SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000,
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 1-14120
BLONDER TONGUE LABORATORIES, INC.
---------------------------------
(Exact name of registrant as specified in its charter)
Delaware 52-1611421
- ------------------------------- ----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One Jake Brown Road, Old Bridge, New Jersey 08857
- ------------------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (732) 679-4000
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
----- -----
Number of shares of common stock, par value $.001, outstanding as of
November 10, 2000: 7,612,664
The Exhibit Index appears on page 11.
BLONDER TONGUE LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
Sept. 30, December 31,
2000 1999
----------- -----------
(unaudited)
Assets (Note 4)
Current assets:
Cash ........................................................................... $ 142 $ 48
Accounts receivable, net of allowance for doubtful
accounts of $1,100 and $912, respectively ...................................... 12,687 9,969
Inventories (Note 3) ........................................................... 27,395 26,793
Other current assets ........................................................... 1,720 2,007
Deferred income taxes .......................................................... 1,241 1,182
-------- --------
Total current assets ....................................................... 43,185 39,999
Property, plant and equipment, net of accumulated
depreciation and amortization ................................................... 7,689 8,740
Patents, net ........................................................................ 3,954 4,242
Goodwill, net ....................................................................... 11,973 12,437
Other assets ........................................................................ 635 658
-------- --------
$ 67,436 $ 66,076
======== ========
Liabilities and Stockholders' Equity
Current liabilities:
Revolving line of credit (Note 4) .............................................. $ 3,493 $ 3,172
Current portion of long-term debt .............................................. 4,418 4,470
Accounts payable ............................................................... 2,133 4,644
Accrued compensation ........................................................... 1,116 1,040
Other accrued expenses ......................................................... 881 903
Income taxes ................................................................... 2,640 314
-------- --------
Total current liabilities .................................................. 14,681 14,543
-------- --------
Deferred income taxes ............................................................... 186 149
Long-term debt (Note 4) ............................................................. 12,888 16,137
Commitments and contingencies ....................................................... -- --
Stockholders' equity:
Preferred stock, $.001 par value; authorized 5,000 shares;
no shares outstanding .......................................................... -- --
Common stock, $.001 par value; authorized 25,000 shares, 8,444
shares issued at September 30, 2000 and 8,392 shares issued at December 31, 1999 8 8
Paid-in capital ................................................................ 24,143 23,870
Retained earnings .............................................................. 21,816 17,655
Treasury stock at cost, 831 shares at September 30, 2000 and
December 31, 1999 .............................................................. (6,286) (6,286)
-------- --------
Total stockholders' equity ................................................. 39,681 35,247
-------- --------
$ 67,436 $ 66,076
======== ========
See accompanying notes to consolidated financial statements.
2
BLONDER TONGUE LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except per share amounts)
(unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------- --------------------------
2000 1999 2000 1999
-------- -------- -------- --------
Net sales .................................. $ 18,937 $ 17,307 $ 58,179 $ 45,719
Cost of goods sold ......................... 13,286 11,687 38,510 30,567
-------- -------- -------- --------
Gross profit ............................. 5,651 5,620 19,669 15,152
-------- -------- -------- --------
Operating expenses:
Selling expenses ......................... 1,517 1,653 4,628 4,538
General and administrative ............... 1,842 1,800 5,420 5,201
Research and development ................. 589 468 1,641 1,549
-------- -------- -------- --------
3,948 3,921 11,689 11,288
-------- -------- -------- --------
Earnings from operations ................... 1,703 1,699 7,980 3,864
-------- -------- -------- --------
Other income (expense):
Interest expense ......................... (423) (565) (1,529) (1,465)
Other income ............................. 10 -- 10 6
-------- -------- -------- --------
(413) (565) (1,519) (1,459)
-------- -------- -------- --------
Earnings before income taxes ............... 1,290 1,134 6,461 2,405
Provision for income taxes ................. 462 443 2,300 938
-------- -------- -------- --------
Net earnings ............................. $ 828 $ 691 $ 4,161 $ 1,467
======== ======== ======== ========
Basic net earnings per share ............... $ 0.11 $ .09 $ 0.55 $ .18
======== ======== ======== ========
Basic weighted average shares outstanding .. 7,612 7,545 7,622 8,036
======== ======== ======== ========
Diluted net earnings per share ............. $ 0.11 $ .09 $ 0.54 $ .18
======== ======== ======== ========
Diluted weighted average shares outstanding 7,648 7,610 7,671 8,079
======== ======== ======== ========
See accompanying notes to consolidated financial statements.
