FOUNTAIN POWERBOAT INDUSTRIES, INC. FORM 10-Q QUARTERLY REPORT FOR THE QUARTER ENDED DECEMBER 31, 2000 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to ___________ For the Quarter Ended Commission File Number ___________________ 0-14712 FOUNTAIN POWERBOAT INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Nevada 56-1774895 (State of other jurisdiction of (I.R.S. employer incorporation or organization) identification No.) Whichard's Beach Road, P.O. Drawer 457, Washington, NC 27889 (Address of principal executive offices) Registrant's telephone no., including area code:(252)975-2000 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 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 January 30, 2001 _________________________ ______________________________ Common Stock, $.01 par value 4,732,608 Shares FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY INDEX PART I. Financial Information. Page No. Review Report of Independent Certified Public Accountants........................... 4 Unaudited Consolidated Balance Sheets December 31, 2000 and June 30,2000......... 5-6 Unaudited Consolidated Statements of Operations - Three and Six Months Ended December 31,2000 and December 31,1999......................... 7 Unaudited Consolidated Statements of Cash Flows - Six Months Ended December 31,2000 and December 31,1999........................ 8-9 Notes to Unaudited Consolidated Financial Statements ... 10-13 Management's Discussion and Analysis of Results of Operations and Financial Condition. . . 14-16 PART II. Other Information. Item 6. Exhibits and Reports on Form 8 and Form 8-K....... 16 Signature........................................ 17 To the Board of Directors FOUNTAIN POWERBOAT INDUSTRIES, INC. Washington, North Carolina We have reviewed the accompanying consolidated balance sheet of Fountain Powerboat Industries, Inc. as of December 31, 2000, and the related consolidated statements of operations and cash flows for the three and six months then ended. All information included in these financial statements is the representation of the management of Fountain Powerboat Industries, Inc. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of Company personnel responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. /S/PRITCHETT, SILER & HARDY, P.C. PRITCHETT, SILER & HARDY, P.C. January 23, 2001 Salt Lake City, Utah 4 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (Unaudited) ASSETS December 31, June 30, 2000 2000 ___________ ___________ CURRENT ASSETS: Cash and cash equivalents $ 2,048,890 $ 1,983,439 Accounts receivable, net 727,755 1,701,643 Inventories 5,263,320 7,880,136 Prepaid expenses 889,360 574,615 Current deferred tax assets 1,404,836 1,481,666 Deferred cost of sales 64,678 - ___________ ___________ Total Current Assets 10,398,839 13,621,499 ___________ ___________ PROPERTY, PLANT AND EQUIPMENT 37,684,042 37,686,040 Less: Accumulated depreciation (19,332,402) (18,752,789) ___________ ___________ Total Property, Plant and 	 Equipment 18,351,640 18,933,251 ___________ ___________ OTHER ASSETS 927,648 876,334 ___________ ___________ $29,678,127 $33,431,084 =========== =========== 5 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY [Continued] December 31, June 30, 2000 2000 ___________ ___________ CURRENT LIABILITIES: Current maturities - long-term debt $ 2,422,719 $ 2,613,534 Current maturities - capital lease 13,651 12,999 Accounts payable 4,237,535 4,993,717 Accrued expenses 2,209,851 2,504,603 Dealer territory service accrual 1,138,284 907,230 Customer deposits 165,035 322,040 Deferred sales 167,174 - Allowance for boat repurchases 200,000 200,000 Reserve for warranty expense 590,000 590,000 ___________ ___________ Total Current Liabilities 11,144,249 12,144,123 ___________ ___________ LONG-TERM DEBT, less current portion 5,989,143 8,151,546 CAPITAL LEASE, less current maturities 63,288 63,940 DEFERRED TAX LIABILITY 925,152 1,180,817 COMMITMENTS AND CONTINGENCIES [NOTE 6] - - ___________ __________ Total Liabilities 18,121,832 21,540,426 ___________ __________ STOCKHOLDERS' EQUITY: Common stock, $.01 par value, 200,000,000 shares authorized, 4,732,608 shares issued 47,326 47,326 Additional paid-in capital 10,303,640 10,303,640 Retained earnings 1,316,077 1,650,440 ___________ __________ 11,667,043 12,001,406 Less: Treasury stock (110,748) (110,748) ___________ __________ Total Stockholders' Equity 11,556,295 11,890,658 ___________ ___________ $29,678,127 $33,431,084 =========== =========== The accompanying notes are an integral part of these financial statements. 