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 September 30, 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.) 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 October 31, 1997 there were outstanding 3,833,875 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 Nine Months Ended September 30 September 30 --------------------------------------------- ------------------------------------- 1997 1996 1997 1996 --------------------------------------------- ------------------------------------- Sales $ 9,402,761 $ 6,775,601 $ 28,254,482 $ 22,831,305 Cost of sales 7,867,770 5,972,195 24,474,966 20,222,420 ----------- ----------- ------------ ------------- 1,534,991 803,406 3,779,516 2,608,885 Selling, general and and administrative expenses 860,388 679,606 2,231,040 1,998,476 INCOME FROM OPERATIONS 674,603 123,800 1,548,476 610,409 Non-operating income (expense): Interest expense (185,965) (195,867) (561,608) (609,863) Other 23,063 20,422 43,212 29,132 ----------- ----------- ------------ ------------- (162,902) (175,445) (518,396) (580,731) INCOME (LOSS) BEFORE INCOME TAXES 511,701 (51,645) 1,030,080 29,678 Provision for income taxes 0 0 0 0 ----------- ----------- ------------ ------------- NET INCOME (LOSS) $ 511,701 $ (51,645) $ 1,030,080 $ 29,678 =========== =========== ============ ============= Weighted average number of shares of common shares and equivalent shares outstanding 4,000,875 3,780,525 3,974,976 3,778,214 Earnings (loss) per share $ 0.13 $ (0.01) $ 0.26 $ 0.01 =========== =========== ============ ============= 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 September 30 December 31 1997 1996 (Unaudited) (Note) ---------------- ---------------- ASSETS CURRENT ASSETS: Cash $ 96,120 $ 195,382 Trade accounts receivable 3,427,903 3,407,924 Inventories 10,050,166 9,562,958 Prepaid expenses and other 374,281 351,109 Deferred income taxes 540,877 540,877 ----------- ------------- TOTAL CURRENT ASSET 14,489,347 14,058,250 PROPERTY, PLANT, AND EQUIPMENT 14,585,655 13,043,442 less-accumulated depreciation 7,511,172 7,570,308 ----------- ------------- 7,074,483 5,473,134 OTHER ASSETS 542,043 386,325 ----------- ------------- $22,105,873 $ 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 September 30 December 31 1997 1996 (Unaudited) (Note) ------------ ------------ LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Revolving line of credit $ 3,788,582 $ 3,794,571 Current portion of long-term debt 812,335 402,267 Trade accounts payable 3,485,716 3,616,599 Employee compensation and amounts withheld 973,141 737,827 Accrued expenses 959,899 850,532 ------------ ------------ TOTAL CURRENT LIABILITIES 10,019,673 9,401,796 LONG-TERM DEBT, less current portion 4,957,018 4,509,991 OTHER LIABILITIES 12,000 12,000 DEFERRED INCOME TAXES 507,408 521,000 SHAREHOLDERS' EQUITY: Common stock, par value $.0025 per share; 10,000,000 shares authorized; issued and outstanding--3,833,875 in 1997 and 3,753,875 in 1996 9,585 9,385 Additional paid-in-capital 8,697,578 8,649,340 Accumulated deficit (1,961,278) (2,991,358) ------------ ------------ 6,745,885 5,667,367 Less deferred ESOP compensation expense (136,111) (194,445) ------------ ------------ 6,609,774 5,472,922 $ 22,105,873 $ 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) Nine Months Ended September 30 -------------------------------- 1997 1996 ------------- -------------- Operating Activities: Net income $ 1,030,080 $ 29,678 Depreciation and amortization 736,703 651,441 Changes in working capital items (316,561) 1,137,271 Other (22,549) (9,000) ------------ ----------- Net cash provided by operating activities 1,427,673 1,809,390 Investing Activities: Additions to property, plant and equipment (2,327,423) (313,843) Proceeds from sales of property plant and equipment 64,541 22,500 Other (163,597) - ------------ ----------- Net cash used in investing activities (2,426,479) (291,343) Financing Activities: Increase (decrease)in revolving line of credit 535,164 (1,232,568) Payment of equipment lines (541,153) - Issuance of long term debt 1,243,153 - Payments of long term debt (386,058) (298,906) Proceeds from exercise of options for common stock 48,438 42,374 ------------ ----------- Net cash provided by (used in) investing activities 899,544 (1,489,100) (Decrease) increase in cash (99,262) 28,947 Cash at the beginning of year 195,382 158,077 ------------ ----------- Cash at end of period $ 96,120 $ 187,024 ============ =========== The accompanying notes are an integral part of these financial statements. 