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FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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Commission File Number 1-5978
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SIFCO Industries, Inc. and Subsidiaries
(Exact name of registrant as specified in its charter)
Ohio 34-0553950
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
970 East 64(th) Street, Cleveland, Ohio 44103
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(Address of principal executive offices) (Zip Code)
(216) 881-8600
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(Registrant's telephone number, including area code)
Indicated 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 requirement for the past 90 days. Yes X No
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As of April 30, 2001, the issuer had 5,137,033 shares of common stock
outstanding.
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
SIFCO INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
(Amounts in thousands, except per share data)
Three Months Ended Six Months Ended
March 31 March 31
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2001 2000 2001 2000
---- ---- ---- ----
NET SALES $ 27,726 $ 28,182 $ 52,911 $ 53,527
OPERATING EXPENSES:
Cost of goods sold 23,073 23,493 43,927 44,940
Selling, general and administrative expenses 3,394 3,466 6,349 6,564
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Total operating expenses 26,467 26,959 50,276 51,504
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Operating income 1,259 1,223 2,635 2,023
INTEREST INCOME (105) (56) (177) (87)
INTEREST EXPENSE 261 236 552 501
OTHER (INCOME) EXPENSE, NET (608) 47 (39) 88
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Income before income tax provision 1,711 996 2,299 1,521
INCOME TAX PROVISION 716 62 1,002 103
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Net income $ 995 $ 934 $ 1,297 $ 1,418
====================== =======================
NET INCOME PER SHARE (BASIC) $ .19 $ .18 $ .25 $ .27
NET INCOME PER SHARE (DILUTED) $ .19 $ .18 $ .25 $ .27
WEIGHTED-AVERAGE NUMBER OF COMMON SHARES (BASIC) 5,135 5,191 5,135 5,193
WEIGHTED-AVERAGE NUMBER OF COMMON SHARES (DILUTED) 5,150 5,227 5,153 5,234
See accompanying notes to unaudited consolidated condensed financial statements.
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SIFCO INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Amounts in thousands, except per share data)
March 31 September 30
2001 2000
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(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 10,513 $ 4,687
Receivables, net 18,736 19,743
Inventories 21,128 19,878
Deferred income taxes 1,486 1,486
Prepaid expenses and other current assets 661 656
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Total current assets 52,524 46,450
PROPERTY, PLANT AND EQUIPMENT, NET 28,787 29,009
OTHER ASSETS:
Funds held by trustee for capital project 547 530
Goodwill and other intangible assets, net 3,721 3,866
Other assets 717 645
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Total other assets 4,985 5,041
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Total assets $ 86,296 $ 80,500
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LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt $ 1,420 $ 1,420
Accounts payable 8,889 6,723
Accrued liabilities 9,901 9,631
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Total current liabilities 20,210 17,774
LONG-TERM DEBT - NET OF CURRENT MATURITIES 14,341 11,962
OTHER LONG-TERM LIABILITIES 5,167 5,264
SHAREHOLDERS' EQUITY:
Serial preferred shares - no par value -- --
Common shares, par value $1 per share 5,206 5,205
Additional paid-in-capital 6,419 6,413
Accumulated other comprehensive loss (8,536) (8,310)
Retained earnings 43,938 42,641
Common shares held in treasury at cost (449) (449)
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Total shareholders' equity 46,578 45,500
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Total liabilities and shareholders' equity $ 86,296 $ 80,500
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See accompanying notes to unaudited consolidated condensed financial statements.
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SIFCO INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(Amounts in thousands)
Six Months Ended
March 31
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2001 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,297 $ 1,418
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,259 2,455
Loss on disposal of property and equipment 32 -
Deferred income taxes - (179)
CHANGES IN OPERATING ASSETS AND LIABILITIES:
Receivables 1,050 2,209
Inventories (1,216) (805)
Prepaid expenses and other current assets (6) (524)
Other assets (74) 127
Accounts payable 1,720 305
Accrued liabilities 701 (185)
Other long-term liabilities (336) (192)
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Net cash provided by operating activities 5,427 4,629
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (1,885) (2,543)
Decrease in funds held by trustee for
capital project (17) 54
Other (24) (82)
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Net cash used for investing activities (1,926) (2,571)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from revolving credit agreement 14,532 1,200
Repayments of revolving credit agreement (11,553) (1,100)
Repayments of long-term debt (600) (600)
Repurchase of common shares - (184)
Dividends - (260)
Issuance of common shares 7 56
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Net cash provided by (used for) financing activities 2,386 (888)
Increase in cash and cash equivalents 5,887 1,170
Cash and cash equivalents at the beginning of the period 4,687 2,022
Effect of exchange rate changes on cash and cash equivalents (61) (191)
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Cash and cash equivalents at the end of the period $ 10,513 $ 3,001
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Supplemental disclosure of cash flow information:
Cash paid for interest $ 513 $ 466
Cash paid for income taxes, net 373 602
See accompanying notes to unaudited consolidated condensed financial statements.
