SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 June 30, 1997 OR ( ) Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 	For the transition period from __________ to __________ Commission file number: 0-23474 Triple S Plastics, Inc. (Exact name of registrant as specified in its charter) Michigan 38-1895876 (State or other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 14320 Portage Road, Vicksburg, Michigan 49097-0905 (Address of principal executive offices) (Zip Code) (616) 649-0545 (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 _____ The registrant had 3,738,204 shares of common stock outstanding as of June 30, 1997. TRIPLE S PLASTICS, INC. INDEX Page No. Part I. Financial Information Item 1 Condensed Financial Statements Condensed Balance Sheets - 3 June 30, 1997 and March 31, 1997 Condensed Statements of Income - Three Months 4 Ended June 30, 1997 and 1996 Condensed Statements of Cash Flows - 5 Three Months Ended June 30, 1997 and 1996 Notes to Condensed Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K	 9 TRIPLE S PLASTICS, INC. CONDENSED BALANCE SHEETS (Dollars in thousands) (Unaudited) June 30 March 31 1997 1997 ASSETS Current Assets: Cash and cash equivalents $ 2,447 $ 2,681 Accounts receivable, less allowance of $255 for possible losses 10,727 11,147 Inventories (Note 2) 4,969 4,833 Other 206 329 --------- --------- Total Current Assets 18,349 18,990 Property, Plant and Equipment (Note 3) 36,474 35,303 Less accumulated depreciation and amortization 11,426 10,716 --------- --------- Net Property, Plant and Equipment 25,048 24,587 Other: Cash restricted for capital expenditures (Note 3) 3,795 3,787 Goodwill, net of accumulated amortization of $440 and $431 708 717 Miscellaneous 194 242 --------- --------- Total Other Assets 4,697 4,746 --------- --------- $ 48,094 $ 48,323 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 3,498 $ 4,540 Accrued compensation 1,371 1,096 Deferred mold revenue 667 622 Other accrued expenses 1,000 647 Current maturities of long-term debt 1,955 1,949 --------- --------- Total Current Liabilities 8,491 8,854 Long-Term Debt, less current maturities 6,945 7,251 Deferred Income Taxes 1,865 1,865 --------- --------- Total Liabilities 17,301 17,970 Shareholders' Equity: Preferred stock, no par value, 1,000,000 shares authorized, none issued -- -- Common stock, no par value, 10,200,000 shares authorized, 3,738,204 and 3,736,941 shares issued and outstanding 14,421 14,413 Retained earnings 16,372 15,940 --------- --------- Total Shareholders' Equity 30,793 30,353 --------- --------- $ 48,094 $ 48,323 ========= ========= See accompanying notes to financial statements. TRIPLE S PLASTICS, INC. CONDENSED STATEMENTS OF INCOME (Unaudited) (in thousands, except per share amounts) Three Months Ended June 30 1997 1996 Net Sales $ 17,117 $ 14,516 Cost of Sales 14,015 12,432 ---------- ---------- Gross Profit 3,102 2,084 Total selling, general & administrative expenses 2,343 1,883 ---------- ---------- Operating Income 759 201 Interest Expense (Income): Interest expense 160 131 Interest income (63) (59) ---------- ---------- Net Interest Expense 97 72 ---------- ---------- Income Before Income Taxes 662 129 Income Taxes 230 45 ---------- ---------- Net Income $ 432 $ 84 ========== ========== Earnings per Share of Common Stock $ .12 $ .02 ========== ========== Weighted Average Number of Common Shares Outstanding 3,738 3,730 ========== ========== TRIPLE S PLASTICS, INC. CONDENSED STATEMENTS OF CASH FLOWS (Unaudited, in thousands) Three Months Ended June 30 1997 1996 Operating Activities: Net income $ 432 $ 84 Adjustments to reconcile net income to cash provided by operating activities: Depreciation and amortization 776 676 Changes in assets and liabilities: Accounts receivable 420 97 Inventories (136) (386) Accounts payable and accruals (246) 1,483 Other 39 (28) -------- -------- CASH PROVIDED BY OPERATING ACTIVITIES 1,285 1,926 INVESTING ACTIVITIES: Capital expenditures (1,219) (829) Increase in restricted cash (8) (44) -------- -------- CASH USED IN INVESTING ACTIVITIES (1,227) (873) FINANCING ACTIVITIES: Payments on note payable to bank -- (998) Proceeds from issuance of common stock, net of fees 8 10 Principal payments on long-term debt (300) (199) -------- -------- CASH USED IN FINANCING ACTIVITIES (292) (1,187) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS $ (234) $ (134) ======== ======== TRIPLE S PLASTICS, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited) 1. Presentation of Interim Information In the opinion of the management of Triple S Plastics, Inc. (the Company), the accompanying unaudited condensed financial statements include all normal adjustments considered necessary to present fairly the financial position of the Company as of June 30, 1997 and the results of its operations for the periods shown. Interim results are not necessarily indicative of results for a full year. The condensed financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore, do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles. 2. Inventories ($000s) Inventories are summarized as follows: June 30 March 31 1997 1997 Raw materials and packaging $ 2,150 $ 2,084 Finished goods and work-in-process 2,819 2,749 -------- -------- Total Inventories $ 4,969 $ 4,833 ======== ======== 3. Cash Restricted for Capital Expenditures This amount represents the remaining proceeds from a $5 million Industrial Revenue Bond and is restricted for investment in machinery and equipment for the Company's Texas facility. