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 March 31, 1995 ------------------------------------------------------ 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: 0-1837 ----------------------------------------------------- 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 March 31, 1995, 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) March 31 June 30 1995 1994 ------- ------- ASSETS Current Assets: Cash . . . . . . . . . . . . . . . . . . . . . . $ 76 $ 1,373 Accounts Receivable, Less Allowance of $25,000 . 11,147 9,320 Inventories: Finished Products. . . . . . . . . . . . . . . . 3,626 2,297 In-Process Products. . . . . . . . . . . . . . . 4,886 4,750 Raw Materials And Supplies . . . . . . . . . . . 2,923 1,710 ------ ------ 11,435 8,757 Prepaid Expenses And Other Current Accounts. . . 175 445 Deferred Income Taxes . . . . . . . . . . . . . 282 625 ------ ------ Total Current Assets. . . . . . . . . . . . . 23,115 20,520 Other Assets: Intangible Pension Asset . . . . . . . . . . . . 2,964 2,964 Cash Value Of Life Insurance . . . . . . . . . . 4,645 4,622 Miscellaneous. . . . . . . . . . . . . . . . . . 796 452 ------ ------ 8,405 8,038 Property, Plant And Equipment. . . . . . . . . . . 67,409 61,911 Less Accumulated Depreciation. . . . . . . . . . 39,684 37,544 ------ ------ 27,725 24,367 ------ ------ Total Assets . . . . . . . . . . . . . . . . . . . $59,245 $52,925 ====== ====== - 2 - Part I FINANCIAL INFORMATION (Continued) March 31 June 30 1995 1994 -------- ------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts Payable . . . . . . . . . . . . . . . . $ 5,655 $ 2,985 Payroll And Employee Benefits. . . . . . . . . . 3,627 4,834 Dividends Payable. . . . . . . . . . . . . . . . 109 109 Federal Income Taxes . . . . . . . . . . . . . . 51 684 Taxes, Other Than Income Taxes . . . . . . . . . 1,198 1,023 Accrued Pension Contributions. . . . . . . . . . 131 921 Other Accrued Liabilities. . . . . . . . . . . . 948 423 Current Maturities Of Long-Term Debt . . . . . . 400 400 ----- ----- Total Current Liabilities . . . . . . . . . . 12,119 11,379 Long Term Liabilities: Long-Term Debt . . . . . . . . . . . . . . . . . 8,335 6,020 Unfunded Pension Obligation. . . . . . . . . . . 4,049 4,049 Postretirement Benefits Other Than Pensions. . . 3,270 1,880 Deferred Income Taxes. . . . . . . . . . . . . . 781 604 Employee Benefits. . . . . . . . . . . . . . . . 1,336 1,417 Other Liabilities. . . . . . . . . . . . . . . . 65 111 ------ ------ Total Long-Term Liabilities . . . . . . . . . 17,836 14,081 Stockholders' Equity: Common Stock, $1.00 Par Value, Authorized 2,000,000 Shares, 1,086,662 Shares Outstanding at March 31, 1995 and 1,087,612 at June 30, 1994, respectively . . . . . . . . . 1,087 1,088 Additional Capital . . . . . . . . . . . . . . . 2,654 2,580 Retained Earnings. . . . . . . . . . . . . . . . 26,758 25,006 Unfunded Pension Costs . . . . . . . . . . . . . (1,209) (1,209) ------ ------ Total Stockholders' Equity. . . . . . . . . . 29,290 27,465 ------ ------ Total Liabilities and Stockholders' Equity . . . . $59,245 $52,925 ====== ====== <FN> See Accompanying Notes. - 3 - FEDERAL SCREW WORKS CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (Thousands of Dollars, Except Per Share) Three Months Nine Months Ended Ended March 31 March 31 1995 1994 1995 1994 -------- -------- -------- -------- Net Sales ................................ $ 24,914 $ 22,181 $ 66,486 $ 57,754 Costs And Expenses: Cost of Products Sold ................. 21,528 19,972 58,582 53,088 Selling And Administrative Expenses ... 1,543 1,228 3,782 3,020 Interest Expense ...................... 149 (1) 378 345 -------- -------- -------- -------- Total Costs And Expenses ........... 23,220 21,199 62,742 56,453 -------- -------- -------- -------- Earnings Before Federal Income Taxes .......................... 1,694 982 3,744 1,301 Federal Income Taxes ..................... 553 318 1,219 423 -------- -------- -------- -------- Net Earnings ............................. $ 1,141 $ 664 $ 2,525 $ 878 ======== ======== ======== ======== Per Share Of Common Stock: Net Earnings Per Share ................... $ 1.05 $ .61 $ 2.32 $ .81 ======== ======== ======== ======== Cash Dividends Per Share ................. $ .10 $ .10 $ .70 $ .50 ======== ======== ======== ======== <FN> See Accompanying Notes. - 4 - FEDERAL SCREW WORKS CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) (Thousands of Dollars) Nine Months Ended March 31 1995 1994 ------- ------- Operating Activities Net Earnings ....................................... $ 2,525 $ 878 Adjustments to Reconcile Net Earnings to Net Cash Provided By (Used In) Operating Activities: Depreciation and Amortization .................. 