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SIFCO INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Amounts in thousands)
(Unaudited)
1. BASIS OF PRESENTATION
The unaudited consolidated condensed financial statements included herein
include the accounts of the Company and its wholly-owned subsidiaries. All
significant intercompany accounts and transactions have been eliminated. In the
opinion of management, all adjustments, which include only normal recurring
adjustments, necessary for a fair presentation of the results of operations,
financial position, and cash flows for the periods presented, have been
included. These consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and related notes
included in the SIFCO industries, Inc. and Subsidiaries ("Company") fiscal 2000
annual report on Forms 10-K and 10-K/A. The results of operations for any
interim period are not necessarily indicative of the results to be expected for
other interim periods or the full year. Certain prior period amounts have been
reclassified in order to conform to current period classifications.
2. INVENTORIES
Inventories consist of:
March 31, 2001 September 30, 2000
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Raw material and supplies $ 6,578 $ 4,427
Work-in-Process 6,687 8,175
Finished goods 7,863 7,276
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Total inventories $21,128 $19,878
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If the FIFO method had been used for the entire Company, inventories would have
been $3,051 higher than reported at March 31, 2001.
3. INCOME TAXES
During the six months ended March 31, 2001, U. S. income taxes were provided on
the undistributed earnings of non-U. S. subsidiaries, that were earned during
fiscal 2001, in anticipation that distributions from such, to the extent they
may occur in the future, would result in an additional income tax liability. The
income tax provision on U. S. earnings is based on the anticipated effective
rate for the year.
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4. COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE LOSS
Total comprehensive income is as follows:
Six months ended
March 31
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2001 2000
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Net income $ 1,297 $ 1,418
Foreign currency translation adjustment 5 (3,073)
Cumulative effect adjustment of interest rate
swap agreement, net of tax 135 -
Loss on interest rate swap agreement (280) -
Loss on foreign currency exchange contracts (86) -
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Total comprehensive income $ 1,071 $(1,655)
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The components of Accumulated Other Comprehensive Loss are as follows:
March 31, 2001
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Foreign currency translation adjustment $(8,305)
Interest rate swap adjustment (145)
Foreign currency exchange contract adjustment (86)
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Total accumulated other comprehensive loss $(8,536)
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5. BUSINESS SEGMENTS
Reportable segments are identified by the Company based upon distinct products
manufactured and services provided. The Turbine Component Services and Repair
segment consists primarily of turbine component remanufacturing, precision
contract machining, subassemblies, and finished parts, as well as, selective
electroplating equipment, solutions and services. The Aerospace Component
Manufacturing segment consists primarily of domestically produced forgings and
semi-finished components primarily for the aerospace industry.
Segment information is as follows:
Three months ended Six months ended
March 31 March 31
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2001 2000 2001 2000
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Net sales:
Turbine Component Services and Repair $ 17,396 $ 19,343 $ 33,612 $ 37,086
Aerospace Component Manufacturing 10,330 8,839 19,299 16,441
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Consolidated net sales $ 27,726 $ 28,182 $ 52,911 $ 53,527
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Operating income:
Turbine Component Services and Repair $ 1,181 $ 1,686 $ 2,497 $ 2,812
Aerospace Component Manufacturing 592 155 1,050 308
Corporate unallocated expenses (514) (618) (912) (1,097)
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Consolidated operating income 1,259 1,223 2,635 2,023
Interest expense, net 156 180 375 414
Other (income) expense, net (608) 47 (39) 88
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Consolidated income before income
tax provision $ 1,711 $ 996 $ 2,299 $ 1,521
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Management's Discussion and Analysis of Financial Condition and Results of
Operations may contain various forward-looking statements and includes
assumptions concerning the Company's operations, future results and prospects.
These forward-looking statements are based on current expectations and are
subject to risk and uncertainties. In connection with the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995, the Company
provides the following cautionary statement identifying important economic,
political and technological factors, among others, the absence of which could
cause the actual results or events to differ materially from those set forth in
or implied by the forward-looking statements and related assumptions. Such
factors include the following: (1) future business environment, including
capital and consumer spending; (2) competitive factors, including the ability to
replace business which may be lost due to OEM encroachment into turbine
component services and repair markets; (3) successful procurement of new repair
process licenses; (4) the impact of fluctuations of foreign currency (euros)
exchange rates on the results of operations; (5) successful development and
market introductions of new products, including an advanced coating technology;
(6) stability of government laws and regulations, including taxes; and (7)
stable governments and business conditions in economies where business is
conducted.
