UNITED STATES
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 April 1, 2006
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: 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
--- ---
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (check
one):
Large accelerated filer Accelerated filer Non-accelerated filer X
--- --- ---
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).
Yes No X .
--- ---
On April 25, 2006 there were outstanding 4,506,770 shares of the
registrant's Common Stock, $0.0025 par value per share.
PART I FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
April 1, December 31,
2006 2005
(Unaudited) (Audited)
----------- -----------
ASSETS
CURRENT ASSETS:
Cash $ 1,817,258 $ 2,468,964
Trade accounts receivable, (net of
allowance for doubtful accounts of
$184,000 as of April 1, 2006 and
December 31, 2005) 6,641,032 5,587,305
Inventories, net 4,059,222 4,296,839
Prepaid expenses and other 270,801 81,210
Refundable income taxes 54,984 54,984
Deferred income taxes 769,864 769,864
----------- -----------
TOTAL CURRENT ASSETS 13,613,161 13,259,166
----------- -----------
PROPERTY, PLANT, AND EQUIPMENT 28,852,023 27,829,014
less-accumulated depreciation 19,350,155 18,861,156
----------- -----------
9,501,868 8,967,858
----------- -----------
DEFERRED INCOME TAXES 1,440,989 1,440,989
----------- -----------
OTHER ASSETS 103,124 108,833
----------- -----------
TOTAL ASSETS $24,659,142 $23,776,846
=========== ===========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
2
EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
April 1, December 31,
2006 2005
(Unaudited) (Audited)
----------- ------------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 1,552,472 $ 1,404,053
Trade accounts payable 2,991,476 2,427,866
Accrued employee compensation and
amounts withheld 1,297,621 1,397,897
Other accrued expenses 572,405 706,861
Customer advances 68,776 284,671
----------- -----------
TOTAL CURRENT LIABILITIES 6,482,750 6,221,348
----------- -----------
LONG-TERM DEBT,
less current portion 8,107,246 7,791,530
----------- -----------
OTHER LONG-TERM LIABILITIES 965,823 965,823
----------- -----------
SHAREHOLDERS' EQUITY:
Common stock, par value $.0025 per
share; 10,000,000 shares authorized;
issued - 4,506,770 on April 1, 2006
and 4,504,270 on December 31, 2005 11,267 11,261
Additional paid-in capital 9,464,928 9,452,525
Retained earnings 1,309,553 1,016,784
----------- -----------
10,785,748 10,480,570
Less: accumulated other comprehensive
loss 1,682,425 1,682,425
----------- -----------
TOTAL SHAREHOLDERS' EQUITY 9,103,323 8,798,145
----------- -----------
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $24,659,142 $23,776,846
=========== ===========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
For the quarter ended
-----------------------
April 1, April 2,
2006 2005
---------- ----------
Sales $9,595,579 $8,016,174
Cost of sales 7,970,934 6,668,892
---------- ----------
Gross profit 1,624,645 1,347,282
Selling, general and
administrative expenses 1,013,865 726,891
---------- ----------
Income from operations 610,780 620,391
Non-operating income (expense):
Interest expense (153,399) (160,335)
Gain on debt forgiveness -- 750,000
Other 14,388 13,646
---------- ----------
Income before income taxes 471,769 1,223,702
Provision for income taxes 179,000 261,000
---------- ----------
Net income $ 292,769 $ 962,702
========== ==========
Income per share data (Note A):
Basic income per share $ 0.06 $ 0.22
========== ==========
Diluted income per share $ 0.06 $ 0.20
========== ==========
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the three
months ended
-----------------------
April 1, April 2,
2006 2005
----------- ---------
Operating Activities:
Net income $ 292,769 $ 962,702
Adjustments to reconcile net income
to net cash (used in) provided by
operating activities:
Depreciation and amortization 494,708 506,991
Gain on debt forgiveness -- (750,000)
Gain on sale of property,
plant & equipment -- (10,000)
Stock compensation cost 9,185 --
Excess tax benefit from
share-based compensation (2,000) --
Changes in working capital items (892,718) (298,155)
----------- ---------
Net cash (used in) provided by
operating activities (98,056) 411,538
----------- ---------
Investing Activities:
Additions to property, plant
and equipment (1,023,009) (352,214)
Proceeds from sale of property,
plant and equipment -- 10,000
----------- ---------
Net cash used in investing
activities (1,023,009) (342,214)
----------- ---------
Financing Activities:
Increase in revolving
line of credit -- 19,445
Repayments of long-term debt (354,742) (273,098)
Borrowing on long-term debt 818,877 --
Deferred loan fees -- (69,167)
Proceeds from exercise of options
and issuance of common stock 3,224 20,250
Excess tax benefit from
share-based compensation 2,000 --
----------- ---------
Net cash provided by (used in)
financing activities 469,359 (302,570)
----------- ---------
Decrease in cash (651,706) (233,246)
Cash at beginning of period 2,468,964 549,198
----------- ---------
Cash at end of period $ 1,817,258 $ 315,952
=========== =========
Supplemental Disclosure of
Cash Flow Information:
Interest paid $ 153,399 $ 188,678
Income taxes paid (refunded) 105,025 (299,387)
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
EDAC TECHNOLOGIES CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
April 1, 2006
NOTE A -- BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with 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 months ended April 1, 2006 are not necessarily
indicative of the results that may be expected for the year ending December 30,
2006. For further information, refer to the consolidated financial statements
and footnotes thereto included in the Company's annual report on Form 10-K for
the fiscal year ended December 31, 2005.
