UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington DC 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended December 31, 1994 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: O-1837 FEDERAL SCREW WORKS (Exact name of registrant as specified in its charter) Michigan 38-0533740 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2400 Buhl Building, Detroit Michigan 48226 (Address of principal executive offices) (Zip Code) Registrant's telephone number, and area code (313) 963-2323 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_____ At December 31, 1994, the Company had one class of common stock outstanding, $1.00 par value common stock. There were 1,086,662 shares of such common stock outstanding at that time. (continued) Part I FINANCIAL INFORMATION FEDERAL SCREW WORKS CONDENSED BALANCE SHEETS (UNAUDITED) (Thousands of Dollars) December 31 June 30 1994 1994 ASSETS Current Assets: Cash ................................................. $ 279 $ 1,373 Accounts Receivable, Less Allowance of $25,000 ....... 9,958 9,320 Inventories: Finished Products .................................... 2,223 2,297 In-Process Products .................................. 4,362 4,750 Raw Materials And Supplies ........................... 2,139 1,710 8,724 8,757 Prepaid Expenses And Other Current Accounts .......... 470 445 Deferred Income Taxes ................................ 130 625 Total Current Assets .............................. 19,561 20,520 Other Assets: Intangible Pension Asset ............................. 2,964 2,964 Cash Value Of Life Insurance ......................... 4,614 4,622 Miscellaneous ........................................ 808 452 8,386 8,038 Property, Plant And Equipment .......................... 64,838 61,911 Less Accumulated Depreciation ........................ 38,947 37,544 25,891 24,367 Total Assets ........................................... $53,838 $52,925 - 2 - Part I FINANCIAL INFORMATION (Continued) December 31 June 30 1994 1994 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts Payable ................................. $ 2,959 $ 2,985 Payroll And Employee Benefits .................... 2,753 4,834 Dividends Payable ................................ 109 109 Federal Income Taxes ............................. 0 684 Taxes, Other Than Income Taxes ................... 1,218 1,023 Accrued Pension Contributions .................... 383 921 Other Accrued Liabilities ........................ 848 423 Current Maturities Of Long-Term Debt ............. 400 400 Total Current Liabilities ..................... 8,670 11,379 Long Term Liabilities: Long-Term Debt ................................... 7,900 6,020 Unfunded Pension Obligation ...................... 4,049 4,049 Postretirement Benefits Other Than Pensions ...... 2,806 1,880 Deferred Income Taxes ............................ 718 604 Employee Benefits ................................ 1,379 1,417 Other Liabilities ................................ 80 111 Total Long-Term Liabilities ................... 16,932 14,081 Stockholders' Equity: Common Stock, $1.00 Par Value, Authorized 2,000,000 Shares, 1,087,612 Shares Outstanding at December 31, 1994 and 1,088,739 at June 30, 1994, respectively ................... 1,087 1,088 Additional Capital ............................... 2,633 2,580 Retained Earnings ................................ 25,725 25,006 Unfunded Pension Costs ........................... (1,209) (1,209) Total Stockholders' Equity .................... 28,236 27,465 Total Liabilities and Stockholders' Equity ......... $ 53,838 $ 52,925 <FN> See Accompanying Notes. - 3 - FEDERAL SCREW WORKS CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (Thousands of Dollars, Except Per Share) Three Months Six Months Ended Ended December 31 December 31 l994 1993 1994 1993 Net Sales .................................... $21,734 $18,919 $41,572 $35,572 Costs And Expenses: Cost of Products Sold ..................... 19,193 17,587 37,054 33,235 Selling And Administrative Expenses ....... 1,157 904 2,239 1,792 Interest Expense .......................... 122 118 229 225 Total Costs And Expenses ............... 20,472 18,609 39,522 35,252 Earnings Before Federal Income Taxes .............................. 1,262 310 2,050 320 Federal Income Taxes ......................... 410 101 666 105 Net Earnings ................................. $ 852 $ 209 $ 1,384 $ 215 Per Share Of Common Stock: Net Earnings Per Share ....................... $ .78 $ .19 $ 1.27 $ .20 Cash Dividends Per Share ..................... $ .10 $ .10 $ .60 $ .40 <FN> See Accompanying Notes. - 4 - FEDERAL SCREW WORKS CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) (Thousands of Dollars) Six Months Ended December 31 1994 1993 Operating Activities Net Earnings ....................................... $ 1,384 $ 215 Adjustments to Reconcile Net Earnings to Net Cash Provided By (Used In) Operating Activities: Depreciation and Amortization .................. 1,450 1,247 Increase In Cash Value of Life Insurance ....... 8 (83) Change In Deferred Income Taxes ................ 609 (420) Employee Benefits .............................. (38) 856 Amortization of Restricted Stock ............... 