6 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) For The Three For The Six Months Ended Months Ended December 31 December 31 2000 1999 2000 1999 __________ ___________ ___________ ___________ NET SALES $8,838,621 $15,384,022 $22,524,964 $26,179,190 COST OF SALES 7,816,539 12,213,163 19,607,756 20,973,104 __________ ___________ ___________ ___________ Gross Profit 1,022,082 3,170,859 2,917,208 5,206,086 EXPENSES Selling Expense 1,278,544 1,502,305 2,912,198 3,088,588 Selling expense - related parties 117,255 - 157,375 127,097 General & Administrative 720,005 694,530 1,467,697 1,416,033 __________ ___________ ___________ ___________ Total Expenses 2,115,804 2,196,835 4,537,270 4,631,718 __________ ___________ ___________ ___________ OPERATING INCOME(LOSS) (1,093,722) 974,024 (1,620,062) 574,368 NON-OPERATING INCOME/(EXPENSE) Other income (expense) 1,069,187 (22,413) 1,077,874 6,573 Interest expense (217,764) (244,095) (471,455) (527,486) Gain on sale of assets 500,446 - 500,446 - __________ ___________ ___________ ___________ INCOME(LOSS)BEFORE TAX 258,147 707,516 (513,197) 53,455 CURRENT TAX EXPENSE (9,785) - - (9,785) DEFERRED TAXES(BENEFIT) 111,569 326,103 (178,835) 41,800 __________ ___________ ___________ ___________ NET INCOME (LOSS) 156,363 381,413 (334,362) 11,655 ========== =========== =========== =========== EARNINGS(LOSS)PER SHARE .033 .081 (.071) .002 __________ ___________ ___________ ___________ WEIGHTED AVERAGE SHARES OUTSTANDING 4,732,608 4,732,608 4,732,608 4,732,608 __________ ___________ ___________ ___________ DILUTED EARNINGS PER SHARE N/A N/A N/A N/A __________ ___________ ___________ ___________ DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING N/A N/A N/A N/A __________ ___________ ___________ ___________ 7 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the Six Months Ended December 31, _____________________________ 2000 1999 					 _____________ _______________ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income (Loss) $ (334,362)$ 11,655 Adjustments to reconcile net income(loss)to net Cash provided by operating activities: Depreciation Expense 1,193,082 1,053,298 Gain on sale of fixed 	 assets (500,446) - Net deferred taxes (178,835) (242,504) Change in assets and liabilities: (Increase) decrease in accounts receivable 973,888 (508,416) (Increase) decrease in inventory 2,616,816 (1,320,877) (Increase) decrease in prepaid expenses (314,745) (41,457) Increase (decrease)in deferred sales 102,496 - Increase (decrease)in accounts payable (756,182) 1,545,274 Increase (decrease)in accrued expenses (294,753) (258,528) Increase (decrease)in dealer territory service accrual 231,054 - Increase (decrease)in customer deposits (157,005) (132,247) 					 _____________ _______________ Net Cash Provided by (Used in) Operating Activities $ 2,581,008 $ 106,198 					 _____________ _______________ CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property plant and equipment (1,741,849) (565,787) Proceeds from sale of fixed assets 1,750,920 - (Increase) in other assets (51,314) (64,397) 					 _____________ _______________ Net Cash Provided by (Used) Investing Activities $ (42,243)$ (630,184) 					 _____________ _______________ CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of long-term debt (2,473,314) (850,447) 					 _____________ _______________ Net Cash Provided by (Used in) Financing Activities $ (2,473,314)$ (850,447) 					 _____________ _______________ Net increase (decrease) in cash $ 65,451 $ (1,374,433) Cash and Cash Equivalents at beginning of year $ 1,983,439 $ 2,217,300 					 _____________ _______________ Cash and Cash Equivalents at end of period $ 2,048,890 $ 842,867 ============= =============== [Continued] 8 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) [Continued] For the Six Months Ended December 31, _____________________________ 2000 1999 					 _____________ _______________ Supplemental Disclosures of Cash Flow Information: Cash paid during the period for: Interest $ 474,502 $ 527,486 Income Taxes - - Supplemental Disclosures of Non-Cash Investing and Financing Activities: For the six-month period ended December 31, 2000: The Company purchased $120,096 in vehicles through the issuance of additional notes payable. For the six month period ended December 31, 1999: None The accompanying notes are an integral part of these financial statements. 9 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY (Unaudited) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION Although these statements have been reviewed by our independent auditors, they are unaudited. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at December 31, 2000 and for all periods presented have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted for purposes of filing interim financial statements with the Securities and Exchange Commission. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 2000 audited financial statements. The results of operations for the period ended December 31, 2000 and 1999 are not necessarily indicative of the operating results for the full year. NOTE 2 - OTHER INCOME (EXPENSE) During September 1999, the Company experienced flooding and temporary closure of the production facility as a result of hurricanes "Dennis" and "Floyd" hitting Eastern North Carolina. As a result of the hurricanes, the Company sustained damages to inventory and property, plant and equipment, including damages to the yacht mold as well as lost revenue and additional expenses from the business interruption. The Company also experienced losses resulting from the closure of the production facility and efficiencies due to storm preparation, cleanup and the inability of the full work force to report to work once the plant re-opened. The Company immediately filed its claims for business interruption and believed it complied with all aspects of its policy. As of June 30, 2000, the insurance carriers had paid $1,783,618 in claims and in October, 2000, paid an additional $1,350,000 in full and final payment of all claims. This has been reflected under "Non-Operating Income (Expense)" on the statement of operations. Also inclued in other income is the gain on the sale of fixed assets in the amount of $500,446. The majority of this gain was from the sale of the Company's airplane. 10 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY (Unaudited) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 3 - ACCOUNTS RECEIVABLE As of December 31, 2000, accounts receivable were $727,755 net of the allowance for bad debts of $27,841. This represents a decrease of $973,888 from the $1,701,643 in net accounts receivable recorded at June 30, 2000. Of the $727,755 balance at December 31, 2000, $422,542 has subsequently been collected as of January 31, 2001, and the remaining $305,213 is believed to be fully collectible. NOTE 4 - INVENTORIES Inventories at December 31, 2000 and June 30, 2000 consisted of the following: December 31, June 30, 2000 2000 _____________ _____________ Parts and supplies...................$ 3,006,649 $ 3,402,176 Work-in-process...................... 1,721,933 3,743,713 Finished goods....................... 528,454 716,304 Sportswear........................... 156,284 167,943 Obsolete inventory reserve........... (150,000) (150,000) _____________ _____________ Total..........................$ 5,263,320 $ 7,880,136 ============= ============= NOTE 5 - REVENUE RECOGNITION The Company generally sells boats only to authorized dealers and to the U.S. Government. A sale is recorded when a boat is shipped to a dealer or to the Government, legal title and all other incidents of ownership have passed from the Company to the dealer or to the Government, and an account receivable is recorded or payment is received from the dealer, from the Government, or from the dealer's third-party commercial lender. This is the method of sales recognition in use by most boat manufacturers. The Company has developed criteria for determining whether a shipment should be recorded as a sale or as a deferred sale (a balance sheet liability). The criteria for recording a sale are that the boat has been completed and shipped to a dealer or to the Government, that title and all other incidents of ownership have passed to the dealer or to the Government, and that there is no direct or indirect commitment to the dealer or to the Government to repurchase the boat or to pay floor plan interest for the dealer beyond the normal, published sales program terms. 11 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY (Unaudited) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 5 - REVENUE RECOGNITION [Continued] The sales incentive floor plan interest expense for each individual boat sale is accrued for the maximum six-month (180 days) interest payment period in the same fiscal accounting period that the related boat sale is recorded. The entire six months' interest expense is accrued at the time of the sale because the Company considers it a selling expense. The amount of interest accrued is subsequently adjusted to reflect the actual number of days of remaining liability for floor plan interest for each individual boat remaining in the dealer's inventory and on floor plan. Presently, the Company's normal sales program provides for the payment of floor plan interest on behalf of its dealers for a maximum of six months. The Company believes that this program is currently competitive with the interest payment programs offered by other boat manufacturers, but may from time to time adopt and publish different programs as necessary in order to meet competition. NOTE 6 - COMMITMENTS AND CONTINGENCIES Manufacturer Repurchase Agreements - The Company makes available through third-party finance companies floor plan financing for many of its dealers. Sales to participating dealers are approved by the respective finance companies. If a participating dealer does not satisfy its obligations under the floor plan financing agreement in effect with its commercial lender(s) and boats are subsequently repossessed by the lender(s), then under certain circumstances the Company may be required to repurchase the repossessed boats if it has executed a repurchase agreement with the lender(s). At December 31, 2000, the Company had a total contingent liability to repurchase boats in the event of dealer defaults