Inventories: Inventories are stated at the lower of cost (first-in, first-out
method) or market. The Company has specifically identified certain inventory as
obsolete or slow moving and has provided a full reserve for these parts. As of
April 1, 2006 and December 31, 2005, inventories consisted of the following:
April 1, December 31,
2006 2005
---------- ------------
Raw materials $ 910,096 $ 998,300
Work-in-progress 2,837,970 2,880,942
Finished goods 991,898 1,098,339
---------- ----------
4,739,964 4,977,581
Reserve for excess and obsolete (680,742) (680,742)
---------- ----------
Inventories, net $4,059,222 $4,296,839
========== ==========
Income per share: The number of shares used in the income per common share
computations for the three month periods ended April 1, 2006 and April 2, 2005
are as follows:
For the quarter ended
---------------------
April 1, April 2,
2006 2005
--------- ---------
Basic:
Average common shares outstanding 4,506,145 4,459,203
Diluted:
Dilutive effect of stock options 285,590 259,026
--------- ---------
Average common shares diluted 4,791,735 4,718,229
========= =========
Options excluded since anti-dilutive 92,000 42,000
========= =========
6
Comprehensive Income: Comprehensive income is the same as net income for the
three month period ended April 1, 2006 and April 2, 2005, since the valuation
used in connection with determining the amount of the change in the Company's
minimum pension liability is determined at the end of the year.
New Accounting Standards: In September 2005, the Financial Accounting Standards
Board (FASB) issued a Proposed Statement of Financial Accounting Standards which
amends FASB Statement No. 128, "Earnings per Share". The proposed statement
would be effective in the second quarter of 2006 and is intended to clarify
guidance on the computation of earnings per share for certain items such as
mandatorily convertible instruments, the treasury stock method, and contingently
issuable shares. We have evaluated the proposed statement as presently drafted
and have determined that if adopted in its current form it would not have a
significant impact on the computation of our earnings per share.
NOTE B - STOCK BASED COMPENSATION
Effective January 1, 2006, the Company adopted the provisions of Statement of
Financial Accounting Standards No. 123R, ("SFAS 123R") "Share-Based Payment,"
which establishes accounting for equity instruments exchanged for employee
services. Under the provisions of SFAS No. 123R, share-based compensation cost
is measured at the grant date, based on the calculated fair value of the award,
and is recognized as an expense over the employee's requisite service period
(generally the vesting period of the equity grant). Prior to January 1, 2006,
the Company accounted for share-based compensation to employees in accordance
with Accounting Principles Board Opinion ("APB") No. 25, "Accounting for Stock
Issued to Employees," and related interpretations. The Company also followed the
disclosure requirements of SFAS No. 123, "Accounting for Stock-Based
Compensation", as amended by SFAS 148, "Accounting for Stock-Based
Compensation--Transition and Disclosure". The Company elected to adopt the
modified prospective transition method as provided by SFAS No. 123R and,
accordingly, financial statement amounts for the prior periods presented in this
Form 10-Q have not been restated to reflect the fair value method of expensing
share-based compensation. Under this application, we are required to record
compensation cost for all share-based payments granted after the date of
adoption based on the grant date fair value estimated in accordance with the
provisions of SFAS 123R and for the unvested portion of all share-based payments
previously granted that remain outstanding which were based on the grant date
fair value estimated in accordance with the original provisions of SFAS 123. The
majority of our share-based compensation arrangements vest over three years. The
Company expenses its share-based compensation under the straight-line method.