2,244 1,906 Increase In Cash Value of Life Insurance ....... (23) (60) Change In Deferred Income Taxes ................ 520 (376) Employee Benefits .............................. (81) (34) Amortization of Restricted Stock ............... 60 81 Other .......................................... 1,016 1,499 Changes In Operating Assets And Liabilities: Accounts Receivable .......................... (1,827) (347) Inventories And Prepaid Expenses ............. (2,408) (1,119) Accounts Payable And Accrued Expenses ........ 740 199 ------- ------- Net Cash Used In Operating Activities ................ 2,766 2,229 Investing Activities Purchases of Property, Plant And Equipment-Net ..... (5,602) (4,824) Financing Activities Proceeds From Bank Borrowings ...................... 2,515 2,515 Principal Payments on Lease Purchase Obligations ... (200) (200) Purchases of Common Stock .......................... (14) (9) Dividends Paid ..................................... (762) (545) ------- ------- Net Cash Provided By Financing Activities ............ 1,539 1,761 ------- ------- Decrease In Cash ..................................... (1,297) (834) Cash At Beginning Of Period .......................... 1,373 1,217 ------- ------- Cash At End Of Period ................................ $ 76 $ 383 ======= ======= <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 nine months ended March 31, 1995, 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 March 31, 1995, there were $6,735,000 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 third quarter ended March 31, 1995, increased $2,733,000, or 12.3%, compared with net sales for the third quarter of the prior year. Net sales for the nine month period ended March 31, 1995, increased $8,732,000, or 15.1%, compared with the nine month period ended March 31, 1994. 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 March 31, 1995, increased $1,177,000, or 53.3%, compared with gross profit for the third quarter of the prior year. Gross profit for the nine month period ended March 31, 1995, increased $3,238,000, or 69.4%, compared with the nine month period ended March 31, 1994. The increase is largely attributable to the increase in sales. Selling and administrative expenses increased $315,000, or 25.7%, for the third quarter ended March 31, 1995, as compared with the third quarter of the prior year. Selling and administrative expenses increased $762,000, or 25.2%, as compared with the nine month period ended March 31, 1994. The increase is mainly attributable to increases in compensation and the adoption of an Outside Directors' Retirement Plan. DIVIDENDS: The Board of Directors, in February 1995, declared a $.10 per share dividend paid April 3, 1995, to shareholders of record March 10, 1995. LIQUIDITY AND CAPITAL RESOURCES: Working capital increased by $1,855,000 from $9,141,000 at June 30, 1994, to $10,996,000 at March 31, 1995. The principal factors contributing to the change was an increase in accounts receivable, inventories and the payment of employee benefits which existed at June 30, 1994. At March 31, 1995, the Company had available $9,265,000 under its bank credit agreement. Capital expenditures for the nine month period ended March 31, 1995, were approximately $5.6 million, and, for the year, are expected to approximate $7.5 million, of which approximately $0.8 million has been committed as of March 31, 1995. 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) Exhibit - Lease Agreement between the Equitable Life Assurance Society of the United States and Federal Screw Works for the lease of the 24th floor of The Buhl Building, Detroit, Michigan, effective January 1, 1995. (b) 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 May 11, 1995 /s/ W. T. ZurSchmiede, Jr. --------------- ------------------------------ W. T. ZurSchmiede, Jr. Chairman, Chief Executive Officer and Chief Financial Officer Date May 11, 1995 /s/ John M. O'Brien --------------- ------------------------------ John M. O'Brien Vice President -8-