6 EDAC TECHNOLOGIES CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) SEPTEMBER 30, 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 nine month period ending September 30, 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 increased $2,627,160 or 38.8% for the three months and $5,423,177 or 23.8% for the nine months ended September 30, 1997 compared to the comparable periods of 1996. The Company intends to take advantage of the continued strong aerospace market. Sales for the nine months ended September 30, 1997 exceeded the Company's forecast. The Company expects to exceed the yearly forecast of $36,000,000. Cost of Sales. Cost of sales as a percent of total sales for the three and nine month periods ended September 30, 1997 were 83.7% and 86.6% compared to 88.1% and 88.6% for the comparable three and nine month periods ended September 30, 1996. The reduction for the three and nine month periods is due to continuous improvement developed by lean manufacturing techniques. Selling, General & Administrative. Selling, general and administrative costs increased $232,564 or 11.6% for the nine month period ended September 30, 1997. The increase is due primarily to increases in personnel costs and selling expenses associated with increased revenues. Interest. Interest expense for the nine months ended September 30, 1997 was $561,608, a decrease of $48,255 from the comparable period of 1996. The decrease is due primarily to lower interest rates charged in 1997 than in 1996 by the Company's bank. (Reference the Company's 1996 Annual Report). Liquidity and Capital Expenditures. The Company is proceeding on its plan for capital acquisitions for 1997 of $4,400.000. Through the third quarter expenditures of $2,327,423 were made and an additional $113,095 was placed on deposit for machinery. As of September 30, 1997 these capital expenditures and deposits were funded out of operations and an advance on the Company's equipment line of credit of $702,000, resulting in a working capital decrease of $186,780 since December 31, 1996. (Reference the Company's 1996 Annual Report). 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 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 November 4, 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 ------ ----------- --------- ------ 11 Statement Regarding Computation of Per Share Earnings 27 Financial Data Schedule 11 (11)--STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE EDAC TECHNOLOGIES CORPORATION Three Months Ended Nine Months Ended September 30 September 30 --------------------------- ------------------------- 1997 1996 1997 1996 ----------- ----------- ----------- ---------- Primary: Average shares outstanding 3,832,208 3,711,040 3,796,653 3,677,207 Net effect of dilutive stock options based on the treasury stock method using average market price 149,693 69,485 143,536 101,007 ------------ ----------- ----------- ----------- TOTALS 3,981,901 3,780,525 3,940,189 3,778,214 ============ =========== =========== =========== Net income (loss) $ 511,701 $ (51,645) $ 1,030,080 $ 29,678 ============ =========== =========== =========== Net income (loss) per share $ 0.13 $ (0.01) $ 0.26 $ 0.01 ============ =========== =========== =========== Fully diluted: Average shares outstanding 3,832,208 3,711,040 3,796,653 3,677,207 Net effect of dilutive stock options based on the treasury stock method using quarter end market price if higher than average market price 168,667 66,522 178,323 84,405 ------------ ----------- ----------- ----------- TOTALS 4,000,875 3,777,562 3,974,976 3,761,612 ============ =========== =========== =========== Net income (loss) $ 511,701 $ (51,645) $ 1,030,080 $ 29,678 ============ =========== =========== =========== Net income (loss) per share $ 0.13 $ (0.01) $ 0.26 $ 0.01 ============ =========== =========== ===========