The following table presents share-based compensation expenses for continuing
operations included in the Company's unaudited condensed consolidated statements
of operations:
THREE MONTHS ENDED
APRIL 1, 2006
------------------
Selling, general and administrative $9,185
------
Share-based compensation expense before tax 9,185
Income tax benefit 3,490
------
Net share-based compensation expense $5,695
------
7
Basic and diluted earnings per share for the quarter ended April 1, 2006 would
have been $0.07 and $0.06, respectively, if the Company had not adopted FAS
123(R), compared to reported basic and diluted earnings per share of $0.06.
Prior to the adoption of SFAS 123R, the Company presented all tax benefits
resulting from the exercise of stock options as operating cash flows in the
Statements of Cash Flows. SFAS 123R requires the cash flows resulting from the
tax benefits resulting from tax deductions in excess of compensation cost
recognized for the options (excess tax benefits) to be classified as financing
cash flows. The $2,000 excess tax benefit classified as a financing cash inflow
would have been classified as an operating cash inflow if the Company had not
adopted SFAS 123R.
The Company estimates the fair value of stock options using the Black-Scholes
valuation model. Key input assumptions used to estimate the fair value of stock
options include the expected option term, the expected volatility of the
Company's stock over the option's expected term, the risk-free interest rate
over the option's expected term, and the Company's expected annual dividend
yield. The Company believes that the valuation technique and the approach
utilized to develop the underlying assumptions are appropriate in calculating
the fair values of the Company's stock options granted during the three months
ended April 1, 2006. Estimates of fair value are not intended to predict actual
future events or the value ultimately realized by persons who receive equity
awards.
The fair value of each option grant was estimated on the grant date using the
Black-Scholes option-pricing model with the following assumptions:
THREE MONTHS ENDED
APRIL 1, 2006
------------------
Expected option term (1) 6 years
Expected volatility factor (2) 36%
Risk-free interest rate (3) 4.3%
Expected annual dividend yield 0%
(1) The option term was determined using the simplified method for estimating
expected option life, which qualify as "plain-vanilla" options.
(2) The stock volatility for each grant is measured using the weighted average
of historical monthly price changes of the Company's common stock over the
most recent period equal to the expected option life of the grant, adjusted
for activity which is not expected to occur in the future.
(3) The risk-free interest rate for periods equal to the expected term of the
share option is based on the U.S. Treasury yield curve in effect at the
time of grant.
The Company did not recognize compensation expense for employee share-based
awards for the three months ended April 2, 2005, when the exercise price of the
Company's employee stock awards equaled the market price of the underlying stock
on the date of grant.
The Company had previously adopted the provisions of Statement of Financial
Accounting Standards No. 123, "Accounting for Stock-Based Compensation," ("SFAS
123"), as amended by SFAS No. 148, "Accounting for Stock-Based
Compensation--Transition and Disclosure" through disclosure only. The following
table illustrates the effects on net income and earnings per share for the three
months ended April 2, 2005 as if the Company had applied the fair value
recognition provisions of SFAS 123 to share-based employee awards.
8
THREE MONTHS ENDED
APRIL 2, 2005
------------------
Net income as reported: $962,702
Stock-based compensation expense included in reported net
income under APB 25 --
Stock-based compensation expense that would have been
included in reported net income if the fair value
provisions of FAS 123 had been applied to all awards 1,906
--------
Pro forma net income $960,796
--------
Income per share:
Basic - as reported $ 0.22
-- pro forma 0.22
Diluted - as reported $ 0.20
-- pro forma 0.20
The fair value of each option grant was estimated on the grant date using the
Black-Scholes option pricing model with the following assumptions:
THREE MONTHS ENDED
APRIL 2, 2005
------------------
Expected option term 3 years
Expected volatility factor 79.6%
Risk-free interest rate 3.9%
Expected annual dividend yield 0%
STOCK INCENTIVE PLANS
The Company has issued stock options from the 1996 Stock Option Plan, the 1998
Employee Stock Option Plan, the 2000 Employee Stock Option Plan and the 2000-B
Employee Stock Option Plan. The terms of the options and vesting requirements
shall be for such period as the Compensation Committee designates. The option
price is not less than the fair market value of the shares on the date of the
grant.
