outstanding - common
stock equivalents 17 18
Average common and common
equivalent shares outstanding 3,129 3,133
Fully diluted income (loss) per share $ (.10) $ .20
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(4) Segment information
The Company has two reportable segments: electronic controls
and capacitors. The electronic controls segment produces control
systems for battery powered vehicles. The capacitor segment
produces electronic components for sale to electronic equipment
manufacturers. Each segment has its own management team,
manufacturing facilities and sales force.
The accounting policies of the segments are the same as those
described in note 1 to the 2000 Annual Report filed on Form 10-K.
Inter-segment revenues are accounted for at current market
prices. The Company evaluates the performance of each segment
principally based on operating income. The Company does not
allocate income taxes, interest income and expense or foreign
currency translation gains and losses to segments. Information
concerning operations of these businesses is as follows:
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(in thousands)
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Three months ended December 31, 2000
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Controls Capacitors Corporate Total
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Sales to external customers $ 5,277 $ 491 - $ 5,768
Inter-segment revenues - 85 - 85
Operating income (loss) (567) 105 (61) (523)
Identifiable assets 14,913 1,356 585 16,854
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Three months ended December 31, 1999
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Controls Capacitors Corporate Total
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Sales to external customers $ 6,879 $ 468 - $ 7,347
Inter-segment revenues - 72 - 72
Operating income (loss) 900 85 (62) 923
Identifiable assets 15,941 1,208 991 18,140
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TECH/OPS SEVCON, INC.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
Three months ended December 31, 2000
Sales in the first fiscal quarter ended December 31, 2000
decreased by $1,579,000, or 21%, compared to the first quarter
of last year. Foreign currency fluctuations, mainly the weakness
of European currencies against the dollar, reduced reported
sales by $400,000, or 5%.
First quarter volumes in the controller business were
$1,258,000, or 18%, lower than in the same quarter last year.
This decrease was mainly due a slow down in demand in the world-
wide aerial lift market resulting in lower sales of $550,000, and
a technical problem with a major product line. The technical
problem resulted in production of this major product line being
suspended during December. It was subsequently determined that
this problem only impacted one major fork lift truck customer,
but shipments of that product line were severely curtailed to
all customers for that product line during the first quarter.
This problem has now been resolved and shipments have
recommenced. Revenues in the U.S. controller business decreased
by 14% and European volumes were down by 21% compared to the
first quarter of last year. In both businesses this was mainly
due to lower demand in the aerial lift market and the suspension
of production of a major product line. Foreign currency
fluctuations resulted in a $344,000 decrease in reported sales
for the controller business.
Capacitor sales were $491,000 compared to $468,000 in fiscal
2000, an increase of $23,000, or 5%. This was due to increased
volumes of $79,000, or 17%, arising from continued recovery from
the difficult conditions in the European capacitor market during
the past two years. The decrease in the value of the British
pound compared to the dollar resulted in a $56,000, or 12%,
decrease in reported revenues.
Gross profit was 25.9% of sales compared to 39.3% of sales
in the first quarter of fiscal 2000, and was $1,396,000 lower
than last year. Lower volumes accounted for $670,000 of the
decrease in gross profit. Product rectification costs in
connection with a technical problem with a major product line
amounted to $450,000, or $.09 per share. Difficult material
supply conditions, due to a world-wide shortage of electronic
components, and the start-up of the Company's outsourcing
program resulted in increased manufacturing costs of $290,000
during the first quarter.
Selling, research and administrative expenses for the quarter
increased by $50,000, or 3%, over the first quarter of fiscal
2000. This increase was mainly due to a plan to expand the
Company's world-wide selling resources. Since the first quarter
of last year, the Company has opened a subsidiary in Korea, a
sales office on the West Coast of the USA and has increased its
sales and marketing resources in Europe.
There was an operating loss of $523,000 compared to
operating income of $923,000 in the same quarter last year.
Operating income in the capacitor business segment increased by
$20,000, or 24%, mainly due to increased volumes. In the
controller business segment there was an operating loss of
$567,000 compared to operating income of $900,000 in the same
quarter last year. The year-to-year decrease of $1,467,000
compared to the first quarter of last year was due to the
following major factors: lower volumes $670,000; product
rectification costs $450,000; Component shortages and
outsourcing start-up $290,000; increased selling research
and administrative expenses $50,000.
There was a loss before income taxes of $478,000, compared
to pre-tax income of $942,000 last year, an adverse swing of
$1,420,000. Other income was $45,000 compared to $19,000 in
fiscal 2000. The year-to-year increase in other income of
$26,000 was mainly due to foreign currency translation gains.
There was an income tax benefit of $168,000, or 35.1% of the
pre-tax loss, compared to income taxes of $328,000, or 34.8% of
pre-tax income, in the same quarter last year. The net loss was
$310,000 compared to net income of $614,000 last year, a
decrease of $924,000. The basic and fully diluted loss per share
was $.10 compared to net income per share of $.20 in last year's
first quarter.
The Company is accelerating and extending its plan to
reorganize and refocus the Company on its core competencies and
to reduce manufacturing costs. This will involve speeding up
plans to outsource some manufacturing operations with a
consequent reduction in the worldwide workforce of approximately
20% during the first half of 2001. It is expected that
termination costs associated with the reduction in workforce will
result in a charge in the second quarter of approximately
$400,000, equivalent to $.08 per share. The Company expects that
these changes will reduce manufacturing and operating expenses by
approximately $1.2 million per year, starting in the third fiscal
quarter.
Financial Condition
The Company has, since January 1990, maintained a program of
regular cash dividends, which, for the most recent quarter,
amounted to $561,000. Tech/Ops Sevcon's resources, in the
opinion of management, are adequate for projected operations and
capital spending programs, as well as continuation of the cash
dividend. The Company has no current plan to change its dividend
policy.
This discussion and analysis contains forward-looking statements
that involve risks and uncertainties that could cause actual
results to differ materially from those projected, including the
following: ability of the Company to successfully implement its
plan to reorganize and refocus the Company, to reduce
manufacturing costs and successfully implement its outsourcing
program in a timely manner and to achieve anticipated workforce
reductions; ability to produce products meeting technical
requirements of customers and acceptance of those products by
customers; level of demand for controls; impact of the
variability of foreign exchange rates on sales and earning;
availability of electronic components; availability of earnings
and capital resources to permit continuation of dividend
payments, as well as other factors that may be described from
time to time in the Company's filings with the Securities and
Exchange Commission, including on Form 10-K.
TECH/OPS SEVCON, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits filed with this report.
None
(b) Reports on Form 8-K - There were no reports on Form 8-K
during the quarter for which this report is filed.
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.
TECH/OPS SEVCON, INC.
Date: February 14, 2001 By: /s/ Paul A. McPartlin
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Paul A. McPartlin
Chief Financial and Accounting
Officer