and if repossessed by the commercial lenders amounting to approximately $28,454,647. The Company has reserved for future losses it might incur upon the repossession and repurchase of boats from commercial lenders. The amount of the allowance is based upon probable future events, which can be reasonably estimated. At December 31, 2000, the allowance for boat repurchases was $200,000. Dealer Interest - The Company regularly pays a portion of dealers' interest charges for floor plan financing for up to six months. These interest charges amounted to approximately $552,899 for the first six months of Fiscal 2001 and are included in the accompanying consolidated statements of operations as part of selling expense. At December 31, 2000, the estimated unpaid dealer incentive interest included in accrued expenses amounted to $390,262. 12 FOUNTAIN POWERBOAT INDUSTRIES, INC. AND SUBSIDIARY (Unaudited) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 7 - TRANSACTIONS WITH RELATED PARTIES At December 31, 2000, the Company had receivables from and advances to employees of the Company amounting to $16,002. The Company paid or has accrued during the first six months of Fiscal 2001, $4,178 for apartment rentals to Eastbrook Apartments and Village Green Apartments which are entities owned by Mr. Fountain. The rentals are primarily for temporary lodging for relocating and transient Company personnel and visitors. The Company paid or has accrued $157,375 for the six month period ended December 31, 2000, for advertising and public relations services from an entity owned by a director of the Company. NOTE 8 - INCOME TAXES The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards ("SFAS") No. 109. SFAS 109 requires the Company to provide a net deferred tax asset or liability equal to the expected future tax benefit or expense of temporary reporting differences between book and tax accounting and any available operating loss or tax credit carry forwards. For the six month period ended December 31, 2000, the Company provided $0 for current income taxes and a benefit of $(178,835) for deferred income taxes. NOTE 9 - STOCK OPTIONS At December 31, 2000, there were 526,000 unexercised stock options, of which 505,000 were held by officers and directors of the Company at prices ranging from $3.1875 to $5.00 per share. NOTE 10 - EARNINGS (LOSS) PER SHARE The computation of earnings (loss) per share and diluted earnings (loss) per share amounts are based upon the weighted average number of outstanding common shares during the periods, plus, when their effect is dilutive, additional shares assuming the exercise of certain vested stock options, reduced by the number of shares which could be purchased from the proceeds from the exercise of the stock options assuming they were exercised. Diluted earnings (loss) per share for the six-month period ended December 31, 2000 and 1999, was not presented, as its effect was anti-dilutive. 13 Management's Discussion and Analysis of Results of Operations and Financial Condition Results of Operations. The loss from operations for the second quarter ended December 31, 2000, was $(1,093,722) or $(.23) per share versus operating income of $974,024 or $.21 per share for the corresponding period of the previous year. Operating loss as a percent of sales for the second quarter of Fiscal 2001 was (12.4)% versus operating income as a percent of sales of 6.3% for the same period the previous Fiscal year. The net profit for the second quarter of Fiscal 2001 was $156,363 or $.033 per share. This compares to net profit amounting to $381,413, or $.081 per share for the second quarter of Fiscal 2000. Net sales were $8,838,621 for the second quarter of Fiscal 2001 as compared to $15,384,022 for the second quarter of the prior Fiscal year. Unit sales volume for the second quarter of Fiscal 2001 was 69 boats as compared to 129 boats for the second quarter of Fiscal 2000. Although the Company maintained a backlog of orders during the period, it was affected by the slowdown in the marine industry. Retail sales were down industry wide, resulting in large dealer inventories of boats from other manufacturers and this reduced the availability of dealer floor plan credit. The Company had orders from dealers for product, but could not build or ship because of the lack of dealer credit. The Company believes the introduction of the new line of wide beam cruisers and fish boats will generate additional sales revenue with its expanded product line and increase the dealer base for its boats. For the second quarter of Fiscal 2001, the gross margin on sales was $1,022,082 (11.6%) as compared to $3,170,859 (20.6%) for the second quarter of Fiscal 2000. The low sales volume and the product mix had the most significant effect on margins. Cost reduction efforts in employee costs, maintenance, and research and development were not enough to offset the increased costs of insurance, volume and product mix. Selling expenses were $1,395,799 for the second quarter of Fiscal 2001 as compared to $1,502,305 for the second quarter of last Fiscal year. Dealer floor plan interest and magazine advertising were lower and cost of brochures and promotions were higher in the second quarter of fiscal year 2001 versus the second quarter of fiscal year 2000. General and administrative expenses were $720,005 for the second quarter of Fiscal 14 2001 as compared to $694,530 for the second quarter of last Fiscal year. Most of the decrease was an employment tax adjustment in tax allocation between production and administration departments. Interest expense for the second quarter of Fiscal 2001 was $217,764 as compared to $244,095 for the second quarter of last Fiscal year. Interest expense is down due to an overall reduction in long-term debt. Other non-operating (income)/expense for the second quarter of Fiscal 2001 was $1,569,633 of income as compared to $22,413 of expense for the second quarter of last Fiscal year. Other income this year includes the gain on the sale of the Company airplane and the full and final payment of all claims arising from the hurricane damage. Financial Condition. The Company's cash flows for the six months ended December 31, 2000 are summarized as follows: Net cash provided by operating activities........... $ 2,581,008 " " used by investing activities .............. (42,243) " " used by financing activities ............... (2,473,314) ___________ Net increase in cash..................... $ 65,451 =========== This net increase compared to a $(1,374,433) net decrease for the second six months of the prior fiscal year. Cash used in the first six months of Fiscal 2001 to acquire additional property, plant, and equipment (investing activity) amounted to $1,741,649 of which $1,580,953 was for plugs, molds, and other product tooling. Proceeds from the sale of the Company airplane reduced cash used by investing activities by $1,744,126. Cash was used in financing activities to pay off the notes secured by the airplane and the payment of the long-term debt current maturities as it became due. For the remainder of Fiscal 2001 and beyond, the Company expects to generate sufficient cash through operations to meet its needs and obligations. Management believes the introduction of the wide beam cruisers and the expansion of the wide beam fish boat line will increase sales and production volume and the corresponding reduction in tooling costs as the new product enters production, will generate a positive cash flow. Most of the Company's cash resources will be used to build customer ordered boats, maintain its plant and equipment, and reduce accounts payable. 15 Cautionary Statement for Purposes of "Safe Harbor" Under the Private Securities Reform Act of 1995. The Company may from time to time make forward-looking statements, including statements projecting, forecasting, or estimating the Company's performance and industry trends. The achievement of the projections, forecasts, or estimates contained in these statements is subject to certain risks and uncertainties, and actual results and events may differ materially from those projected, forecasted, or estimated. The applicable risks and uncertainties include general economic and industry conditions that affect all businesses, as well as matters that are specific to the Company and the markets it serves. For example, the achievement of projections, forecasts, or estimates contained in the Company's forward-looking statements may be impacted by national and international economic conditions; compliance with governmental laws and regulations; accidents and acts of God; and all of the general risks associated with doing business. Risks that are specific to the Company and its markets include but are not limited to compliance with increasingly stringent environmental laws and regulations; the cyclical nature of the industry; competition in pricing and new product development from larger companies with substantial resources; the concentration of a substantial percentage of the Company's sales with a few major customers, the loss of, or change in demand from, any of which could have a material impact upon the Company; labor relations at the Company and at its customers and suppliers; and the Company's single-source supply and just-in-time inventory strategies for some critical boat components, including high performance engines, which could adversely affect production if a single-source supplier is unable for any reason to meet the Company's requirements on a timely basis. PART II. Other Information. ITEM 6: Exhibits and Reports on Form 8 and Form 8-K. (a) No Exhibits (b) No Current Reports on Form 8-K were filed by the Registrant during the first six months of Fiscal 2001. 16 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FOUNTAIN POWERBOAT INDUSTRIES, INC. (Registrant) By: David A. Simmons Date: January 31, 2001 Chief Financial Officer and Designated Principal Accounting Officer 17