As of April 1, 2006, 725,333 shares were reserved for future issuance for stock
options including 236,500 shares for the 1996 Stock Option Plan, 183,400 shares
for the 1998 Employee Stock Option Plan, 134,000 shares for the 2000 Employee
Stock Option Plan, and 171,433 shares for the 2000-B Employee Stock Option Plan.
Stock option activity under all of the Company's stock plans since December 31,
2005 is summarized as follows:
NUMBER OF WEIGHTED AVERAGE
SHARES EXERCISE PRICE
--------- ----------------
Outstanding at December 31, 2005 489,700 $1.62
------- -----
Options granted 5,000 3.92
Options exercised (2,500) 1.29
Options canceled -- --
------- -----
Outstanding at April 1, 2006 492,200 $1.65
------- -----
9
The following table summarizes information about stock options outstanding at
April 1, 2006:
OPTIONS OUTSTANDING VESTED OPTIONS
---------------------------------- ----------------------
WEIGHTED
AVERAGE WEIGHTED WEIGHTED
NUMBER OF REMAINING AVERAGE AVERAGE
SHARES CONTRACT EXERCISE NUMBER EXERCISE
RANGE OF EXERCISE PRICES OUTSTANDING LIFE PRICE EXERCISABLE PRICE
- ------------------------ ----------- --------- -------- ----------- --------
<s>
$0.51--$1.00 240,200 5.7 $0.70 240,200 $0.70
$1.01--$2.00 105,000 5.6 $1.34 92,498 $1.32
$2.01--$5.91 147,000 4.8 $3.42 97,000 $3.45
------- --- ----- ------- -----
$0.51--$5.91 492,200 5.4 $1.65 429,698 $1.45
------- --- ----- ------- -----
The aggregate intrinsic value of outstanding options as of April 1, 2006 was
$1,060,883. The intrinsic value of options exercised during the period was
$6,025. The intrinsic value of options vested during the period was $2,166.
The following table summarizes the status of the Company's non-vested shares
since December 31, 2005:
NON-VESTED OPTIONS
----------------------
WEIGHTED
NUMBER OF AVERAGE
SHARES FAIR VALUE
--------- ----------
NON-VESTED AT DECEMBER 31, 2005 58,335 $1.36
Granted 5,000 1.68
Vested (833) 0.42
Forfeited -- --
------
NON-VESTED AT APRIL 1, 2006 62,502 $1.40
------
As of April 1, 2006, there was $77,765 of total unrecognized compensation cost
related to nonvested share-based compensation arrangements granted under the
Company's stock plans. That cost is expected to be recognized over a
weighted-average period of 2.3 years.
Cash received from option exercises under all share based payment arrangements
for the quarter ended April 1, 2006 was $3,224. The actual tax benefit realized
for the tax deductions from option exercise of the share-based payment
arrangements totaled $2,000.
10
NOTE C -- FINANCING ARRANGEMENTS
Notes payable and long-term debt consist of the following:
April 1, December 31,
2006 2005
---------- ------------
Equipment line of credit (1) $ 818,877 $ --
Term loans payable to Banknorth N.A. 4,584,163 4,843,765
Mortgage loan payable to Banknorth N.A. 1,573,169 1,584,876
Mortgage loan payable to bank (2) 1,767,656 1,783,642
Equipment notes payable 14,572 16,099
Capital lease obligations 901,281 967,201
---------- ----------
9,659,718 9,195,583
Less - current portion of long-term debt 1,552,472(1) 1,404,053
---------- ----------
$8,107,246 $7,791,530
========== ==========
(1) On March 30, 2006, the Company borrowed $818,877 under its equipment line
of credit with TD Banknorth N.A. to finance the purchase price of recently
acquired equipment. On April 6, 2006, the Company converted the borrowing
into a term note which is payable in 60 payments of $16,338 including
interest at 7.21%. The classification of current and long-term debt as of
April 1, 2006 was determined in the accompanying condensed consolidated
balance sheet after consideration of this April 6, 2006 conversion.
(2) The mortgage provides that the payment will be adjusted by the bank every 5
years commencing on March 1, 2006 to reflect interest at the Five year
Federal Home Loan Bank "Classic Credit Rate" plus 2.75%. On March 1 2006,
the interest rate was adjusted by the bank to 7.625%.