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (in thousands) Overview The Company designs and builds molds and manufactures complex, highly engineered thermoplastic molded components based on customers' specifications and orders. Its customers are primarily in the consumer products, information technologies (principally computer and business equipment), automotive, medical/pharmaceutical, and telecommunications markets. The Company considers both the manufacture of molded products and mold sales to be an integral part of its business. The Company's fiscal year end is March 31. Results of Operations The following table sets forth, for the three months ended June 30, 1997 and 1996, certain items from the Company's Condensed Statements of Income expressed as a percentage of net sales, as well as the percentage change in those items. Three months ended June 30 1997 1996 % Change Net sales 100.0% 100.0% 17.9 Cost of sales 81.9 85.6 12.7 ----- ----- Gross profit 18.1 14.4 48.8 Operating expenses 13.7 13.0 24.4 ----- ----- Operating income 4.4 1.4 277.6 Interest expense, net 0.6 0.5 34.7 ----- ----- Income before income taxes 3.8 0.9 413.2 Income taxes 1.3 0.3 411.1 ----- ----- Net income 2.5% 0.6% 414.3 ===== ===== Net Sales Net sales for the first quarter ended March 31, 1997 increased 18% compared to the first quarter of the prior year. The sales increase was led by sales to customers in the consumer products, medical and telecommunications products markets, while sales to customers in the information technologies market declined. Sales to customers in the automotive market remained relatively flat. The overall increase in sales is principally related to volume as no significant price increases occurred during the first quarter of fiscal 1998. Cost of Sales Cost of sales increased 13% in the first quarter of fiscal 1998 compared to the prior year first quarter which is lower than the percentage increase in sales. As a percentage of sales, cost of sales decreased to 81.9% compared to 85.6% in the prior year first quarter. The lower cost of sales percentage in fiscal 1998 principally resulted from a reduced material cost of sales ratio (due to the sales mix) and from some realized manufacturing efficiencies and cost reductions compared to the prior year first quarter. Selling, General and Administrative Expenses Operating expenses increased 24% in the first quarter of fiscal 1998 compared to the first quarter of the prior year. This increase in operating expenses was principally due to increased compensation, depreciation and professional services. Income Taxes The Company's effective income tax rate of 34.7% in the first quarter of fiscal 1998 is comparable to the rate for the same period last year. Liquidity and Capital Resources The Company's primary cash requirements are for operating expenses and capital expenditures. Historically, the Company's prime sources of cash have been from operations, bank borrowings and industrial revenue bonds. In the first quarter of fiscal 1998, the Company generated $1.3 million of cash from operations which was used to acquire $1.2 million of capital equipment and pay debt. Accounts receivable decreased by $420 at June 30, 1997 compared to the prior fiscal year end, and represented 55 days sales compared to 54 days at the end of the prior fiscal year, and 56 days one year ago. Inventories increased by $136 at June 30, 1997 compared to the prior fiscal year end, but still represents only 32 days in inventory, which compares favorably to the 34 day figure one year ago. The Company still has $3.8 million available from the $5.0 million industrial revenue bond issued in October of 1995 to finance the expansion of the Georgetown, Texas plant. In addition, the Company has a $5.0 million unsecured line of credit agreement with a bank which has not been drawn on at June 30, 1997. Management believes that these sources of cash, along with internally generated cash, will be adequate to fund future operating and capital requirements. Part II. Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 27 - Financial Data Schedule (b) No reports were filed on Form 8-K during this quarter. 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. TRIPLE S PLASTICS, INC. (Registrant) Date: August 12, 1997 ___ROBERT D. MONK_________________________ Robert D. Monk Chief Financial Officer Date: August 12, 1997 ___CATHERINE A. TAYLOR____________________ Catherine A. Taylor Corporate Controller (Chief Accounting Officer)