3
BLONDER TONGUE LABORATORIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(unaudited)
Nine Months Ended September 30,
------------------------------
2000 1999
------------ ------------
Cash Flows From Operating Activities:
Net earnings ................................................... $ 4,161 $ 1,467
Adjustments to reconcile net earnings to cash
provided by operating activities:
Depreciation and amortization ................................ 2,331 2,244
Provision for doubtful accounts .............................. 417 395
Deferred income taxes ........................................ (22) (297)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable .......................................... (3,135) 1,835
Inventories .................................................. (602) 1,124
Other current assets ......................................... 287 (1,008)
Other assets ................................................. -- (896)
Income taxes ................................................. 2,326 615
Accounts payable and accrued expenses ........................ (2,457) 2,114
------- -------
Net cash provided by operating activities .................. 3,306 7,593
------- -------
Cash Flows From Investing Activities:
Capital expenditures ........................................... (117) (1,355)
Acquisition of licensing agreements ............................ (388) --
------- -------
Net cash used in investing activities ........................ (505) (1,355)
------- -------
Cash Flows From Financing Activities:
Net borrowings (repayments) under revolving line of credit ..... 321 (433)
Proceeds from long-term debt ................................... -- 842
Repayments of long-term debt ................................... (3,301) (1,656)
Acquisition of treasury stock .................................. -- (5,435)
Proceeds from exercise of stock options ........................ 273 123
------- -------
Net cash used in financing activities ........................ (2,707) (6,559)
------- -------
Net (Decrease) Increase in Cash .................................. 94 (321)
Cash, beginning of period ........................................ 48 542
------- -------
Cash, end of period .............................................. $ 142 $ 221
======= =======
Supplemental Cash Flow Information:
Cash paid for interest ......................................... $ 1,515 $ 1,489
Cash paid for income taxes ..................................... 40 598
======= =======
See accompanying notes to consolidated financial statements.
4
Blonder Tongue Laboratories, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(unaudited)
Note 1 - Company and Basis of Presentation
Blonder Tongue Laboratories, Inc. (the "Company") is a
designer, manufacturer and supplier of electronics and systems equipment for the
cable television and broadcast industries. The consolidated financial statements
include the accounts of Blonder Tongue Laboratories, Inc. and subsidiaries.
Significant inter-company accounts and transactions have been eliminated in
consolidation.
The results for the third quarter of 2000 are not necessarily
indicative of the results to be expected for the full fiscal year and have not
been audited. In the opinion of management, the accompanying unaudited
consolidated financial statements contain all adjustments, consisting only of
normal recurring accruals, necessary for a fair statement of the results of
operations for the period presented and the consolidated balance sheet at
September 30, 2000. Certain information and footnote disclosure normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the SEC rules
and regulations. These financial statements should be read in conjunction with
the financial statements and notes thereto that were included in the Company's
latest annual report on Form 10-K.
Note 2 - Effect of New Accounting Pronouncements
In June 1998, SFAS 133, "Accounting for Derivative Instruments
and Hedging Activities," was issued. SFAS 133 standardizes accounting and
reporting for derivative instruments and for hedging activities. This statement
was amended by SFAS 137, which delays the effective date until 2001. The Company
will be reviewing this pronouncement to determine its applicability to the
Company, if any.