SIFCO Industries, Inc. and its subsidiaries engage in the production and sale of
a variety of metalworking processes, services and products produced primarily to
the specific design requirements of its customers. The processes include
forging, heat treating, coating, welding, machining and electroplating; and the
products include forgings, machined forged parts and other machined metal parts,
remanufactured component parts for turbine engines, and electroplating solutions
and equipment.
A. RESULTS OF OPERATIONS
SIX MONTHS ENDED MARCH 31, 2001 COMPARED WITH SIX MONTHS ENDED MARCH 31, 2000
Net sales in the first six months of fiscal 2001 decreased 1.2% to $52.9
million, compared with $53.5 million for the comparable period in fiscal 2000.
Income before income tax provision increased 51.1% to $2.3 million, from $1.5
million. Net income decreased 8.6% to $1.3 million, or $0.25 per share
(diluted), in the six months ended March 31, 2001 from $1.4 million, or $0.27
per share (diluted), in the same period in fiscal 2000.
TURBINE COMPONENT SERVICES AND REPAIR GROUP ("REPAIR GROUP")
The Repair Group's net sales in the first six months of fiscal 2001 declined
9.4% to $33.6 million, from $37.1 million in the corresponding period in fiscal
2000. Repair volumes for the older engine types continued the decline that the
Company experienced during fiscal 2000 and the first quarter of this fiscal
year. As the Company expected, demand for repairs to older model JT8D engines
continued to decline due to the continued retirement and reduced utilization of
older model aircraft such as the 737-100/200, the 727, and the DC-9. In
addition, there was a reduction in repair volume, related to the CFM-56 engines
due principally to the encroachment of the engine OEMs into the marketplace.
During the first six months of fiscal 2001, reduced sales volumes for repair
services again adversely impacted the Repair Group's operating income. This
negative impact was partially offset by the positive impact of improved margins
on the sales of replacement parts and the positive impact to the Repair Group's
non-U. S. operation's net sales and margins of a weaker euro during the first
six months of fiscal 2001, when compared to the same fiscal 2000 period. Also,
the positive impact of the cost saving efforts that were put into place in the
first quarter of fiscal 2001 continued in the second quarter.
Selling, general and administrative expenses were $4.3 million in both the first
six months of fiscal 2001 and 2000. During the first six months of fiscal 2001
selling, general and administrative expenses were negatively impacted by a $0.2
million increase in the Repair Group's provision for doubtful accounts, offset
by lower spending as a result of the Group's cost savings efforts discussed
previously.
Operating income for the first six months of fiscal 2001 decreased 11.2% to $2.5
million, or 7.4% of net sales, from $2.8 million, or 7.6% of net sales, in the
comparable period in fiscal 2000.
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AEROSPACE COMPONENT MANUFACTURING GROUP ("ACM GROUP")
Net sales in the first six months of fiscal 2001 increased 17.4% to $19.3
million, compared with $16.4 million in the same fiscal 2000 period. The sales
increase is net of a reduction in selling price of approximately $1.3 million
caused by a decline in the market price of a key raw material that was passed on
to customers. The increase in sales is, in part, attributable to an increase in
the number of AE series new generation jet engines built by Rolls- Royce plc for
business and regional jets, as well as transport and surveillance aircraft.
Sales in the first six months of fiscal 2001 also benefited from an increase in
airframe components sold to commercial aircraft manufacturers. The foregoing
sales increases were offset in part by a decline in sales of military aircraft
airframe components.
Selling, general and administrative expenses were $1.1 million in the first six
months of fiscal 2001 and 2000.
The ACM Group's operating income in the first six months of fiscal 2001 was $1.0
million, or 5.4% of net sales, compared with $0.3 million, or 1.9% of net sales
in the comparable 2000 period. A favorable product mix accounted for a $0.3
million improvement in operating profit in the first six months of fiscal 2001.
The operating profit in the first six months of fiscal 2001 also benefited by
$0.5 million due to process improvements. These improvements were partially
offset by increased tooling expenditures of $0.3 million in the first six months
of fiscal 2001. The operating income percentage of net sales also benefited in
the first six months of fiscal 2001 from the decline in the market price of a
key raw material.