38 61 Other .......................................... 555 56 Changes In Operating Assets And Liabilities: Accounts Receivable .......................... (638) 1,848 Inventories And Prepaid Expenses ............. 8 (1,904) Accounts Payable And Accrued Expenses ........ (3,144) (1,318) Net Cash Used In Operating Activities ................ 232 558 Investing Activities Purchases of Property, Plant And Equipment-Net ..... (2,975) (3,009) Financing Activities Proceeds From Bank Borrowings ...................... 1,880 1,815 Purchases of Common Stock .......................... (14) (16) Dividends Paid ..................................... (217) (435) Net Cash Provided By Financing Activities ............ 1,649 1,364 Decrease In Cash ..................................... (1,094) (1,087) Cash At Beginning Of Period .......................... 1,373 1,217 Cash At End Of Period ................................ $ 279 $ 130 <FN> See Accompanying Notes. - 5 - FEDERAL SCREW WORKS NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) Note A - Basis of Presentation The accompanying unaudited condensed 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 six months ended December 31, 1994, are not necessarily indicative of the results to be expected for the year ending June 30, 1995. Note B - Debt The Company has a $16,000,000 Revolving Credit and Term Loan Agreement with a bank. The Company has the option to convert borrowings thereunder (classified as long-term debt) to a term note through October 31, 1995, the expiration date of the Agreement. Payments under the term note, if the conversion option is exercised, would be made quarterly and could extend to October 31, 1997. As of December 31, 1994, there were $6,300,000 in outstanding borrowings under the Revolving Credit and Term Loan Agreement. Note C - Dividends Cash dividends per share are based on the number of shares outstanding at the respective dates of declaration. - 6 - Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations RESULTS OF OPERATIONS: Net sales for the Company's second quarter ended December 31, 1994, increased $2,815,000, or 14.9%, compared with net sales for the second quarter of the prior year. Net sales for the six month period ended December 31, 1994, increased $6,000,000, or 16.9%, compared with the six month period ended December 31, 1993. The increase is largely attributable to the continued strong demand in both the refrigeration and automotive industries. Gross profit for the three month period ended December 31, 1994, increased $1,209,000, or 90.8%, compared with gross profit for the second quarter of the prior year. Gross profit for the six month period ended December 31, 1994, increased $2,181,000, or 93.3%, compared with the six month period ended December 31, 1993. The increase is largely attributable to the increase in sales. Selling and administrative expenses increased $253,000, or 28.0%, for the second quarter ended December 31, 1994, as compared with the second quarter of the prior year. Selling and administrative expenses increased $447,000, or 24.9%, as compared with the six month period ended December 31, 1993. The increase is mainly attributable to increases in compensation and state taxes due to the increase in gross profits. DIVIDENDS: The Board of Directors, in October 1994, declared a $.10 per share dividend paid January 2, 1995, to shareholders of record December 9, 1994. LIQUIDITY AND CAPITAL RESOURCES: Working capital increased by $1,750,000 from $9,141,000 at June 30, 1994, to $10,891,000 at December 31, 1994. The principal factors contributing to the change was an increase in accounts receivable and the payment of employee benefit accruals that existed at June 30, 1994. At December 31, 1994, the Company had available $9,700,000 under its bank credit agreement. Capital expenditures for the six month period ended December 31, 1994, were approximately $3.0 million, and, for the year, are expected to approximate $7.5 million, of which approximately $2.5 million has been committed as of December 31, 1994. There have been no material changes concerning environmental matters since those reported in the Registrant's Form 10-K for the fiscal year ended June 30, 1994. - 7 - PART II OTHER INFORMATION Item 1. Legal Proceedings The information set forth at the conclusion of the Liquidity and Capital Resources discussion in Item 2. of Part I concerning environmental matters is incorporated by reference. Item 6. Exhibits and Reports on Form 8-K (a) Reports on Form 8-K. There was no SEC Form 8-K filed this quarter. There were no unusual charges or credits to income, nor a change in independent accountants. 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. Federal Screw Works ---------------------------------------- Date February 10, 1995 /s/ W. T. ZurSchmiede, Jr. ------------------- ---------------------------------------- W. T. ZurSchmiede, Jr. Chairman, Chief Executive Officer and Chief Financial Officer Date February 10, 1995 /s/ Thomas ZurSchmiede ------------------- ---------------------------------------- Thomas ZurSchmiede President, Chief Operating Officer -8-