Note 3 - Inventories
Inventories (in thousands) are summarized as follows:
Sept. 30, Dec. 31,
2000 1999
------------- -------------
Raw Materials................................. $ 12,712 $ 11,484
Work in process............................... 3,020 5,058
Finished Goods................................ 11,663 10,251
------------- -------------
$ 27,395 $ 26,793
============= =============
Note 4 - Line of Credit
On November 12, 1999, the Company entered into a new revolving
line of credit with its bank, replacing its former revolving line of credit
("Former Credit Line"), on which funds may be borrowed at either the bank's base
rate plus a margin ranging from 0% to .625%, or LIBOR, plus a margin ranging
from 1.50% to 2.625%, in each case depending upon the calculation of certain
financial covenants (9.00% at September 30, 2000). The Company was unable to
meet certain financial covenants with its bank at December 31, 1999, compliance
with which was waived by the bank as of such date. Coincident with obtaining the
waiver by the bank, the bank agreed to extend the line of credit until September
30, 2000 and to waive compliance by the Company with certain financial covenants
as of March 31, 2000, subject to the Company meeting certain alternative
financial covenants as of such date, and the Company agreed to periodic
reductions in the line of credit commencing in March, 2000, until the line of
credit was reduced from $7.5 million to $5.5 million as of August 1, 2000. At
June 30, 2000, the Company was unable to meet certain financial covenants,
5
compliance with which was waived by the bank as of such date. Coincident with
obtaining the waiver by the bank, the bank agreed to extend the line of credit
until February 15, 2001. As of September 30, 2000, the Company had $3,493,000
outstanding under the line of credit. Borrowings under the line of credit are
limited to certain percentages of eligible accounts receivable and inventory as
defined in the credit agreement. The line of credit is collateralized by a
security interest in all of the Company's assets. The agreement also contains
restrictions that require the Company to maintain certain financial ratios as
well as restrictions on the payment of dividends. At September 30, 2000, the
Company was unable to meet certain financial covenants, compliance with which
was waived by the bank as of such date.
As of November 12, 1999, the Company's acquisition loan
commitment under its Former Credit Line was converted to a term loan with its
bank (the "Term Loan"). The Term Loan bears interest at either the bank's base
rate plus a margin ranging from 0% to .875%, or LIBOR plus a margin ranging from
1.75% to 2.875%, in each case depending upon the calculation of certain
financial covenants (9.30% at September 30, 2000). At September 30, 2000, there
was $13,933,000 outstanding under the Term Loan. The principal balance of the
Term Loan is being amortized in monthly installments of $316,667 with a final
balloon payment of all remaining unpaid principal and accrued interest due on
June 30, 2002.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Forward-Looking Statements
In addition to historical information, this Quarterly Report
contains forward-looking statements relating to such matters as anticipated
financial performance, business prospects, technological developments, new
products, research and development activities and similar matters. The Private
Securities Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements. In order to comply with the terms of the safe
harbor, the Company notes that a variety of factors could cause the Company's
actual results and experience to differ materially from the anticipated results
or other expectations expressed in the Company's forward-looking statements. The
risks and uncertainties that may affect the operation, performance, development
and results of the Company's business include, but are not limited to, those
matters discussed herein in the section entitled Item 2 - Management's
Discussion and Analysis of Financial Condition and Results of Operations. The
words "believe", "expect", "anticipate", "project" and similar expressions
identify forward-looking statements. Readers are cautioned not to place undue
reliance on these forward-looking statements, which reflect management's
analysis only as of the date hereof. Blonder Tongue undertakes no obligation to
publicly revise these forward-looking statements to reflect events or
circumstances that arise after the date hereof. Readers should carefully review
the risk factors described in other documents the Company files from time to
time with the Securities and Exchange Commission, including without limitation,
the Company's Annual Report on Form 10-K for the year ended December 31, 1999
(See Item 1: Business and Item 7: Management's Discussion and Analysis of
Financial Condition and Results of Operations).
Third three months of 2000 Compared with third three months of 1999
Net Sales. Net sales increased $1,630,000, or 9.4%, to
$18,937,000 in the third three months of 2000 from $17,307,000 in the third
three months of 1999. The increase in sales is primarily attributed to an
increase in demand for core products in the multiple dwelling unit and hotel,
motel and resort markets.