CORPORATE UNALLOCATED EXPENSES
Corporate unallocated expenses, consisting of corporate salaries and benefits,
legal and professional and other corporate expenses, were $0.9 million in the
first six months of fiscal 2001, compared with $1.1 million in the comparable
period in fiscal 2000. Corporate unallocated expenses were favorably impacted
during the first six months of fiscal 2001 by $0.3 million of lower expenses
related to employee retirement plans, charitable contributions, insurance,
public company expenses, and business travel. This was offset in part by a $0.1
million increase in legal and professional expenditures in the first six months
of fiscal 2001.
OTHER/GENERAL
Interest income increased to $0.2 million in the first six months of fiscal
2001, compared with $0.1 million in the comparable period in fiscal 2000 due
primarily to the increase in cash and cash equivalents. Interest expense was
$0.6 million in the first six months of fiscal 2001 and $0.5 million in the
comparable period in fiscal 2000. Interest expense was negatively impacted by
higher average borrowings outstanding under the Company's revolving credit
agreement, offset in part by lower interest rates.
Other income, net, increased $0.1 million during the first six months of fiscal
2001 compared with the same period in fiscal 2000 principally due to a decrease
in the net transaction loss.
THREE MONTHS ENDED MARCH 31, 2001 COMPARED WITH THREE MONTHS ENDED MARCH 31,
2000
Net sales in the second quarter of fiscal 2001 decreased 1.6% to $27.7 million
compared with $28.2 million for the comparable period in fiscal 2000. Income
before income tax provision increased 71.8% to $1.7 million from $1.0 million.
Net income increased 6.6% to $1.0 million, or $0.19 per share (diluted), in the
quarter ended March 31, 2001 from $0.9 million, or $0.18 per share (diluted), in
the same quarter in fiscal 2000.
TURBINE COMPONENT SERVICES AND REPAIR GROUP ("REPAIR GROUP")
The Repair Group's net sales in the second quarter of fiscal 2001 declined 10.1%
to $17.4 million from $19.3 million in the corresponding period in fiscal 2000.
Selling, general and administrative expenses in the second quarter of fiscal
2001 increased 3.6% to $2.3 million from $2.2 million in the same period in
fiscal 2000. The Repair Group's selling, general and administrative expenses
were negatively impacted during the second quarter of fiscal 2001 by a $0.2
million increase in the Group's provision for doubtful accounts, offset in part
by lower spending as a result of the Repair Group's cost savings efforts.
Operating income in the second quarter of fiscal 2001 decreased 29.9% to $1.2
million, or 6.8% of net sales, from $1.7 million, or 8.7% of net sales, in the
second quarter of fiscal 2000. The business factors resulting in these changes
and relevant trends affecting the Repair Group's business during the second
quarter are comparable to those described in the preceding discussion for the
first six months of fiscal 2001.
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AEROSPACE COMPONENT MANUFACTURING GROUP ("ACM GROUP")
Net sales in the second quarter of fiscal 2001 increased 16.9% to $10.3 million,
compared with $8.8 million in the same fiscal 2000 period. The sales increase is
net of a reduction in selling price of approximately $0.7 million caused by a
decline in the market price of a key raw material that was passed on to
customers. The business factors resulting in these changes and relevant trends
affecting the ACM Group's net sales during the second quarter of fiscal 2001 are
comparable to those described in the preceding discussion for the first six
months of fiscal 2001.
Selling, general and administrative expenses were $0.6 million in the second
quarters of fiscal 2001 and 2000. The ACM Group's operating income in the second
quarter of fiscal 2001 was $0.6 million, or 5.7% of net sales, compared with
$0.2 million, or 1.8% of net sales in the same 2000 period. A favorable product
mix accounted for a $0.3 million improvement in operating profit in the second
quarter of fiscal 2001. The operating profit in the second quarter of fiscal
2001 also benefited by $0.2 due to process improvements. These improvements were
partially offset by increased tooling expenditures of $0.2 million in the second
quarter of fiscal 2001. The operating income percentage of net sales benefited
in the second quarter of fiscal 2001 from the decline in the market price of a
key raw material.
CORPORATE UNALLOCATED EXPENSES
Corporate unallocated expenses, consisting of corporate salaries and benefits,
legal and professional and other corporate expenses, were $0.5 million in the
second quarter of fiscal 2001, compared with $0.6 million in the comparable
period in fiscal 2000. Corporate unallocated expenses were favorably impacted
during the second quarter of fiscal 2001 by $0.2 million of lower expenses
related to employee retirement plans, charitable contributions, public company
expenses, and business travel. This was offset in part by a $0.1 million
increase in legal and professional expenditures in the second quarter of fiscal
2001.
