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 March 31, 2001
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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 May 11, 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)
Mar 31, Sept 30,
2001 2000
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(unaudited) (derived from
audited
statements)
Current assets:
Cash and cash equivalents $ 1,380 $ 1,542
Short term investments - 591
Accounts receivable, less allowances
of $264,000 at 3/31/2001
and $241,000 at 9/30/2000 6,268 6,132
Inventories:
Raw materials 2,240 1,688
Work-in-process 831 944
Finished goods 999 1,052
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4,070 3,684
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Prepaid expenses and other current
assets 481 831
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Total current assets 12,199 12,780
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Property, plant and equipment, at cost 6,867 6,905
Less: Accumulated depreciation
and amortization 4,002 3,911
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Net property, plant
and equipment 2,865 2,994
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Cost of purchased businesses in excess
of net assets acquired 1,435 1,435
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$16,499 $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)
Mar 31, Sept 30,
2001 2000
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(unaudited) (derived from
audited
statements)
Current liabilities:
Accounts payable $ 2,896 $ 2,385
Dividend payable 560 561
Accrued expenses 2,700 2,347
Accrued taxes on income 287 509
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Total current liabilities 6,443 5,802
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Deferred taxes on income 129 135
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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 7,521 8,37
Cumulative other comprehensive
income (loss) (1,781) (1,339)
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Total stockholders' investment $ 9,927 $11,272
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$16,499 $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 Six Months Ended
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Mar 31, Mar 31, Mar 31, Mar 31,
2001 2000 2001 2000
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Net sales $ 7,658 $ 8,138 $13,426 $15,485
Costs and expenses:
Cost of sales 4,632 4,865 8,907 9,393
Selling, research and
administrative 2,141 2,087 4,157 4,053
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6,773 6,952 13,064 13,376
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Operating income 885 1,186 362 2,109
Other income (expense), net - 6 45 25
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Income before income taxes 885 1,192 407 2,134
Income taxes 310 386 142 714
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Net income $ 575 $ 806 265 1,420
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Basic income per share $ .18 $ .26 $ .09 $ .46
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Fully diluted income per share $ .18 $ .26 $ .08 $ .45
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Consolidated Statement of Comprehensive Income
(Unaudited)
(in thousands)
Three Months Ended Six Months Ended
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Mar 31, Mar 31, Mar 31, Mar 31,
2001 2000 2001 2000
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Net income $ 575 $ 806 $ 265 $ 1,420
Foreign currency
translation adjustment (314) (113) (250) (324)
Change in fair market value
of cash flow hedge (140) - (192) -
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Comprehensive income (loss) $ 121 $ 693 $ (177) $ 1,096
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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)
Six Months Ended
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Mar 31, Mar 31,
2001 2000
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Net cash flow from operating activities:
Net income $ 265 $ 1,420
Adjustments to reconcile net income to
net cash from operating activities:
Depreciation and amortization 269 183
Deferred tax provision (6) (4)
Increase (decrease) in cash resulting from
changes in operating assets & liabilities:
Receivables (136) (2,416)
Inventories (386) (108)
Pre-paid expenses and other current assets 350 133
Accounts payable 511 1,248
Accrued compensation and expenses 353 32
Accrued and deferred taxes on income (222) 100
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Net cash generated from operating activities 998 588
Cash flow used by investing activities:
Acquisition of property, plant, and
equipment, net (242) (236)
Disposal of short-term investments 591 -
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Net cash generated from (used by)
investing activities 349 (236)
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Cash flow (used by) financing activities:
Dividends paid (1,120) (1,121)
Exercise of stock options - -
Purchase of common stock (49) -
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Net cash used by financing activities (1,169) (1,121)
Effect of exchange rate changes on cash (340) (264)
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Net increase (decrease) in cash (162) (1,032)
Opening balance - cash and cash equivalents 1,542 3,675
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Ending balance - cash and cash equivalents $ 1,380 $ 2,644
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Supplemental disclosure of cash flow information
Cash paid for income taxes $ 126 $ 592
Cash paid for interest 4 -
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Supplemental disclosure of non-cash
financing activity:
Dividend declared $ 560 $ 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 - March 31, 2001
(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 March 31,2001,
the results of operations three months and six months ended
March 31, 2001 and cash flows for the three months ended March 31, 2001.