Cost of Goods Sold. Cost of goods sold increased to
$13,286,000 for the third three months of 2000 from $11,687,000 for the third
three months of 1999 and increased as a percentage of sales to 70.2% from 67.5%.
The increase as a percentage of sales was caused primarily by a higher
proportion of sales during the period being comprised of lower margin products.
Selling Expenses. Selling expenses decreased to $1,517,000 for
the third three months of 2000 from $1,653,000 in the third three months of
1999, primarily due to a decrease in costs incurred for trade shows and
promotional goods, offset by an increase in costs incurred for advertising and
marketing materials.
General and Administrative Expenses. General and
administrative expenses increased to $1,842,000 for the third three months of
2000 from $1,800,000 for the third three months of 1999 and decreased as a
percentage of sales to 9.7% for the third three months of 2000 from 10.4% for
the third three months of 1999. The $42,000 increase can be primarily attributed
to an increase in the accrual for the allowance for doubtful accounts offset by
a decrease in the accrual for executive bonuses.
Research and Development Expenses. Research and development
expenses increased to $589,000 in the third three months of 2000 from $468,000
in the third three months of 1999, primarily due to an increase in departmental
supplies. Research and development expenses, as a percentage of sales, increased
to 3.1% in the third three months of 2000 from 2.7% in the third three months of
1999.
6
Operating Income. Operating income increased .2% to $1,703,000
for the third three months of 2000 from $1,699,000 for the third three months of
1999. Operating income as a percentage of sales decreased to 9.0% in the third
three months of 2000 from 9.8% in the third three months of 1999.
Interest and Other Expenses. Other expense decreased to
$413,000 in the third three months of 2000 from $565,000 in the third three
months of 1999, due primarily to decreased interest expense resulting from
decreased borrowings under the line of credit and repayment of the Term Loan.
These expenses in the third three months of 2000 consisted of interest expense
in the amount of $423,000 offset by $10,000 of interest income. These expenses
in the third three months of 1999 consisted entirely of interest expense.
Income Taxes. The provision for income taxes for the third
three months of 2000 increased to $462,000 from $443,000 for the third three
months of 1999 as a result of an increase in taxable income.
First nine months of 2000 Compared with first nine months of 1999
Net Sales. Net sales increased $12,460,000, or 27.3%, to
$58,179,000 in the first nine months of 2000 from $45,719,000 in the first nine
months of 1999. The increase in sales is primarily attributed to an increase in
sales of interdiction products, complemented by an increase in demand for core
products in the multiple dwelling unit and hotel, motel and resort markets. Net
sales included approximately $25,443,000 of interdiction equipment for the first
nine months of 2000 compared to approximately $13,638,000 for the first nine
months of 1999.
Cost of Goods Sold. Cost of goods sold increased to
$38,510,000 for the first nine months of 2000 from $30,567,000 for the first
nine months of 1999 and decreased as a percentage of sales to 66.2% from 66.9%.
The decrease as a percentage of sales was caused primarily by a higher
proportion of sales during the period being comprised of higher margin products.
Selling Expenses. Selling expenses increased to $4,628,000 for
the first nine months of 2000 from $4,538,000 in the first nine months of 1999,
primarily due to an increase in wages related to the increase in headcount along
with an increase in costs incurred for advertising and marketing materials. The
increase in selling expenses is directly related to the Company's efforts to
increase market penetration within the franchised cable market and the promotion
of new product lines such as fiber optics and interdiction. The Company
anticipates that these efforts will favorably impact operating results for the
remainder of fiscal year 2000.
General and Administrative Expenses. General and
administrative expenses increased to $5,420,000 for the first nine months of
2000 from $5,201,000 for the first nine months of 1999 but decreased as a
percentage of sales to 9.3% for the first nine months of 2000 from 11.4% for the
first nine months of 1999. The $219,000 increase can be primarily attributed to
a decrease in the accrual for executive bonuses offset by an increase in the
accrual for the allowance for doubtful accounts.
