SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 quarterly period ended September 30, 1996 -------------------- OR [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period _____________ to _______________ Commission file number: 0-14275 ------- Edac Technologies Corporation ----------------------------- (Exact name of registrant as specified in its charter) Wisconsin 39-1515599 --------- ---------- (State or other jurisdiction of (I.R.S. employer incorporation or organization) Identification No.) 1790 New Britain Avenue, Farmington, CT 06032 ----------------------------------------------- (Address of principal executive offices) (860) 677-2603 -------------- (Registrant's telephone number, including area code) 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 ____ --- APPLICABLE ONLY TO CORPORATE ISSUERS: On November 11, 1996 there were outstanding 3,732,207 shares of the Registrant's Common Stock, $0.0025 par value per share. EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended Nine Months Ended September 30 September 30 -------------------------- ---------------------------------- 1996 1995 1996 1995 ------------ ------------ ------------ ------------------ Sales $6,775,601 $6,273,982 $22,831,305 $19,932,686 Cost of sales 5,972,195 5,554,174 20,222,420 17,641,417 ---------- ---------- ----------- ----------- 803,406 719,808 2,608,885 2,291,269 Selling, general and and administrative expenses 679,606 615,203 1,998,476 1,874,179 INCOME FROM OPERATIONS 123,800 104,605 610,409 417,090 Non-operating income (expense): Interest expense (195,867) (176,402) (609,863) (431,926) Other 20,422 25,567 29,132 34,496 ---------- ---------- ----------- ----------- (175,445) (150,835) (580,731) (397,430) INCOME (LOSS) BEFORE INCOME TAXES (51,645) (46,230) 29,678 19,660 Income tax expense (benefit) 0 0 0 4,900 ---------- ---------- ----------- ----------- NET INCOME (LOSS) $ (51,645) $ (46,230) $ 29,678 $ 14,760 ========== ========== =========== =========== Weighted average number of shares of common shares and equivalent shares outstanding 3,780,525 3,787,023 3,778,214 3,780,145 Net income (loss) per share $ (0.01) $ (0.01) $ 0.01 $ 0.00 ========== ========== =========== =========== The accompanying notes are an integral part of these financial statements. PART 1 FINANCIAL INFORMATION ITEM 1 FINANCIAL STATEMENTS EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS September 30 December 31 1996 1995 (Unaudited) (Note) ------------- ------------- ASSETS - ------ CURRENT ASSETS: Cash $ 187,024 $ 158,077 Trade accounts receivable 2,656,828 1,650,840 Refundable income taxes 22,877 106,000 Inventories Finished goods 1,041,699 935,825 Work in process and raw materials 7,047,094 10,344,212 Prepaid expenses and other 111,921 103,197 Deferred income taxes 917,000 917,000 ----------- ----------- TOTAL CURRENT ASSETS 11,984,443 14,215,151 PROPERTY, PLANT, AND EQUIPMENT 13,032,097 12,733,254 less-accumulated depreciation 7,436,747 6,850,794 ----------- ----------- 5,595,350 5,882,460 OTHER ASSETS 248,863 254,519 ----------- ----------- $17,828,656 $20,352,130 =========== =========== Note: The balance sheet at December 31, 1995 has been derived from the audited financial statements at that date. The accompanying notes are an integral part of these financial statements. EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS September 30 December 31 1996 1995 (Unaudited) (Note) ------------- ------------ LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ CURRENT LIABILITIES: Revolving line of credit $ 3,418,916 $ 4,651,484 Current portion of long-term debt 4,506,954 387,366 Trade accounts payable 1,716,324 2,730,256 Employee compensation and amounts withheld 577,414 613,815 Accrued expenses 711,509 783,561 ----------- ----------- TOTAL CURRENT LIABILITIES 10,931,117 9,166,482 LONG-TERM DEBT, less current portion 500,525 4,919,019 OTHER LIABILITIES 18,000 18,000 DEFERRED INCOME TAXES 917,000 917,000 SHAREHOLDERS' EQUITY: Common stock, par value $.0025 per share; 10,000,000 shares authorized; issued and outstanding--3,728,873 in 1996 and 3,653,540 in 1995 9,322 9,134 Additional paid-in-capital 8,635,338 8,593,152 Accumulated deficit (2,968,757) (2,998,435) ----------- ----------- 5,675,903 5,603,851 Less guaranty of Employee Stock Ownership Plan debt (213,889) (272,222) ----------- ----------- 5,462,014 5,331,629 $17,828,656 $20,352,130 =========== ========== Note: The balance sheet at December 31, 1995 has been derived from the audited financial statements at that date. The accompanying notes are an integral part of these financial statements. EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended September 30 -------------------------------- 1996 1995 ------------ ------------ Operating Activities: Net income $ 29,678 $ 14,760 Depreciation and amortization 651,441 812,086 Changes in working capital items 1,137,271 (1,841,560) Other (9,000) (8,488) ----------- ----------- Net cash provided by (used in) operating activities 1,809,390 (1,023,202) Investing Activities: Additions to property, plant and equipment (313,843) (2,914,604) Proceeds from sales of property plant and equipment 22,500 188,155 Other - 146,058 ----------- ----------- Net cash used in investing activities (291,343) (2,580,391) Financing Activities: Increase (decrease) in revolving line of credit (1,232,568) 2,462,386 Payments of long term debt (298,906) (182,633) Advance on construction loan - 915,411 Issuance of long-term debt - 461,846 Proceeds from exercise of options for common stock 42,374 25,312 ----------- ----------- Net cash provided by (used in) investing activities (1,489,100) 3,682,322 Increase in cash 28,947 78,729 Cash at the beginning of year 158,077 86,260 ----------- ----------- Cash at end of period $ 187,024 $ 164,989 =========== =========== The accompanying notes are an integral part of these financial statements. EDAC TECHNOLOGIES CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) SEPTEMBER 30, 1996 NOTE A -- BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with the generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments to previously established loss provisions) considered necessary for a fair presentation have been included. Operating results for the nine month period ending September 30, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1995. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS - --------------------------------------------- Sales. The Company's sales increased $501,619 or 8.0% for the three months and - ------ $2,898,619 or 14.5% for the nine months ended September 30, 1996 compared to the comparable periods of 1995. These increases are mainly due to significant increases in large turning, spindle and design sales over the prior year. Cost of Sales. Cost of sales as a percent of total sales for the three and nine - -------------- month periods ended September 30, 1996 were 88.1% and 88.6% compared to 88.6% and 88.5% for the comparable three and nine month periods ended September 30, 1995. This reduction for the three months is due to the higher absorption of fixed overhead expenses resulting from the significant increase in sales. The slight increase in the nine month percentage is due to an increase in the Company's accrual for loss jobs in the first quarter. Selling, General & Administrative. Selling, general and administrative costs - ---------------------------------- increased $124,297 or 6.6% for the nine month period ended September 30, 1996 compared to the comparable period in 1995. The increase is due primarily to increased personnel cost offset somewhat by reduced travel expenses. Interest. Interest expense for the nine months ended September 30, 1996 was - --------- $609,863, an increase of $177,937 from the comparable period of 1995. The higher interest cost is due to borrowings made during the latter part 1995 for the construction of the Company's new building and for the purchase of additional machinery. Additionally, interest rates charged by the Company's bank are higher in 1996 than they were in 1995. (Reference the Company's 1995 Annual Report). Liquidity and Capital Expenditures. The Company's Revolving Loan and Security - ----------------------------------- Agreement (The Agreement) provides for a five-year term note in the amount of $1,000,000 ($950,000 at September 30, 1996) and a five-year term note in the amount of $4,000,000 ($3,418,303 at September 30, 1996). Because the Agreement matures on March 31, 1997, the Company has, in accordance with generally accepted accounting principles, classified the notes under this agreement as current obligations. The Company intends and believes it has the ability to refinance these obligations on a long term basis and has commenced discussions with its current bank and with other financial sources to do so. Because of this classification, working capital has decreased by $3,995,343 since December 31, 1995. Capital expenditures of $313,843 for the nine months ended September 30, 1996 were funded out of operating activities. Management believes that the funds generated from operations and its credit facilities will be sufficient to meet the Company's cash requirements for 1996. PART 11 -- OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits (11) Statement re: computation of earnings per share (b) Reports on Form 8-K None 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. EDAC TECHNOLOGIES CORPORATION November 11, 1996 By /s/ Glenn L. Purple -------------------------------- Glenn L. Purple, Chief Financial Officer and duly authorized officer EXHIBIT INDEX Page Number in Sequential NUMBER DESCRIPTION Numbering System - ------ ----------- ---------------- 11 Statement Regarding Computation of Per Share Earnings 27 Financial Data Schedule