NOTE D - DEFINED BENEFIT PENSION PLAN
The following table sets forth the components of net periodic benefit cost (in
thousands):
For the quarter ended
---------------------
April 1, April 2,
2006 2005
-------- --------
Components of net periodic benefit cost:
Interest cost $ 85 $ 89
Expected return on plan assets (81) (74)
Amortization of actuarial loss 28 35
---- ----
Net periodic pension expense $ 32 $ 50
==== ====
11
Company contributions paid to the plan for the three month period ended April 1,
2006 totaled $71,564.
NOTE E - INCOME TAXES
The current provision for the three month period ended April 1, 2006, was
calculated using an effective rate of 38%. The current provision for the three
month period ended April 2, 2005, was calculated using an effective rate of
$21.3% which reflects the alternative minimum tax.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Sales.
Sales to the Company's principal markets are as follows (in thousands):
For the quarter ended
---------------------
April 1, April 2,
2006 2005
-------- --------
Aerospace customers ...... $5,870 $3,619
Non-aerospace customers .. 3,726 4,397
------ ------
$9,596 $8,016
====== ======
The Company's sales increased $1,580,000, or 19.7%, for the three months ended
April 1, 2006, as compared to the three month period ended April 2, 2005. Sales
to aerospace customers increased $2,251,000, or 62.2%, for the three months
ended April 1, 2006 as compared to the three month period ended April 2, 2005,
due to the increase in shipments of commercial jet engine parts. Sales to
non-aerospace customers decreased $671,000, or 15.3% for the three months ended
April 1, 2006, as compared to the three month period ended April 2, 2005,
primarily due to decreased demand from a customer in the consumer products
industry.
Sales and sales increases (decrease) by product line for the three month period
ended April 1, 2006 compared to the three month period ended April 2, 2005 were
as follows (in thousands):
For the Three Months Ended
---------------------------
Apr. 1, Apr. 2,
Product Line 2006 2005 Change
- ------------- ------- ------- -------
Apex Machine Tool $4,843 $5,022 $ (179)
Precision Aerospace 3,615 2,028 1,587
Gros-Ite Spindles 1,138 966 172
------ ------ ------
Total $9,596 $8,016 $1,580
====== ====== ======
12
Sales for the Apex Machine Tool product line decreased $179,000, or 3.6%, for
the three months ended April 1, 2006, as compared to the three month period
ended April 2, 2005. This decrease was due to decreased demand on certain
tooling programs from a customer in the consumer products industry, partially
offset by an increase in demand for tooling from aerospace customers. Based on
projections from this consumer products customer for the remainder of 2006, the
Company anticipates a steady demand but at a reduced level from 2005. Based on
projections from its other customers, the Company anticipates a continuation of
the demand from such customers for the remainder of 2006 for its Apex Machine
Tool product line.
Sales for the Precision Aerospace product line increased $1,587,000, or 78.3%,
for the three months ended April 1, 2006, as compared to the three month period
ended April 2, 2005. The increase was due to increased shipments of jet engine
parts to its major aerospace customers. The Company's sales backlog for
Precision Aerospace increased by $3.9 million from December 31, 2005 to April 1,
2006. The Company believes that aerospace industry demand for large commercial
engines will continue to increase. The Company has two $500,000 machines on
order for delivery in the 2nd to 3rd quarter of 2006 to increase its machining
capacity for large commercial jet engine parts.
Sales for the Gros-Ite Spindles product line increased $172,000, or 17.8%, for
the three months ended April 1, 2006, as compared to the three month period
April 2, 2005. The increase in sales was due to increased demand for new
spindles, as well as the increased demand for the repair of all brands of
spindles. The Company believes that the increased demand will continue for the
remainder of 2006, based on indications from its customers.
As of April 1, 2006, sales backlog was approximately $25,000,000 compared to
$21,700,000 as of December 31, 2005. Backlog consists of accepted purchase
orders that are cancelable by the customer without penalty, except for payment
of costs incurred. The Company presently expects to complete approximately
$14,800,000 of its April 1, 2006 backlog during the remainder of the 2006 fiscal
year. The remaining $10,200,000 of backlog is deliverable in fiscal year 2007
and beyond.
Cost of Sales. Cost of sales as a percentage of sales decreased to 83.1% from
83.2%, for the three months ended April 1, 2006, compared to the three month
period ended April 2, 2005. The decrease was due primarily to (i) sales levels
increasing in 2006 at a higher rate than manufacturing costs due to the fixed
element of certain manufacturing costs and (ii) improved production management
resulting in increased production efficiency and cost control.
