UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-7753 DECORATOR INDUSTRIES, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 25-1001433 - -------------------------------------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 10011 Pines Blvd., Suite #201, Pembroke Pines, Florida 33024 - ------------------------------------------------------ --------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (954) 436-8909 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Title of each class Outstanding at August 3, 2001 ------------------- ----------------------------- Common Stock, Par Value $.20 Per Share 2,835,001 PART I - FINANCIAL INFORMATION Item 1. Financial Statements. - ------- --------------------- DECORATOR INDUSTRIES, INC. BALANCE SHEET June 30, 2001 December 30, 2000 ------------- ----------------- ASSETS (UNAUDITED) ------ Current Assets: Cash and Cash Equivalents $ 1,865,848 $ 307,819 Accounts Receivable, less allowance for doubtful accounts ($212,810 and $144,395) 3,688,191 3,494,676 Inventories 4,076,059 5,203,240 Other Current Assets 636,218 947,134 ----------- ----------- Total Current Assets 10,266,316 9,952,869 ----------- ----------- Property and Equipment: Land, Buildings & Improvements 4,140,443 4,144,229 Machinery, Equipment, Furniture and Fixtures 5,485,620 5,326,181 ----------- ----------- Total Property and Equipment 9,626,063 9,470,410 Less: Accumulated Depreciation and Amortization 3,870,435 3,659,764 ----------- ----------- Net Property and Equipment 5,755,628 5,810,646 ----------- ----------- Goodwill, less accumulated amortization of $1,296,275 and $1,243,980 2,784,011 2,836,306 Other Assets 280,105 255,566 ----------- ----------- Total Assets $19,086,060 $18,855,387 =========== =========== LIABILITIES & STOCKHOLDERS' EQUITY ---------------------------------- Current Liabilities: Accounts Payable $ 2,909,036 $ 2,393,004 Current Maturities of Long-term Debt 105,500 104,640 Accrued Expenses: Compensation 618,562 789,681 Other 1,329,773 1,510,897 ----------- ----------- Total Current Liabilities 4,962,871 4,798,222 ----------- ----------- Long-Term Debt 1,656,965 1,709,686 Deferred Income Taxes 382,000 368,000 ----------- ----------- Total Liabilities 7,001,836 6,875,908 ----------- ----------- Stockholders' Equity Common stock $.20 par value: Authorized shares, 10,000,000; Issued shares, 4,484,162 and 4,444,997 896,832 888,999 Paid-in Capital 1,439,660 1,441,655 Retained Earnings 17,845,641 17,777,461 ----------- ----------- 20,182,133 20,108,115 Less: Treasury stock, at cost: 1,648,361 and 1,653,437 shares 8,097,909 8,128,636 ----------- ----------- Total Stockholders' Equity 12,084,224 11,979,479 ----------- ----------- Total Liabilities and Stockholders' Equity $19,086,060 $18,855,387 =========== =========== The accompanying notes are an integral part of the financial statements. 2 DECORATOR INDUSTRIES, INC. STATEMENT OF EARNINGS (UNAUDITED) FOR THIRTEEN WEEKS ENDED: --------------------------------------------------- June 30, 2001 July 1, 2000 ------------- ------------ Net sales $ 9,475,661 100.00% $ 12,163,649 100.00% Cost of products sold 7,380,201 77.89% 9,439,896 77.61% ------------ ------------ Gross profit 2,095,460 22.11% 2,723,753 22.39% Selling and Administrative expenses 1,592,061 16.80% 1,918,732 15.77% ------------ ------------ Operating income 503,399 5.31% 805,021 6.62% Interest and investment income 16,186 (0.17%) 24,623 (0.20%) Interest expense (17,811) 0.19% (26,302) 0.22% ------------ ------------ Earnings before 501,774 5.29% 803,342 6.60% income taxes Provision for income taxes 196,000 2.07% 303,000 2.49% ------------ ------------ Continuing operations 305,774 3.22% $ 500,342 4.11% Discontinued operations: - ------------------------ Loss from operations, net of income tax benefit $11,000 and $33,000 (19,137) (.16%) Loss on disposal, net of income tax benefit of $259,000 (422,481) (3.47%) ------------ Net Income $ 305,774 3.22% $ 58,724 0.48% ============ ============ Earnings per share: Continuing Operations $ 0.10 $ 0.16 ============ ============ Discontinued Operations -- $ (0.14) ============ ============ Basic $ 0.10 $ 0.02 ============ ============ Diluted $ 0.10 $ 0.02 ============ ============ Weighted-average number of shares outstanding: Basic 2,809,155 3,165,186 Diluted 2,809,155 3,199,699 [RESTUBBED] FOR TWENTY-SIX WEEKS ENDED: ----------------------------------------------------- June 30, 2001 July 1, 2000 ------------- ------------ Net sales $ 17,528,616 100.00% $ 24,606,663 100.00% Cost of products sold 13,967,586 79.68% 19,207,954 78.06% ------------ ------------ Gross profit 3,561,030 20.32% 5,398,709 21.94% Selling and Administrative expenses 3,131,800 17.87% 3,606,437 14.66% ------------ ------------ Operating income 429,230 2.45% 1,792,272 7.28% Interest and investment income 20,103 (0.11%) 43,260 (0.18%) Interest expense (41,294) 0.23% (46,482) 0.19% ------------ ------------ Earnings before 408,039 2.33% 1,789,050 7.27% income taxes Provision for income taxes 171,000 0.98% 673,000 2.73% ------------ ------------ Continuing operations 237,039 1.35% $ 1,116,050 4.54% Discontinued operations: - ------------------------ Loss from operations, net of income tax benefit $11,000 and $33,000 (53,900) (.22%) Loss on disposal, net of income tax benefit of $259,000 (422,481) (1.72%) ------------ ------------ Net Income $ 237,039 1.35% $ 639,669 2.60% ============ ============ Earnings per share: Continuing Operations $ 0.08 $ 0.35 ============ ============ Discontinued Operations -- $ (0.15) ============ ============ Basic $ 0.08 $ 0.20 ============ ============ Diluted $ 0.08 $ 0.20 ============ ============ Weighted-average number of shares outstanding: Basic 2,801,561 3,172,610 Diluted 2,817,351 3,211,131 The accompanying notes are an integral part of the financial statements. 3 DECORATOR INDUSTRIES, INC. STATEMENT OF CASH FLOWS (UNAUDITED) FOR TWENTY-SIX WEEKS ENDED: June 30, 2001 July 1, 2000 ------------- ------------ Cash Flows From Operating Activities: Net income $ 237,039 $ 639,669 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 378,308 374,327 Write-off of goodwill -- 565,481 Provision for losses on accounts receivable 74,000 63,433 Deferred taxes 74,000 (10,000) (Gain) loss on disposal of assets 25,328 (114) (Increase) decrease in accounts receivable (261,930) (1,458,872) (Increase) decrease in inventories 1,127,181 (1,113,062) (Increase) decrease in prepaid expenses 250,916 (256,556) (Increase) decrease in other assets (24,539) 96,566 Increase (decrease) in accounts payable 516,032 1,586,514 Increase (decrease) in accrued expenses (352,243) 69,228 ----------- ----------- Net Cash Provided by Operating Activities 2,044,092 556,614 ----------- ----------- Cash Flows From Investing Activities: Capital expenditures (312,092) (360,483) Proceeds from property dispositions 7,625 675 Short-term investments -- 1,455,796 Net cash paid for acquisitions -- (9,498) ----------- ----------- Net Cash Provided by (Used in) Investing Activities (304,467) 1,086,490 ----------- ----------- Cash Flows From Financing Activities: Long-term debt payments (51,860) (55,185) Dividend payments (168,858) (444,809) Proceeds from exercise of stock options 22,324 21,460 Purchase of common stock for treasury (8,319) (384,770) Issuance of stock for director's compensation 25,117 20,000 ----------- ----------- Net Cash Used in Financing Activities (181,596) (843,304) ----------- ----------- Net increase (decrease) in cash and cash equivalents 1,558,029 799,800 Cash and cash equivalents at beginning of year 307,819 484,328 ----------- ----------- Cash and Cash Equivalents at End of Period $ 1,865,848 $ 1,284,128 =========== =========== Supplemental disclosures of cash flow information: Cash paid for: Interest $ 39,654 $ 40,092 Income taxes $ 35,942 $ 569,545 Cash flows from acquisitions: Purchase price -- $ 9,498 The accompanying notes are an integral part of the financial statements. 