THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 901(d) OF REGULATION S-T 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, 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: 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, 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) December 31 June 30 1995 1995 ----------- ------- ASSETS Current Assets: Cash . . . . . . . . . . . . . . . . . . . . . . $ 158 $ 395 Accounts Receivable, Less Allowance of $25,000 . 9,975 10,238 Inventories: Finished Products. . . . . . . . . . . . . . . . 3,390 3,636 In-Process Products. . . . . . . . . . . . . . . 6,303 6,163 Raw Materials And Supplies . . . . . . . . . . . 3,107 3,337 ------ ------ 12,800 13,136 Prepaid Expenses And Other Current Accounts. . . 728 502 Deferred Income Taxes . . . . . . . . . . . . . 130 91 ------ ------ Total Current Assets. . . . . . . . . . . . . 23,791 24,362 Other Assets: Intangible Pension Asset . . . . . . . . . . . . 2,624 2,624 Cash Value Of Life Insurance . . . . . . . . . . 4,809 4,730 Miscellaneous. . . . . . . . . . . . . . . . . . 1,093 973 ------ ------ 8,526 8,327 Property, Plant And Equipment. . . . . . . . . . . 71,068 68,574 Less Accumulated Depreciation. . . . . . . . . . 41,290 39,961 ------ ------ 29,778 28,613 ------ ------ Total Assets . . . . . . . . . . . . . . . . . . . $62,095 $61,302 ====== ====== - 2 - Part I FINANCIAL INFORMATION (Continued) December 31 June 30 1995 1995 ----------- ------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts Payable . . . . . . . . . . . . . . . . $ 4,043 $ 4,607 Payroll And Employee Benefits. . . . . . . . . . 2,874 4,857 Dividends Payable. . . . . . . . . . . . . . . . 109 109 Federal Income Taxes . . . . . . . . . . . . . . 0 349 Taxes, Other Than Income Taxes . . . . . . . . . 1,078 1,284 Accrued Pension Contributions. . . . . . . . . . 127 481 Other Accrued Liabilities. . . . . . . . . . . . 801 749 Current Maturities Of Long-Term Debt . . . . . . 400 400 ------ ------ Total Current Liabilities . . . . . . . . . . 9,432 12,836 Long Term Liabilities: Long-Term Debt . . . . . . . . . . . . . . . . . 11,470 8,700 Unfunded Pension Obligation. . . . . . . . . . . 3,399 3,399 Postretirement Benefits Other Than Pensions. . . 4,498 3,745 Deferred Income Taxes. . . . . . . . . . . . . . 718 341 Employee Benefits. . . . . . . . . . . . . . . . 1,257 1,324 ------ ------ Total Long-Term Liabilities . . . . . . . . . 21,342 17,509 Stockholders' Equity: Common Stock, $1.00 Par Value, Authorized 2,000,000 Shares; 1,086,662 Shares Outstanding Both at December 31, 1995 and June 30, 1995 . . . . . . . . . . . . . . . 1,087 1,087 Additional Capital . . . . . . . . . . . . . . . 2,811 2,772 Retained Earnings. . . . . . . . . . . . . . . . 28,690 28,365 Unfunded Pension Costs . . . . . . . . . . . . . (1,267) (1,267) ------ ------ Total Stockholders' Equity. . . . . . . . . . 31,321 30,957 ------ ------ Total Liabilities and Stockholders' Equity . . . . $62,095 $61,302 ====== ====== <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 --------------- --------------- l995 1994 1995 1994 ---- ---- ---- ---- Net Sales .................................. $22,504 $21,734 $43,408 $41,572 Costs And Expenses: Cost of Products Sold ................. 19,984 19,193 38,829 37,054 Selling And Administrative Expenses ... 1,040 1,157 2,142 2,239 Interest Expense ...................... 264 122 462 229 ------- ------- ------- ------- Total Costs And Expenses ......... 21,288 20,472 41,433 39,522 ------- ------- ------- ------- Earnings Before Federal Income Taxes .......................... 1,216 1,262 1,975 2,050 Federal Income Taxes ....................... 414 410 671 666 ------- ------- ------- ------- Net Earnings ............................... $ 802 $ 852 $ 1,304 $ 1,384 ======= ======= ======= ======= Per Share Of Common Stock: Net Earnings Per Share ..................... $ .74 $ .78 $ 1.20 $ 1.27 ======= ======= ======= ======= Cash Dividends Per Share ................... $ .10 $ .10 $ .90 $ .60 ======= ======= ======= ======= <FN> See Accompanying Notes. - 4 - FEDERAL SCREW WORKS CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) (Thousands of Dollars) Six Months Ended December 31 ----------------- 1995 1994 ---- ---- Operating Activities Net Earnings ...................................... $ 1,304 $ 1,384 Adjustments to Reconcile Net Earnings to Net Cash Provided By (Used In) Operating Activities: Depreciation and Amortization ................. 1,719 1,450 Change In Cash Value of Life Insurance ........ (79) 8 Change In Deferred Income Taxes ............... 338 609 Employee Benefits ............................. (67) (38) Amortization of Restricted Stock .............. 23 38 Other ......................................... 647 555 Changes In Operating Assets And Liabilities: Accounts Receivable ......................... 263 (638) Inventories And Prepaid Expenses ............ 110 8 Accounts Payable And Accrued Expenses ....... (3,404) (3,144) ------- ------- Net Cash Provided By Operating Activities ........... 854 232 Investing Activities Purchases of Property, Plant And Equipment-Net .... (2,883) (2,975) Financing Activities Proceeds From Bank Borrowings ..................... 2,970 2,080 Principal Payments On Lease Purchase Obligations .. (200) (200) Purchases of Common Stock ......................... 0 (14) Dividends Paid .................................... (978) (217) ------- ------- Net Cash Provided By Financing Activities ........... 1,792 1,649 ------- ------- Decrease In Cash .................................... (237) (1,094) Cash At Beginning Of Period ......................... 395 1,373 ------- ------- Cash At End Of Period ............................... $ 158 $ 279 ======= ======= <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, 1995, are not necessarily indicative of the results to be expected for the fiscal year ending June 30, 1996. Note B - Debt On October 24, 1995, the Company entered into a new $25,000,000 Revolving Credit and Term Loan Agreement with a Bank. This Agreement replaces the Agreement in effect as of September 21, 1989, as amended. The Company has the option to convert borrowings thereunder (classified as long-term debt) to a term note through October 31, 1998, 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, 1999. The Company has the option to extend the Agreement for one year beyond the revolving credit maturity date then in effect. As of December 31, 1995, there was $10,270,000 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, 1995, increased $770,000, or 3.5%, compared with net sales for the second quarter of the prior year. Net sales for the six month period ended December 31, 1995, increased $1,836,000, or 4.4%, compared with the six month period of the prior year. The increase is largely attributable to significant new product programs that are coming on line. Gross profit for the three month period ended December 31, 1995, decreased $21,000, or 0.8%, as compared with gross profit for the second quarter of the prior year. Gross profit for the six month period ended December 31, 1995, increased $61,000, or 1.3%, compared with the six month period of the prior year. The increase is largely attributable to productivity improvements. Selling and administrative expenses decreased $117,000, or 10.1%, for the second quarter ended December 31, 1995, as compared with the second quarter of the prior year. Selling and administrative expenses decreased $97,000, or 4.3%, as compared with the six month period ended December 31, 1994. The decrease is mainly attributable to a decrease in the accrual of professional services. DIVIDENDS: The Board of Directors, in October 1995, declared a $.10 per share dividend paid January 2, 1996, to shareholders of record December 8, 1995. LIQUIDITY AND CAPITAL RESOURCES: Working capital increased by $2,833,000 from $11,526,000 at June 30, 1995, to $14,359,000 at December 31, 1995. The principal factors that contributed to the change were the reduction in payroll and employee benefits due to the payment of year-end bonuses and profit sharing payments. Also contributing were the decrease in accounts payable due to lower inventory levels. At December 31, 1995, the Company had available $14,730,000 under its bank credit agreement. Capital expenditures for the six month period ended December 31, 1995, were approximately $2.9 million, and, for the year, are expected to approximate $7.0 million, of which approximately $2.4 million has been committed as of December 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, 1995. - 7 - PART II OTHER INFORMATION Item 1. Legal Proceedings The information set forth in the last paragraph 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 ________________________ /s/ W. T. ZurSchmiede, Jr. --------------------------------- W. T. ZurSchmiede, Jr. Chairman, Chief Executive Officer and Chief Financial Officer Date ________________________ /s/ John M. O'Brien --------------------------------- John M. O'Brien Vice President - 8 -