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 September 30, 1996 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 (IRS Employer incorporation or organization) Identification No.) 47603 Halyard Drive, Plymouth, Michigan 48170-2429 (Address of principal executive offices) (Zip Code) (313)207-6200 (Registrant's telephone number, including area code) (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 October 31, 1996 there were 18,074,002 outstanding shares of the registrant's common stock, $1.00 par value each. Consolidated Balance Sheets (Unaudited) (In thousands) September 30, 1996 and December 31, 1995 Sept. 30 Dec. 31 ASSETS Current Assets Cash and cash equivalents $ 20,973 $ 13,490 Accounts receivable 50,584 47,218 Inventories 11,072 12,881 Customer tooling in process 1,987 1,334 Prepaid expenses and other current assets 4,982 7,068 Total Current Assets 89,598 81,991 Property, Plant and Equipment Cost 267,457 254,574 Less Allowance 121,336 107,908 146,121 146,666 Other Assets 2,993 3,854 $238,712 $232,511 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current installment of long-term debt $ 3,530 $ 2,030 Accounts payable 20,246 21,353 Compensation and amounts withheld 9,221 9,876 Taxes, other than income taxes 2,046 2,942 Other accrued expenses 5,884 5,532 Total Current Liabilities 40,927 41,733 Long-Term Debt, excluding current installment 58,836 62,270 Accrued Retirement Benefits 13,612 12,439 Deferred Income Taxes 11,681 10,992 Shareholders' Equity 113,656 105,077 $238,712 $232,511 Consolidated Statement of Operations (Unaudited) (dollars in thousands, except per share amounts) Periods Ended September 30, 1996 and 1995 Nine Months Three Months 1996 1995 1996 1995 Net sales $309,698 $297,174 $98,228 $86,338 Costs and expenses: Cost of products sold 276,130 266,256 89,309 79,713 Administrative and selling 9,358 8,485 3,159 3,220 285,488 274,741 92,468 82,933 Operating Earnings 24,210 22,433 5,760 3,405 Investment and other income, net 851 844 692 48 Interest expense (4,045) (4,219) (1,321) (1,357) Earnings Before Income Taxes 21,016 19,058 5,131 2,096 Income taxes 7,645 7,149 1,688 661 Net Earnings $ 13,371 $ 11,909 $ 3,443 $ 1,435 Net Earnings Per Share $0.74 $0.66 $0.19 $0.08 Cash dividends per share $0.30 $0.30 $0.10 $0.10 Average number of common equivalent shares 18,103,242 18,036,768 18,117,073 18,054,643 Consolidated Statements of Cash Flows (Unaudited) (in thousands) Nine Months Ended September 30, 1996 and 1995 1996 1995 OPERATING ACTIVITIES Net Earnings $13,371 $11,909 Depreciation 15,343 13,836 Provision for deferred income taxes 689 284 Amortization of restricted stock 243 247 (Gain) loss on disposition of asset 228 (224) Changes in operating assets and liabilities (376) (9,073) Cash Provided By Operating Activities 29,498 16,979 INVESTING ACTIVITIES Sale of marketable securities 0 2,491 Capital expenditures (15,141) (20,651) Proceeds from disposal of property and equipment 97 510 Cash Used In Investing Activities (15,044) (17,650) FINANCING ACTIVITIES Cash dividends paid (5,424) (5,393) Proceeds (repayments) of long-term debt, net (1,933) 11,800 Cash provided by stock transactions, net 243 42 Cash Provided From (Used In) Financing Activities (7,114) 6,449 Effect of foreign currency exchange rate changes 143 60 Increase In Cash and Cash Equivalents 7,483 5,838 Cash and cash equivalents at beginning of period 13,490 2,321 Cash and Cash Equivalents At End of Period $20,973 $ 8,159 Notes to Condensed Consolidated Financial Statements Note 1. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles 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 September 30, 1996 are not necessarily indicative of the results to be expected for the year ending December 31, 1996. ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Net sales were up significantly in the third quarter of 1996, increasing 13.8%, or $11,890,000, from the third quarter of 1995. Year-to-date sales increased 4.2% or $12,524,000 from the same period of 1995. The increased sales for the quarter were primarily attributable to an 11% increase in the North American production volumes for autos and light trucks from the third quarter of last year. A 16% increase in sales to diesel engine manufacturers, fueled by new program volume at Caterpillar, also contributed to third quarter results. Cost of products sold as a percent of sales for the first nine months of 1996, compared to the same period of 1995, remained approximately the same at 89.2% versus 89.6%. Cost of products sold as a percent of sales for the third quarter of 1996 compared to the third quarter of 1995 decreased to 90.9% from 92.3%. In addition to the effect of high volume and continuing operating improvements, the costs in the third quarter reflect a significant reduction in launch costs compared to the third quarter of 1995. Administrative and selling costs remained at approximately 3% of sales for the nine- and three-month periods ending September 30, 1996, with slight increases due to the operation of the Company's new Technical Center. Interest expense for the nine- and three-month periods ending September 30, 1996 and 1995 remained approximately the same. Cash flow from operations was $29.5 million for the first nine months of 1996. The Company's investment in production capacity for new automotive, light truck and diesel engine programs was $15.1 million. Cash flows from operations exceeded these investments and dividends paid during the nine months ended September 30, 1996, resulting in an increase of $7.5 million in cash and cash equivalents. With a quick ratio of 1.7 to 1, and a total debt to invested capital ratio of 35.4%, the Company's financial condition remains strong. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) The following exhibits are filed as part of this report. Exhibit No. Description 10.2 Amendment No. 3 to Amended and Restated Revolving Credit Agreement with Comerica Bank, dated as of August 1, 1996 11 Computation of Earnings Per Share 27 Financial Data Schedule (b) There were no reports filed on Form 8-K for the quarter ended September 30, 1996. 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 November 7, 1996 /S/ROY E. PARROTT Roy E. Parrott President and Chief Executive Officer November 7, 1996 /S/KATHRYN L. WILLIAMS Kathryn L. Williams Chief Financial Officer