1 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 March 31, 1997 -------------- 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.) 1806 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 May 8, 1997 there were outstanding 3,778,875 shares of the Registrant's Common Stock, $0.0025 par value per share. 2 EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended March 31 -------------------------- 1997 1996 ------------- ----------- Sales $ 9,554,326 $ 8,013,974 Cost of sales 8,449,046 7,136,940 ------------ ----------- 1,105,280 877,034 Selling, general and administrative expenses 663,474 616,272 ------------ ----------- INCOME FROM OPERATIONS 441,806 260,762 Non-operating income (expense): Interest expense (205,775) (208,025) Other 19,930 5,411 ------------ ----------- (185,845) (202,614) INCOME BEFORE INCOME TAXES 255,961 58,148 Provision for income taxes - - ------------ ----------- NET INCOME $ 255,961 $ 58,148 ============ =========== Weighted average number of common shares and equivalent shares outstanding 3,901,124 3,773,256 Earnings per share $ 0.07 $ 0.02 ============ =========== The accompanying notes are an integral part of these financial statements. 3 PART 1 FINANCIAL INFORMATION ITEM 1 FINANCIAL STATEMENTS EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS March 31 December 31 1997 1996 (Unaudited) (Note) ------------ ------------ ASSETS - ------ CURRENT ASSETS: Cash $ 43,703 $ 195,382 Trade accounts receivable 3,386,843 3,407,924 Inventories 8,748,181 9,562,958 Prepaid expenses and other 363,108 351,109 Deferred income taxes 540,877 540,877 ----------- ----------- TOTAL CURRENT ASSETS 13,082,712 14,058,250 PROPERTY, PLANT, AND EQUIPMENT 13,252,818 13,043,442 less-accumulated depreciation 7,790,808 7,570,308 ----------- ----------- 5,462,010 5,473,134 OTHER ASSETS 392,094 386,325 ----------- ----------- $18,936,816 $19,917,709 =========== =========== Note: The balance sheet at December 31, 1996 has been derived from the audited financial statements at that date. The accompanying notes are an integral part of these financial statements. 4 EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS March 31 December 31 1997 1996 (Unaudited) (Note) ------------------- --------------- LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ CURRENT LIABILITIES: Revolving line of credit $ 2,303,736 $ 3,794,571 Current portion of long-term debt 846,097 402,267 Trade accounts payable 3,358,304 3,616,599 Employee compensation and amounts withheld 673,310 737,827 Accrued expenses 955,969 850,532 ------------- ------------ TOTAL CURRENT LIABILITIES 8,137,416 9,401,796 LONG-TERM DEBT, less current portion 4,504,010 4,509,991 OTHER LIABILITIES 12,000 12,000 DEFERRED INCOME TAXES 521,000 521,000 SHAREHOLDERS' EQUITY: Common stock, par value $.0025 per share; 10,000,000 shares authorized; issued and outstanding--3,778,875 in 1997 and 3,753,875 in 1996 9,447 9,385 Additional paid-in-capital 8,663,340 8,649,340 Accumulated deficit (2,735,397) (2,991,358) ------------- ------------ 5,937,390 5,667,367 Less deferred ESOP compensation expense (175,000) (194,445) ------------- ------------ 5,762,390 5,472,922 $ 18,936,816 $ 19,917,709 ============= ============ Note: The balance sheet at December 31, 1996 has been derived from the audited financial statements at that date. The accompanying notes are an integral part of these financial statements. 5 EDAC TECHNOLOGIES CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended March 31 ----------------------------- 1997 1996 ------------------------------ Operating Activities: Net income $ 255,961 $ 58,148 Depreciation and amortization 242,568 217,151 Changes in working capital items 606,484 (66,163) Other - - ----------- ---------- Net cash provided by operating activities 1,105,013 209,136 Investing Activities: Additions to property, plant and equipment (209,376) (32,185) Other (8,392) - ----------- ---------- Net cash used in investing activities (217,768) (32,185) Financing Activities: Decrease in revolving line of credit (949,682) (165,736) Payment of equipment lines (541,153) - Issuance of long term debt 541,153 - Payments of long term debt (103,304) (93,590) Proceeds from exercise of options for common stock 14,062 - ----------- ---------- Net cash used in financing activities (1,038,924) (259,326) Decrease in cash (151,679) (82,375) Cash at the beginning of year 195,382 158,077 ----------- ---------- Cash at end of period $ 43,703 $ 75,702 =========== ========== The accompanying notes are an integral part of these financial statements. 6 EDAC TECHNOLOGIES CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 1997 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 three month period ending March 31, 1997 are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. 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, 1996. 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS Sales. The Company's sales in the first quarter of 1997 increased $1,540,352 or 19.2% compared to the first quarter of 1996. This increase is due mainly to sales from the Precision Components and Engineered Solutions divisions increasing significantly over the corresponding quarter of 1996. Cost of Sales. Cost of sales as a percentage of sales decreased by 0.7% of sales compared to the first quarter of 1996. This is due to the effect of spreading fixed overhead over higher production levels. Selling, General & Administrative. Selling, general and administrative costs increased by $47,202 or 7.7% for the first quarter of 1997 compared to the first quarter of 1996. This is due to higher travel and professional expense. Interest. Interest expense increased by $2,250 or 1.1% for the first quarter of 1997 compared to the first quarter of 1996 due to higher interest rates offset by lower borrowing levels. Interest rates for the Company were reduced by the Company's bank effective March 27, 1997. (Reference the Company's 1996 Annual Report) Liquidity and Capital Expenditures. Working capital as of March 31, 1997 has increased by $289,000 since December 31, 1996. Capital expenditures of $209,396 has been 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 1997. 8 PART 11 -- OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 10.1 Ninth Amendment to Revolving loan, Term Loan, Equipment Loan and Security Agreement, Modification of Notes and Reaffirmation of Guarantees 10.2 Amended and Restated Revolving Promissory Note 10.3 Equipment Promissory Note III 10.4 Amended and Restated Promissory Note 10.5 Eighth Modification Agreement to Open-End Mortgage Deed 10.6 Third Modification of Construction to Permanent Loan Promissory Note and Open-End Construction to Permanent Mortgage Deed 11 Statement re: computation of earnings per share 27 Financial Data Schedule (b) Reports on Form 8-K None 9 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 May 8, 1997 By /s/ Ronald G. Popolizio ----------------------------- Ronald G. Popolizio, Chief Financial Officer and duly authorized officer 10 EXHIBIT INDEX Page Number in Sequential NUMBER DESCRIPTION Numbering System 10.1 Ninth Amendment to Revolving loan, Term Loan, Equipment Loan and Security Agreement, Modification of Notes and Reaffirmation of Guarantees 10.2 Amended and Restated Revolving Promissory Note 10.3 Equipment Promissory Note III 10.4 Amended and Restated Promissory Note 10.5 Eighth Modification Agreement to Open-End Mortgage Deed 10.6 Third Modification of Construction to Permanent Loan Promissory Note and Open-End Construction to Permanent Mortgage Deed 11 Statement Regarding Computation of Per Share Earnings 27 Financial Data Schedule