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 Quarter Ended March 31, 1995 Commission File Number 0-6611 SIMPSON INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Michigan 38-1225111 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 47603 Halyard Drive, Plymouth, MI 48170 (Address of principal executive offices) (Zip Code) (313) 207-6200 (Registrant's telephone number, including area code) 32100 Telegraph Road, Bingham Farms, Michigan 48025 (Former name, former address and former fiscal year, if changed since last report.) 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X No At April 30, 1995 there were 17,981,261 outstanding shares of the registrant's common stock, $1.00 par value each. Financial Statements Simpson Industries, Inc. Consolidated Balance Sheets (Unaudited) (In thousands) March 31, 1995 and December 31, 1994 31-Mar 31-Dec ASSETS Current Assets Cash and cash equivalents $30,555 $4,812 Accounts receivable 48,968 48,203 Inventories 11,351 11,221 Customer tooling in process 898 1,057 Prepaid expenses and other current assets 4,824 5,245 Total Current Assets 96,596 70,538 Property, Plant and Equipment Cost 232,938 228,880 Less allowances 97,224 93,847 135,714 135,033 Other Assets 5,966 1,413 $238,276 $206,984 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current installment of long-term debt $2,125 $2,125 Accounts payable 22,298 20,679 Compensation and amounts withheld 6,962 8,980 Taxes, other than income taxes 3,356 2,492 Other accrued expenses 7,648 4,611 Total Current Liabilities 42,389 38,887 Long-Term Debt, excluding current installment 74,425 50,375 Accrued Retirement Benefits 10,740 10,414 Deferred Income Taxes 9,360 9,269 Shareholders' Equity 101,362 98,039 $238,276 $206,984 Simpson Industries, Inc. Consolidated Statements of Operations (Unaudited) (Dollars in thousands, except per share amounts) Periods Ended March 31, 1995 and 1994 Three Months 1995 1994 Net Sales $107,237 $82,701 Costs and Expenses: Cost of products sold 94,856 73,155 Administrative and selling 2,409 2,086 97,265 75,241 Operating Earnings 9,972 7,460 Investment and other income, net 334 296 Interest expense (1,381) (1,221) Earnings Before Income Taxes 8,925 6,535 Income taxes 3,363 2,451 Net Earnings $5,562 $4,084 Net Earnings Per Share - Note 2 $0.31 $0.23 Cash dividends per share - Note 2 $0.10 $0.09 Average number of common and common equivalent shares - Note 2 18,005,567 17,990,140 Simpson Industries, Inc. Consolidated Statements of Cash Flows (Unaudited) (In thousands) Three Months Ended March 31, 1995 and 1994 1995 1994 OPERATING ACTIVITIES Net earnings $5,562 $4,084 Depreciation 4,497 3,791 Provision for deferred income taxes 91 58 Amortization of restricted stock 87 66 (Gain) loss on disposition of assets (87) 4 Changes in operating assets and liabilities (1,040) (6,240) Cash Provided By Operating Activities 9,110 1,763 INVESTING ACTIVITIES Capital expenditures (5,316) (10,241) Proceeds from disposal of property and equipment 225 286 Cash Used In Investing Activities (5,091) (9,955) FINANCING ACTIVITIES Cash dividends paid (1,797) (1,672) Proceeds from long-term borrowings 24,050 5,000 Cash provided by stock transactions, net 0 31 Cash Provided By Financing Activities 22,253 3,359 Effect of foreign currency exchange rate changes (529) (495) Increase (Decrease) In Cash and Cash Equivalent 25,743 (5,328) Cash and cash equivalents at beginning of period 4,812 15,493 Cash and Cash Equivalents At End Of Period $30,555 $10,165 Simpson Industries, Inc. Notes to Condensed Consolidated Financial Statements Note 1. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principals for interim financial reporting. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the period ended March 31, 1995 are not necessarily indicative of the results to be expected for the year ending December 31, 1995. Note 2. The computation of earnings per share, dividends per share and average number of common share outstanding for the three months ending March 31, 1994, have been restated to reflect a 3-for-2 stock distribution as of July 28, 1994. ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Net sales increased 29.7%, or $24,536,000, from the first three months of 1994. The increased sales for the quarter, compared to the first period last year, resulted from an increase in North American production of automobiles and light trucks and from new product programs put into production during the past 18 months. North American auto and light truck production increased 4% year-over-year. Additionally, volume increased significantly in the heavy duty business, primarily with Caterpillar and Consolidated Diesel Corp. The Company believes that its sales will continue to increase, at a moderate rate, on a quarterly year-over-year basis. Cost of products sold as a percent of sales for the first three months of 1995, compared to the first period of 1994 remained the same at 88.5%. Administrative and selling costs as a percent of sales decreased for the three month period ended March 31, 1995, compared to the first quarter of 1994 due to higher sales volume and cost control. Interest expense increased from 1994 as a result of increased long-term debt. In January 1995, the Company entered into bank term loan agreements for $20,000,000 and $4,050,000. The Company borrowed the $20,000,000 at an interest rate of 8.45%, payable quarterly, with repayment of principal due in twenty quarterly installments commencing in July 2000. Additionally, the Company's Mexican subsidiary borrowed $4,050,000 at an interest rate of 8.82%, payable monthly, with repayment of principal due in eighty-four equal monthly installments commencing in February 1996. The Company invests in equipment and facilities to produce components for automotive, truck and engine programs. Cash flows from operations and proceeds from long-term borrowings, discussed above, exceeded these investments and dividends paid, resulting in a $25,743,000 increase in cash and cash equivalents. With a quick ratio of 1.9 to 1, and a total debt to invested capital ratio of 43%, the Company's financial condition remains strong. Part II. Other Information Item 4: Submission of matters to a vote of security holders The annual meeting of shareholders of Simpson Industries, Inc. was held on April 25, 1995 in Troy, Michigan. The following persons were elected to serve on the Board of Directors until the 1998 annual meeting. Votes in Nominee Favor Withheld Michael E. Batten 11,473,687 469,879 Robert W. Navarre 11,518,108 425,458 Frank K. Zinn 11,541,069 402,497 Part II. Other Information Item 6: Exhibits and Reports on Form 8-K There were no reports filed on Form 8-K for the quarter ended March 31, 1995. Simpson Industries, Inc. Computation of Earnings Per Share Three Months Ended 31-Mar 1995 1994 Primary Average number of common shares outstanding - Note 2 17,943,665 17,889,493 Dilutive stock options outstanding - Note 2 61,902 100,647 Average number of common and common equivalent shares 18,005,567 17,990,140 Net earnings applicable to common stock and common stock equivalents $5,562,000 $4,084,000 Primary earnings per share $0.31 $0.23 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. SIMPSON INDUSTRIES, INC. Registrant Date: May 10, 1995 /s/ Roy E. Parrott Roy E. Parrott President & Chief Executive Officer Date: May 10, 1995 /s/James E. Garpow James E. Garpow Controller