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 1997 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 Identification No.) incorporation or organization) 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 April 30, 1997 there were 18,098,748 outstanding shares of the registrant's common stock, $1.00 par value each. PAGE Consolidated Balance Sheets (Unaudited) (In thousands) March 31, 1997 and December 31, 1996 Mar. 31 Dec. 31 ASSETS Current Assets Cash and cash equivalents $ 21,120 $ 28,902 Accounts receivable 47,078 41,032 Inventories 13,187 14,034 Customer tooling in process 4,823 4,002 Prepaid expenses and other current assets 5,467 6,256 Total Current Assets 91,675 94,226 Property, Plant and Equipment Cost 282,966 278,229 Less Allowance 130,560 126,152 152,406 152,077 Other Assets 1,933 2,653 $246,014 $248,956 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current installment of long-term debt $ 3,579 $ 3,579 Accounts payable 23,050 28,455 Compensation and amounts withheld 6,788 10,203 Taxes, other than income taxes 3,251 2,597 Other accrued expenses 6,491 4,354 Total Current Liabilities 43,159 49,188 Long-Term Debt, excluding current installment 58,498 58,643 Accrued Retirement Benefits 14,398 14,015 Deferred Income Taxes 11,415 11,118 Shareholders' Equity 118,544 115,992 $246,014 $248,956 Consolidated Statement of Operations (Unaudited) (dollars in thousands, except per share amounts) Periods Ended March 31, 1997 and 1996 Three Months 1997 1996 Net sales $105,874 $101,421 Costs and expenses: Cost of products sold 95,058 91,038 Administrative and selling 3,032 2,835 98,090 93,873 Operating Earnings 7,784 7,548 Investment and other income, net 419 124 Interest expense (1,293) (1,340) Earnings Before Income Taxes 6,910 6,332 Income taxes 2,523 2,375 Net Earnings $ 4,387 $ 3,957 Net Earnings Per Share $.24 $.22 Cash dividends per share $.10 $.10 Average number of common equivalent shares 18,149,436 18,073,716 Consolidated Statements of Cash Flows (Unaudited) (in thousands) Three Months Ended March 31, 1997 and 1996 1997 1996 OPERATING ACTIVITIES Net Earnings $ 4,387 $ 3,957 Depreciation 5,314 5,053 Provision for deferred income taxes 297 302 Amortization of restricted stock 82 73 (Gain) loss on disposition of assets (86) 24 Changes in operating assets and liabilities (9,120) (4,719) Cash Provided By Operating Activities 874 4,690 INVESTING ACTIVITIES Capital expenditures (6,703) (5,843) Proceeds from disposal of property and equipment 109 24 Cash Used In Investing Activities (6,594) (5,819) FINANCING ACTIVITIES Cash dividends paid (1,813) (1,808) Principal repayment of long-term borrowings (145) (144) Cash provided by stock transactions, net 0 242 Cash Provided From (Used In) Financing Activities (1,958) (1,710) Effect of foreign currency exchange rate changes (104) 151 Increase (Decrease)In Cash and Cash Equivalents (7,782) (2,688) Cash and cash equivalents at beginning of period 28,902 13,490 Cash and Cash Equivalents At End of Period $21,120 $10,802 Note to Condensed Consolidated Financial Statements 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 March 31, 1997 are not necessarily indicative of the results to be expected for the year ending December 31, 1997. ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Net sales increased for the first quarter of 1997 by 4.4%, or $4,453,000, from the first quarter of 1996. The sales increase in the current year was primarily attributable to last years work stoppage at General Motors which negatively impacted sales for the first quarter by approximately $3 million. Also contributing to first quarter results was the 6% increase in the North American production volumes for autos and light trucks from the first quarter of 1996. Cost of products sold as a percent of sales for the first three months of 1997, compared to the same period of 1996, remained the same at 89.8%. Administrative and selling costs remained at approximately 2.8% of sales for the first quarters of 1997 and 1996. Interest expense decreased slightly for the first quarter of 1997 due to lower average debt balances. Cash flow from operations was $874,000 for the first quarter. The Company's investment in production capacity for new automotive, light truck and diesel engine programs was $6,703,000. These investments, when added to dividends paid during the three months ended March 31, 1997, exceeded the cash flow from operations, resulting in a reduction of $7,782,000 in cash and cash equivalents. With a quick ratio of 1.6 to 1 and total debt to invested capital of 34.4%, 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 22, 1997 in Plymouth, Michigan. The following persons were nominated on the Board of Directors until the 2000 annual meeting. Votes In Nominee Favor Withheld Susan F. Haka 15,583,811 208,583 Walter J. Kirchberger 15,763,423 128,971 Roy E. Parrott 15,735,526 156,868 The amendment to restate the Articles of Incorporation of the Company to increase the number of authorized shares of common stock from 35,000,000 to 55,000,000 was passed. The following votes were cast: Votes in favor 14,452,715 Votes against 1,340,611 Abstentions 99,066 Broker non-votes 2 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 11 - Computation of Earnings Per Share Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K No reports on Form 8-K were filed during the quarter ended March 31, 1997. 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 May 7, 1997 /s/Roy E. Parrott Roy E. Parrott President and Chief Executive Officer