Research and Development Expenses. Research and development
expenses increased to $1,641,000 in the first nine months of 2000 from
$1,549,000 in the first nine months of 1999, primarily due to an increase in
departmental supplies. Research and development expenses, as a percentage of
sales, decreased to 2.8% in the first nine months of 2000 from 3.4% in the first
nine months of 1999.
Operating Income. Operating income increased 106.5% to
$7,980,000 for the first nine months of 2000 from $3,864,000 for the first nine
months of 1999. Operating income as a percentage of sales increased to 13.7% in
the first nine months of 2000 from 8.5% in the first nine months of 1999.
Interest and Other Expenses. Other expense increased to
$1,519,000 in the first nine months of 2000 from $1,459,000 in the first nine
months of 1999, due primarily to increased interest expense resulting from
increased borrowings under the line of credit and increased interest rates on
the line of credit and Term Loan.
Income Taxes. The provision for income taxes for the first
nine months of 2000 increased to $2,300,000 from $938,000 for the first nine
months of 1999 as a result of an increase in taxable income.
7
Liquidity and Capital Resources
The Company's net cash provided by operating activities for
the nine month period ended September 30, 2000 was $3,306,000, compared to cash
provided by operating activities for the nine month period ended September 30,
1999, which was $7,593,000. Cash flows from operating activities have been
positive, due primarily to net earnings of $4,161,000.
Cash used in investing activities was $505,000, which was
attributable to capital expenditures for new equipment. The Company anticipates
additional capital expenditures during calendar year 2000 aggregating
approximately $100,000, which will be used for the purchase of automated
assembly and test equipment.
Cash used in financing activities was $2,707,000 for the first
nine months of 2000 primarily comprised of $3,301,000 of repayments of long term
debt, offset by $273,000 of proceeds from the exercise of stock options.
On November 12, 1999, the Company entered into a new revolving
line of credit with its bank, replacing its former revolving line of credit
("Former Credit Line"), on which funds may be borrowed at either the bank's base
rate plus a margin ranging from 0% to .625%, or LIBOR, plus a margin ranging
from 1.50% to 2.625%, in each case depending upon the calculation of certain
financial covenants (9.00% at September 30, 2000). The Company was unable to
meet certain financial covenants with its bank at December 31, 1999, compliance
with which was waived by the bank as of such date. Coincident with obtaining the
waiver by the bank, the bank agreed to extend the line of credit until September
30, 2000 and to waive compliance by the Company with certain financial covenants
as of March 31, 2000, subject to the Company meeting certain alternative
financial covenants as of such date, and the Company agreed to periodic
reductions in the line of credit commencing in June, 2000, until the line of
credit was reduced from $7.5 million to $5.5 million as of August 1, 2000. At
June 30, 2000, the Company was unable to meet certain financial covenants,
compliance with which was waived by the bank as of such date. Coincident with
obtaining the waiver by the bank, the bank agreed to extend the line of credit
until February 15, 2001. As of September 30, 2000, the Company had $3,493,000
outstanding under the line of credit. Borrowings under the line of credit are
limited to certain percentages of eligible accounts receivable and inventory as
defined in the credit agreement. The line of credit is collateralized by a
security interest in all of the Company's assets. The agreement also contains
restrictions that require the Company to maintain certain financial ratios as
well as restrictions on the payment of dividends. At September 30, 2000, the
Company was unable to meet certain financial covenants, compliance with which
was waived by the bank as of such date.
As of November 12, 1999, the Company's acquisition loan
commitment under its Former Credit Line was converted to a term loan with its
bank (the "Term Loan"). The Term Loan bears interest at either the bank's base
rate plus a margin ranging from 0% to .875%, or LIBOR plus a margin ranging from
1.75% to 2.875%, in each case depending upon the calculation of certain
financial covenants (9.30% at September 30, 2000). At September 30, 2000, there
was $13,933,000 outstanding under the Term Loan. The principal balance of the
Term Loan is being amortized in monthly installments of $316,667 with a final
balloon payment of all remaining unpaid principal and accrued interest due on
June 30, 2002.