Selling, General & Administrative Expenses. Selling, general and administrative
expenses increased approximately $287,000, or 39.5%, for the three months ended
April 1, 2006, as compared to the three month period ended April 2, 2005. The
increase in these costs was mainly the result $226,000 of costs associated with
expansion of our manufacturing capacity by approximately 24,000 square feet and
other non-recurring expenses.
13
Additionally, there were increases in professional expense and sales salaries
expense.
Interest Expense. Interest expense decreased approximately $7,000, or 4.3%, for
the three months ended April 1, 2006, as compared to the three month period
ended April 2, 2005. This decrease was due to lower debt levels partially offset
by increased interest rates.
Income Taxes. The current provision for the three month period ended April 1,
2006, was calculated using an effective rate of 38.0%. The current provision for
the three month period ended April 2, 2005, reflects the alternative minimum tax
at 21.3%.
Liquidity and Capital Resources.
Net cash used in operating activities of $98,000 for the three months ended
April 1, 2006 resulted primarily from an increase in accounts receivable and
decreases in accrued liabilities and customer advances partially offset by cash
earnings and an increase in accounts payable.
Net cash used in investing activities of $1,023,000 for the three months ended
April 1, 2006, consisted of expenditures primarily for machinery and equipment.
Net cash provided by financing activities of $469,000 for the three months ended
April 1, 2006, resulted from a borrowing for machinery & equipment financing
partially offset by the repayment of long-term bank debt.
Net cash provided by operating activities of $412,000 for the three months ended
April 2, 2005 resulted primarily from cash earnings, a decrease in accounts
receivable and the collection of refundable income taxes partially offset by an
increase in inventory and prepaid expenses and decreases in accounts payable and
customer advances. Accounts receivable decreased $561,000 since January 1, 2005
due to the collection of several large contracts delivered in December 2004,
while accounts payable decreased $402,000 reflecting slightly quicker payments.
Customer advances decreased $279,000 since January 1, 2005, due to shipment on
certain large contracts in the first quarter of 2005.
Net cash used in investing activities of $342,000 for the three months ended
April 2, 2005, consisted of expenditures for machinery and computer equipment.
Net cash used in financing activities of $303,000 for the three months ended
April 2, 2005, resulted from repayments of debt with cash generated from
operating activities.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Preparation of the Company's consolidated financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets, liabilities, revenues and expenses. Management's Discussion and Analysis
and Note A to the Consolidated Financial
14
Statements in the Company's Annual Report, incorporated by reference in Form
10-K for the Company's fiscal year 2005, describe the significant accounting
policies used in preparation of the Consolidated Financial Statements. Actual
results in these areas could differ from management's estimates.
Accounts receivable- The Company evaluates its allowance for doubtful accounts
by considering the age of each invoice, the financial strength of the customer,
the customer's past payment record and subsequent payments.
Inventories- The Company has specifically identified certain inventory as
obsolete or slow moving and provided a full reserve for these parts. The
assumption is that these parts may not be sold. The assumptions and the
resulting reserve have been accurate in the past, and are not likely to change
materially in the future.
Stock-Based Compensation Expense- Effective January 1, 2006, we account for
employee stock-based compensation costs in accordance with Statement of
Financial Accounting Standards No. 123R, "Share-Based Payment" ("SFAS 123R"). We
utilize the Black-Scholes option pricing model to estimate the fair value of
employee stock based compensation at the date of grant, which requires the input
of highly subjective assumptions, including expected volatility and expected
life. Further, as required under SFAS 123R, we now estimate forfeitures for
options granted, which are not expected to vest. Changes in these assumptions
can materially affect the measure of estimated fair value of our share-based
compensation.
Pension- The Company maintains a defined benefit pension plan. Assumptions used
in accounting for the plan include the discount rate and expected rate of return
on plan assets. The assumptions are determined based on appropriate market
indicators and are evaluated each year as of the Plan's measurement date. A
change in either of these assumptions would have an effect on the Company's net
periodic benefit cost.
Income Taxes - The Company recognizes deferred tax assets when, based upon
available evidence, realization is more likely than not.
