UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------- FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended Commission File Number March 31, 1995 0-10211 INTER-TEL, INCORPORATED Incorporated in the State of Arizona I.R.S. No. 86-0220994 7300 West Boston Street Chandler, Arizona 85226 (602) 961-9000 Common Stock (10,408,926 shares outstanding as of March 31, 1995) 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 periods 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 --- ---- INDEX INTER-TEL, INCORPORATED AND SUBSIDIARIES Page PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Condensed consolidated balance sheets--March 31, 3 1995 and December 31, 1994 Condensed consolidated statements of income--Three 4 months ended March 31, 1995 and March 31, 1994 Condensed consolidated statements of cash flows 5 --Three months ended March 31, 1995 and March 31, 1994 Notes to condensed consolidated financial 6 statements--March 31, 1995 Item 2. Management's Discussion and Analysis of Financial 7 Condition and Results of Operations PART II. OTHER INFORMATION 9 SIGNATURES 10 EXHIBIT 11.1 11 EXHIBIT 27 12 PART I. FINANCIAL INFORMATION INTER-TEL, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands) March 31, December 31, 1995 1994 ---------- ---------- ASSETS CURRENT ASSETS Cash and equivalents ...................... $ 12,558 $ 15,279 Accounts receivable - net ................. 15,631 15,983 Inventories ............................... 14,903 14,258 Net investment in sales-leases ............ 2,765 1,613 Prepaid expenses and other assets ......... 6,441 3,802 ---------- ---------- TOTAL CURRENT ASSETS ...................... 52,298 50,935 PROPERTY & EQUIPMENT ........................... 7,843 5,715 OTHER ASSETS ................................... 7,086 7,462 ---------- ---------- $ 67,227 $ 64,112 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable .......................... $ 5,055 $ 4,499 Other current liabilities ................. 9,692 8,807 ---------- ---------- TOTAL CURRENT LIABILITIES ................. 14,747 13,306 DEFERRED TAXES ................................. 2,617 2,617 OTHER LIABILITIES .............................. 2,667 2,924 SHAREHOLDERS' EQUITY Common stock .............................. 27,432 27,334 Retained earnings ......................... 20,076 18,317 Equity adjustment for foreign currency translation ................... (74) (122) ---------- ---------- 47,434 45,529 Less receivable from Employee Stock Ownership Trust .................. 238 264 ---------- ---------- TOTAL SHAREHOLDERS' EQUITY ................ 47,196 45,265 ---------- ---------- $ 67,227 $ 64,112 ========== ========== Note: The financial information for the first quarter of 1994 has been restated to reflect the pooling of interests with Southwest Telephone Systems, Inc. INTER-TEL, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (In thousands, except Three Months Ended per share amounts) March 31, March 31, 1995 1994 --------- --------- NET SALES ........................................ $ 30,962 $ 25,465 Cost of sales .................................... 18,080 15,569 --------- --------- GROSS PROFIT ..................................... 12,882 9,896 Research & development ...................... 1,458 1,020 Selling, general, and administration ........ 8,885 7,128 --------- --------- OPERATING INCOME ................................. 2,539 1,748 Interest and other income ................... 310 142 Interest expense ............................ (11) (11) --------- --------- INCOME BEFORE TAXES .............................. 2,838 1,879 Income taxes ................................ 1,079 712 --------- --------- NET INCOME ....................................... $ 1,759 $ 1,167 ========= ========= NET INCOME PER SHARE ............................. $ .16 $ .11 ========= ========= Average number of shares outstanding ............................. 10,789 10,566 ========= ========= Note: The financial information for the first quarter of 1994 has been restated to reflect the pooling of interests with Southwest Telephone Systems, Inc. INTER-TEL, INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended (In thousands) March 31, March 31, 1995 1994 --------- --------- OPERATING ACTIVITIES NET INCOME .................................... $ 1,759 $ 1,167 Adjustments to reflect operating activities: Depreciation and amortization ............... 478 315 Changes in operating assets and liabilities . (2,653) (2,050) Other ....................................... 173 122 ---------- ---------- NET CASH USED IN OPERATING ACTIVITIES ....................... (243) (446) INVESTING ACTIVITIES Proceeds from disposal of property and equipment ............................... 5 0 Additions to property and equipment ........... (2,580) (531) ---------- ---------- NET CASH USED IN INVESTING ACTIVITIES .................................. (2,575) (531) FINANCING ACTIVITIES Proceeds from exercise of stock options ....... 97 50 ---------- ---------- NET CASH PROVIDED BY FINANCING ACTIVITIES .................................. 97 50 DECREASE IN CASH AND EQUIVALENTS .............. (2,721) (927) CASH AND EQUIVALENTS AT BEGINNING OF PERIOD ............................ 