OTHER/GENERAL
Interest income was $0.1 million in the second quarters of fiscal 2001 and 2000.
Interest expense was $0.3 million in the second quarter of fiscal 2001, compared
to $0.2 million in the second quarter of fiscal 2000. Interest expense was
negatively impacted by higher average borrowings outstanding on the Company's
revolving credit agreement, offset in part by lower overall interest rates.
Other income, net increased by $0.7 million in the second quarter of fiscal 2001
to $0.6 million compared to the comparable period in fiscal 2000. The weakening
euro at the end of the second quarter of fiscal 2001 resulted in net transaction
gains of $0.6 million for the second quarter of fiscal 2001, as compared to net
transaction losses of $0.1 million in the same period in fiscal 2000.
B. FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents increased during the first six months of fiscal 2001
to $10.5 million from $4.7 million at September 30, 2000. A significant portion
of the Company's cash consists of undistributed earnings of non-U. S.
subsidiaries. Historically, income taxes have not been provided on undistributed
earnings of non-U. S. subsidiaries. During the first six months of fiscal 2001,
the Company recorded a U. S. income tax provision applicable to income of all
non-U. S. subsidiaries that was earned during the first six months of fiscal
2001.
Cash flow activity for the first six months of fiscal 2001 is presented in the
Consolidated Condensed Statements of Cash Flows. During the first six months of
fiscal 2001, the Company generated $5.4 million from its operating activities.
Net income plus non-cash charges generated $3.6 million, while changes in
operating assets and liabilities generated $1.8 million. A decrease in accounts
receivable, due principally to lower overall sales of the Company's Turbine
Component Services and Repair Group, accounted for $1.0 million. An increase in
inventories required $1.2 million, while an increase in accounts payable
generated $1.7 million. The increases in inventories and accounts payable are
primarily attributable to a $1.5 million increase in the ACM Group's raw
material inventory, which is attributable to the overall higher net sales levels
of the Group. Working capital was $32.3 million at March 31, 2001, compared to
$28.7 million at September 30, 2000. The current ratio was 2.6 at March 31, 2001
and September 30, 2000.
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Capital expenditures were $1.9 million in the first six months of fiscal 2001,
compared to $2.5 million in the comparable period in fiscal 2000. The Company
anticipates making $6.0 million of capital expenditures during fiscal 2001. The
Company's projection of capital expenditures for fiscal 2001 increased by $2.0
million from its earlier projection due primarily to $1.7 million of projected
expenditures for equipment that will enhance the Company's non-aerospace turbine
repair services. The balance of the Company's capital expenditures relate
primarily to new equipment and the upgrade of existing equipment.
The Company's long-term debt as a percentage of equity at March 31, 2001 was
30.7%, compared to 26.3% at September 30, 2000. As of March 31, 2001, the
Company had $3.4 million outstanding against its $6.0 million revolving credit
agreement. During the second quarter of fiscal 2001, the Company's unsecured
revolving credit agreement's expiration date was extended to March 31, 2003.
The Company believes that the funds available under its revolving credit
agreement and anticipated funds generated from its operations will be adequate
to meet its liquidity requirements through the foreseeable future.
C. EFFECTS OF FOREIGN CURRENCY AND INFLATION
The Company generates a substantial portion of its revenues in international
markets, which subjects its operations to the exposure of currency exchange
fluctuations. The effects of foreign currency on the operating results of the
Company were discussed previously.
The Company believes that inflation has not materially affected its results of
operations in the first six months of fiscal 2001 and 2000 and does not expect
inflation to be a significant factor for the balance of fiscal 2001.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to market risk from changes in interest rates and foreign
currency exchange rates as part of its normal operations. At March 31, 2001, the
Company had several forward exchange contracts for durations of up to six months
to purchase foreign currencies aggregating U. S. $8.8 million. There have been
no material changes in the Company's market risk during the six months ended
March 31, 2001. For additional information refer to Item 7A of Form 10-K for the
year ended September 30, 2000.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None.
(b) Reports on Form 8-K
The Company filed a current report on Form 8-K dated
January 10, 2001 to disclose under Item 5 thereof the
adoption of an Audit Committee charter by the Board of
Directors of the Company . A copy of that charter was
attached thereto as Exhibit 99.
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SIGNATURES
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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, thereto duly authorized.
SIFCO Industries, Inc. and Subsidiaries
(Registrant)
Date May 9, 2001 /s/ Jeffrey P. Gotschall
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Jeffrey P. Gotschall
President and
Chief Executive Officer
Date May 9, 2001 /s/ Frank A. Cappello
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Frank A. Cappello
Vice President - Finance
(Principal Accounting Officer)