All statements other than historical statements contained in this Form 10-Q
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Without limitation, these forward
looking statements include statements regarding the Company's business strategy
and plans, statements about the adequacy of the Company's working capital and
other financial resources, statements about the Company's bank agreements,
statements about the Company's backlog, statements about the Company's action to
improve operating performance, and other statements herein that are not of a
historical nature. These forward-looking statements rely on a number of
assumptions concerning future events and are subject to a number of
uncertainties and other factors, many of which are outside of the Company's
control, that could cause actual results to differ materially from such
statements. These include, but are not limited to, factors which could affect
demand for the Company's products and services such
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as general economic conditions and economic conditions in the aerospace industry
and the other industries in which the Company competes; competition from the
Company's competitors; the Company's ability to effectively use
business-to-business tools on the Internet to improve operating results; the
adequacy of the Company's revolving credit facility and other sources of
capital; and other factors discussed in the Company's annual report on Form 10-K
for the fiscal year ended December 31, 2005. The Company disclaims any intention
or obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Interest rate risk related to its notes payable and long-term debt is the
primary source of financial market risk to the Company.
The interest rate risk is limited, however, to the exposure related to those
debt instruments and credit facilities which are tied to market rates. The
Company's only variable rate debt instruments are the revolving line of credit
and the equipment line of credit. A hypothetical increase of 1% in the interest
rate would have no effect on the revolving line of credit since the current
balance is $0 and the equipment line of credit balance was converted to a fixed
rate term note on April 6, 2006.
The Company also maintains two mortgage loans at fixed interest rates, however,
the interest rates are adjusted every five years to reflect a current index rate
plus certain percentages. See Note C to the Condensed Consolidated Financial
Statements. A hypothetical increase of 1% in the interest rate at the March 2011
adjustment date for the first mortgage will increase annual interest expense at
that time by approximately $14,000. A hypothetical increase of 1% in the
interest rate at the April 2009 adjustment date for the Banknorth N.A. mortgage
will increase annual interest expense at that time by approximately $14,000.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of disclosure and procedures
The Company's management, with the participation of the Chief Executive Officer
and Chief Financial Officer of the Company, evaluated the effectiveness of the
Company's disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of April 1, 2006 and, based on this evaluation,
concluded that the Company's disclosure controls and procedures are functioning
in an effective manner in that they provide reasonable assurance that the
information required to be disclosed by the Company in the reports that it files
or submits under the Exchange Act, is recorded, processed, summarized and
reported, within the time periods specified in the SEC's rules and forms.
Change in internal controls
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No changes in the Company's internal control over financial reporting occurred
during the three months ended April 1, 2006, that have materially affected, or
are reasonably likely to materially affect, the Company's internal control over
financial reporting.
PART II -- OTHER INFORMATION
ITEM 6. EXHIBITS
3.1* EDAC's Amended and Restated Articles of Incorporation
3.2* EDAC's Amended and Restated By-laws
10.1* Promissory Note dated as of April 4, 2006 by and among EDAC, Apex,
Gros-Ite and TD Banknorth, N.A.
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a)
under the Securities Exchange Act of 1934, as amended.
31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a)
under the Securities Exchange Act of 1934, as amended.
32.1 Certification of Chief Executive Officer and Chief Financial Officer
pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934,
as amended.
* Incorporated by reference
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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 5, 2006 By /s/ Glenn L. Purple
-------------------------------------
Glenn L. Purple, Chief Financial
Officer and duly authorized officer
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EXHIBIT INDEX
NUMBER DESCRIPTION
- ------ -----------
3.1 EDAC's Amended and Restated Articles of Incorporation (1)
3.2 EDAC's Amended and Restated By-laws (2)
10.1 Promissory Note dated as of April 4, 2006 by and among EDAC, Apex,
Gros-Ite and TD Banknorth, N.A. (3)
31.1* Certification of Chief Executive Officer pursuant to Rule 13a-14(a)
under the Securities Exchange Act of 1934, as amended.
31.2* Certification of Chief Financial Officer pursuant to Rule 13a-14(a)
under the Securities Exchange Act of 1934, as amended.
32.1* Certification of Chief Executive Officer and Chief Financial Officer
pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934,
as amended.
(1) Exhibit incorporated by reference to the Company's registration statement
on Form S-1 dated August 6, 1985, commission file No. 2-99491, Amendment
No.1.
(2) Exhibit incorporated by reference to the Company's Report on Form 8-K dated
February 19, 2002.
(3) Exhibit incorporated by reference to the Company's Report on Form 8-K dated
April 5, 2006.
* Filed herewith.
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