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 and six-month periods
ended March 31, 2001 are not necessarily indicative of the results to be
expected for the full year.
(2) Cash Dividends
On March 15, 2001, the Company declared a quarterly dividend
of $.18 per share for the second quarter of fiscal 2001, which was
paid on April 12, 2001 to stockholders of record on March 28,
2001. 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 Six Months Ended
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Mar 31 Mar 31 Mar 31 Mar 31
2001 2000 2001 2000
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Net income $ 575 $ 806 $ 265 $1,420
Basic income per share $ .18 $ .26 $ .09 $ .46
Average shares outstanding 3,110 3,115 3,111 3,115
Options outstanding - common
stock equivalents 16 19 16 18
Average common and common
equivalent shares outstanding 3,126 3,134 3,127 3,133
Fully diluted income per share $ .18 $ .26 $ .08 $ .45
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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 March 31, 2001
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Controls Capacitors Corporate Total
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Sales to external customers $ 7,081 $ 577 - $ 7,658
Inter-segment revenues - 92 - 92
Operating income 760 183 (58) 885
Identifiable assets 15,082 1,323 154 16,499
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Three months ended March 31, 2000
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Controls Capacitors Corporate Total
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Sales to external customers $ 7,616 $ 522 - $ 8,138
Inter-segment revenues - 98 - 98
Operating income 1,081 145 (40) 1,186
Identifiable assets 17,413 1,404 652 19,469
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Six months ended March 31, 2001
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Controls Capacitors Corporate Total
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Sales to external customers $12,358 $ 1,068 - $13,426
Inter-segment revenues - 177 - 177
Operating income 193 288 (119) 362
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Six months ended March 31, 2000
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Controls Capacitors Corporate Total
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Sales to external customers $14,495 $ 990 - $15,485
Inter-segment revenues - 170 - 170
Operating income 1,981 230 (102) 2,109
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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 March 31, 2000
Sales in the second fiscal quarter ended March 31, 2001 were $7,658,000
compared to $8,138,000 in the same quarter of the previous year, a decrease
of $480,000, or 6%. Foreign currency fluctuations reduced reported sales by
$380,000, or 5%. Second quarter volumes were 1% below last year. Revenues in
the U.S. controller business increased by 11% mainly due to higher demand
in the mining and airport ground support markets, partially offset by a
decrease in the aerial lift market. Volumes in the European controller markets
were 13% lower than last year, mainly due to weakness in the aerial lift and
fork lift truck markets. Capacitor sales were 11% higher than last year due
to a continuation of the recovery from the difficult conditions in the European
capacitor market.
Second quarter gross profit was 39.5% of sales, a decrease from 40.2%
in the second quarter of fiscal 2000. Gross profit of $3,026,000 was $247,000
lower than last year. The decrease in gross profit percentage was attributable
to increased electronic component prices, lower labor efficiency during the
period of workforce reductions and higher product rectification costs.
Selling, research and administrative expenses for the quarter increased
by $54,000, or 3%, compared to fiscal 2000. In the controller business
the plan to reorganize and refocus manufacturing facilities on their core
competencies, reduce manufacturing costs and improve quality is ongoing.
During the second quarter the company implemented its plan to reduce its
workforce announced last quarter. The workforce reductions during the second
quarter resulted in a charge of $390,000 or $.08 per share. At the end of the
second quarter the number of employees was 209, a decrease of 21% compared with
the beginning of fiscal 2001. A reserve for the estimated costs of dealing with
a litigation claim was recorded during the second quarter. This litigation is
discussed in Part II, item 1, Legal Proceedings.
Operating income was $885,000, a decrease of $301,000, or 25%, compared to
the second quarter of fiscal 2000. Before the $390,000 charge relating to the
reduction in the workforce, operating income increased by $89,000, or 8%
compared to last year. Operating income in the capacitor business segment
increased by $38,000, or 26%, mainly due to increased volumes. Operating income
in the controller business was $321,000 lower than in fiscal 2000, mainly due to
the $390,000 charge in the second quarter of fiscal 2001 relating to workforce
reductions.