15,279 14,588 ---------- ---------- CASH AND EQUIVALENTS AT END OF PERIOD .................................. $ 12,558 $ 13,661 ========== ========== Note: The financial information for the first quarter of 1994 has been restated to reflect the pooling of interests with Southwest Telephone Systems, Inc. INTER-TEL, INCORPORATED AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) March 31, 1995 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) considered necessary for a fair presentation of the results for the interim periods presented have been included. Operating results for the three months ending March 31, 1995 are not necessarily indicative of the results that may be expected for the year ended December 31, 1995. 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 year ended December 31, 1994. NOTE B--INCOME PER SHARE Primary earnings per share assume that outstanding common shares were increased by shares issuable upon the exercise of all outstanding stock options to which market price exceeds exercise price less shares which could have been purchased with related proceeds. PART I. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Net sales in the first quarter of 1995 increased by $5.5 million, or 22%, over the same quarter of 1994. Of the increase, Dealer network sales increased $3.1 million, or 46% over 1994. Direct Sales revenues increased by $1.7 million, or 11%, over the preceding year's quarter. The increases in both distribution channels were attributable principally to sales of AXXESS software and systems sales. The gross margin percentage in the first quarter of 1995 was 41.6% compared with 38.9% for the first quarter of 1994. The 1995 gross margin percentage was favorably impacted by a higher proportion of software sales and continued increase in shipments of AXXESS systems. Also, Dealer network sales constituted a larger proportion of total shipments. Research and Development expenses increased in total and as a percentage of sales, reflecting a planned commitment to technological development and shorter product release periods. Selling, General and Administrative expenses during the first quarter of 1995 were 28.7% of net sales compared with 28.0% of net sales in the first quarter of 1994. These expenses increased as a result of greater sales commissions on increased sales, additional marketing resources for the expanded dealer network and for long distance services and expenses related to building infrastructure for management information systems. Other income increased by the temporary investment of excess cash at higher interest rates. Income from Operations increased 45% over the 1994 quarter from 6.9% of net sales to 8.2% of net sales. Net income increased 51% from $1,167,000 to $1,759,000. On a per share basis, net income increased from $.11 a share to $.16 a share, or 45%. Inflation/Currency Fluctuation Inflation and currency fluctuations have not previously had a material impact on Inter-Tel's operations. International sales and procurement agreements have traditionally been denominated in U.S. currency. Moreover, a significant amount of contract manufacturing has been or is expected to be moved to domestic sources. The expansion of international operations in the United Kingdom and Europe and anticipated sales in Japan and Asia and elsewhere could result in higher international sales as a percentage of total revenues, but international operations currently do not present a significant currency risk. Liquidity and Capital Resources The Company currently has a $5 million Credit Agreement with Bank One, Arizona, N.A., which is being used primarily to support international letters of credit to suppliers. The Company funds its Totalease program in part through the sale to financial institutions of rental income streams under the leases. Totalease rentals resold totaling $22.8 million remain unbilled at March 31, 1995. The Company maintains reserves against potential recourse following the resales based upon loss experience and past due accounts. The Company will continue to expand its dealer network, which may require working capital for increased receivables and inventories. The Company believes that its working capital and credit facilities, together with cash generated from operations, will be sufficient to fund purchases of capital equipment, finance usual acquisitions which the Company may consider and provide adequate working capital for the foreseeable future. However, to the extent that additional funds may be required in the future to address working capital needs and to provide funding for capital expenditures, expansion of the business or additional acquisitions, the Company will consider additional financing. INTER-TEL, INCORPORATED AND SUBSIDIARIES PART II. OTHER INFORMATION ITEM l. LEGAL PROCEEDINGS--Not Applicable ITEM 2. CHANGES IN SECURITIES--Not Applicable ITEM 3. DEFAULTS ON SENIOR SECURITIES--Not Applicable ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS --Not Applicable ITEM 5. OTHER INFORMATION--Not Applicable ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K: Exhibits: 11.1 Computation of Earnings per Share 27 Financial Data Schedule Reports on Form 8-K: No reports filed during quarter 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. INTER-TEL, INCORPORATED Date May 9, 1995 Steven G. Mihaylo ------------------------- -------------------------- Steven G. Mihaylo Chairman of the Board and Chief Executive Officer Date May 9, 1995 Kurt R. Kneip -------------------------- --------------------------- Kurt R. Kneip Vice President and Chief Financial Officer