On February 3, 1999, the Company entered into an interest rate
swap agreement with a notional amount of $10,000,000. The swap agreement has a
maturity date of June 3, 2002 and requires the Company to make fixed rate
interest payments on the notional amount of 8.01% per annum in exchange for
floating rate payments equal to LIBOR plus 2.55%. The Company is exposed to
credit risk in the unlikely event of the nonperformance by the counterparties.
Interest to be paid or received is accrued over the life of the agreement at the
net effective interest rate for the swap and corresponding debt instrument.
The Company currently anticipates that the cash generated from
operations, existing cash balances and amounts available under its existing or a
replacement line of credit, will be sufficient to satisfy its foreseeable
working capital needs.
New Accounting Pronouncements
In June 1998, SFAS 133, "Accounting for Derivative Instruments
and Hedging Activities," was issued. SFAS 133 standardizes accounting and
reporting for derivative instruments and for hedging activities. This statement
was amended by SFAS 137, which delays the effective date until 2001. The Company
will be reviewing this pronouncement to determine its applicability to the
Company, if any.
8
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The market risk inherent in the Company's financial
instruments and positions represents the potential loss arising from adverse
changes in interest rates. At September 30, 2000 and 1999 the principal amount
of the Company's aggregate outstanding variable rate indebtedness was
$17,426,000 and $18,727,000, respectively. Without giving effect to the swap
agreement described below, a hypothetical 10% adverse change in interest rates
would have had an annualized unfavorable impact of approximately $161,000 and
$154,000, respectively, on the Company's earnings and cash flows based upon
these quarter-end debt levels. To ameliorate these risks, in February, 1999, the
Company entered into an interest rate Swap Agreement with a notional amount of
$10,000,000. The specific terms of the Swap Agreement are more fully discussed
above in Item 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is a party to certain proceedings incidental to
the ordinary course of its business, none of which, in the current opinion of
management, is likely to have a material adverse effect on the Company's
business, financial condition, or results of operations.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
Stockholder proposals intended to be included in the Company's
proxy statement for presentation at the 2001 Annual Meeting of Stockholders
pursuant to Rule 14a-8 of the Securities Exchange Act of 1934, as amended, must
be received by the Company's Controller at One Jake Brown Road, Old Bridge, New
Jersey 08857 on or before December 4, 2000, to be eligible for inclusion in such
proxy statement.
If notice of a stockholder proposal intended to be presented
at the 2001 Annual Meeting of Stockholders is not received by the Company on or
before February 17, 2001 (whether or not the stockholder wishes the proposal to
be included in the proxy statement for such annual meeting), the Company
(through management proxy holders) may exercise discretionary voting authority
on such proposal when and if the proposal is raised at the annual meeting
without any reference to the matter in the proxy statement.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
The exhibits are listed in the Exhibit Index appearing at
page 11 herein.
(b) No reports on Form 8-K were filed in the quarter ended
September 30, 2000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
BLONDER TONGUE LABORATORIES, INC.
Date: November 14, 2000
By: /s/ James A. Luksch
----------------------------------------
James A. Luksch
President and Chief Executive Officer
By: /s/ Peter Pugielli
----------------------------------------
Peter Pugielli, Senior Vice President -
Finance
(Principal Financial Officer)
EXHIBIT INDEX
Exhibit # Description Location
--------- ----------- --------
3.1 Restated Certificate of Incorporation of Blonder Incorporated by reference from Exhibit 3.1
Tongue Laboratories, Inc. to S-1 Registration Statement No. 33-98070
originally filed October 12, 1995, as
amended.
3.2 Restated Bylaws of Blonder Tongue Laboratories, Incorporated by reference from Exhibit 3.2
Inc. to S-1 Registration Statement No. 33-98070
originally filed October 12, 1995, as
amended.
10.1 Second Restatement of the Fifth Amended and Filed herewith.
Restated Line of Credit Note dated as of August
11, 2000
10.2 Second Amendment to and Waiver to Fifth Amended Filed herewith.
and Restated Loan Agreement dated as of August 11,
2000, between Blonder Tongue Laboratories, Inc.
and First Union National Bank
27 Financial Data Schedule Electronic Filing only.
11