Income before income taxes was $885,000, compared to $1,192,000
last year, a decrease of $307,000, or 26%. Income taxes were 35.0% of pre-tax
income compared to 32.4% in the same quarter of fiscal 2000. This increase in
the average tax rate was due to a greater proportion of the Company's income
being earned in the United States, where the tax rate is higher than in the
Company's European businesses. Net income was $575,000 compared to $806,000
last year, a decrease of 29%. Basic and fully diluted income per share decreased
by 31%, from $.26 in the second quarter of fiscal 2000, to $.18 in the current
year.
Six months ended March 31, 2001
Sales in the first six months of fiscal 2001 were $13,426,000, compared
to $15,485,000 in the same period last year, a decrease of $2,059,000, or
13%. Foreign currency fluctuations accounted for an $800,000, or 5%, decrease in
reported sales. Volumes were 8% lower than last year. In the first quarter of
fiscal 2001 there was 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 US controller business decreased by $74,000, or 1%. This was
mainly due to decreased demand in the aerial lift market partially offset by
higher sales to the mining and airport ground support markets. Controller
volumes in foreign markets decreased by $1,390,000, or 17%, mainly due to lower
demand in the European aerial lift and fork lift truck markets and the first
quarter technical problem. Capacitor volumes increased by $200,000, or 20%
compared to the first half of last year.
Gross profit was 35.3% of sales in the first half of fiscal 20001 compared
to 39.8% in 2000. Gross profit decreased by $1,582,000 compared to the first
six months of last year. Lower volumes accounted for $700,000 of the decrease in
gross profit. Product rectification costs in the first quarter 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 worldwide shortage of
electronic components, the start-up of the Company's outsourcing program and
lower labor efficiency during the period of workforce reduction resulted in
increased manufacturing costs of $430,000 during the first half of fiscal 2001.
Operating expenses for the six-month period were $4,157,000 compared
to $4,053,000 last year, an increase of 3%. As mentioned above the Company
incurred a charge of $390,000 relating to workforce reductions in the second
quarter. Prior to this charge, operating expenses were 7% lower than in Fiscal
2000.
Operating income for the first half year was $362,000, a decrease
of $1,747,000 compared to last year. Operating income for the controller
business decreased by $1,788,000 to $193,000. The main causes of this decrease
were lower volumes, which reduced operating income by $816,000, the first
quarter product rectification charge of $450,000 and the second quarter
workforce reduction charge of $390,000. In the capacitor business segment
operating income increased by $58,000, or 25%, to $288,000, mainly due to
increased volumes.
Income before income taxes was $407,000, compared to $2,134,000 last
year, a decrease of $1,727,000. Other income was $45,000 compared to
$25,000 in the first half of fiscal 2000. Income taxes were 34.9%
of pre-tax income, compared to 33.5% last year, mainly due to a higher
proportion of US income in fiscal 2001 at a higher average tax rate. Net
income was $265,000, a decrease of $1,155,000 compared to the same period last
year. Basic income per share was $.09 per share compared to $.46 per share in
the first half of fiscal 2000. Fully diluted net income was $.08 per share, a
decrease of $.37 per share compared to 2000.
Financial Condition
The Company has, since January 1990, maintained a program of regular
cash dividends, which, for the most recent quarter, amounted to $560,000.
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; 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 earnings;
availability of electronic components at reasonable prices;
availability of earnings and capital resources to permit continuation of
dividend payments; the outcome of litigation against the company, 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 1. Legal Proceedings
On April 4,2001 an Indian electronics manufacturer commenced an
action against the Company's UK subsidiary for damages of approximately $1.4
million. The claim is for loss of profits and expenses relating to an
alleged contract to supply the Company's requirements for certain products
for a 5-year period. The Company filed a defense denying the existence of
such a contract and does not anticipate any material liability in this action.
Item 4. Submission of Matters to a Vote of Security Holders
At the Company's Annual Meeting held on January 23, 2001, the
shareholders voted to re-elect as directors for three year terms the
following persons: David R. A. Steadman and Marvin G. Schorr. Mr.
Steadman received 2,690,197 votes for and 6,620 withheld, and Dr.
Schorr received 2,690,797 votes for and 6,020 withheld. There were
no abstentions or broker non-votes.
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: May 11, 2001 By: /s/ Paul A. McPartlin
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Paul A. McPartlin
Chief Financial and Accounting
Officer