4 DECORATOR INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS TWENTY-SIX WEEKS ENDED JUNE 30, 2001 AND JULY 1, 2000 (UNAUDITED) NOTE 1. In the opinion of management, the accompanying unaudited financial statements contain all adjustments necessary to present fairly the Company's financial position as of June 30, 2001, the changes therein for the twenty-six week period then ended and the results of operations for the twenty-six week periods ended June 30, 2001 and July 1, 2000. NOTE 2. The financial statements included in the Form 10-Q are presented in accordance with the requirements of the form and do not include all of the disclosures required by generally accepted accounting principles. For additional information, reference is made to the Company's annual report on Form 10-K for the year ended December 30, 2000. The results of operations for the twenty-six week periods ended June 30, 2001 and July 1, 2000 are not necessarily indicative of operating results for the full year. Certain numbers from prior periods have been reclassified for comparative purposes. NOTE 3. INVENTORIES ----------- Inventories at June 30, 2001 and December 30, 2000 consisted of the following: June 30, 2001 December 30, 2000 ------------- ----------------- Raw Material and Supplies $3,750,178 $4,876,287 In Process and Finished Goods 325,881 326,953 ---------- ---------- Total Inventory $4,076,059 $5,203,240 ========== ========== NOTE 4. EARNINGS PER SHARE ------------------ Basic earnings per share is computed by dividing net income by weighted-average number of shares outstanding. Diluted earnings per share includes the dilutive effect of stock options. In accordance with SFAS No. 128, the following is a reconciliation of the numerators and denominators of the basic and diluted EPS computations. Thirteen weeks ended: Twenty-six weeks ended: --------------------- ----------------------- June 30, 2001 July 1, 2000 June 30, 2001 July 1, 2000 ------------- ------------ ------------- ------------ Numerator: Net income $ 305,774 $ 58,724 $ 237,039 $ 639,669 ========== ========== ========== ========== Denominator: Weighted-average number of common shares outstanding 2,809,155 3,165,186 2,801,561 3,172,610 Dilutive effect of stock options on net income -- 34,513 15,790 38,521 ---------- ---------- ---------- ---------- 2,809,155 3,199,699 2,817,351 3,211,131 ========== ========== ========== ========== Diluted earnings per share: $ 0.10 $ 0.02 $ 0.08 $ 0.20 ========== ========== ========== ========== 5 DECORATOR INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) TWENTY-SIX WEEKS ENDED JUNE 30, 2001 AND JULY 1, 2000 (UNAUDITED) NOTE 5. DISCONTINUED OPERATIONS ----------------------- During the second quarter of 2000, the Company adopted a plan to dispose of its contract sewing operations for the hospitality industry through liquidation. At July 1, 2000, the net assets of this operation consisted primarily of goodwill ($565,481), inventories, machinery and equipment, and trade receivables. This decision resulted in an after-tax loss of $422,000 for disposal of this operation. Included in the loss on disposal was a pre-tax provision of $60,000 for estimated operating losses during the phase-out period. In the fourth quarter of 2000, the Company decided to discontinue the manufacturing of furniture for sale to the recreational vehicle and hospitality industries. At December 30, 2000, the assets of this operation consisted primarily of inventories, equipment and trade receivables. This decision resulted in an after-tax loss of $329,000 for disposal of this operation. Included in the loss on disposal is a pre-tax provision of $160,000 for estimated operating losses during the phase-out period. As of this date, management feels the reserves set up for discontinued operations are adequate. 6 Item 2. Management's Discussion and Analysis of Financial Condition - ------- ------------------------------------------------------------ and Results of Operations. -------------------------- Cautionary Statement: This Quarterly Report on Form 10-Q may contain statements relating to future events that are considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent the Company's expectations or belief as to future events and, by their very nature, are subject to risks and uncertainties which may result in actual events differing materially from those anticipated. In particular, future operating results and future liquidity will be affected by the level of demand for recreational vehicles, manufactured housing and hotel/motel accommodations and may be affected by changes in economic conditions, interest rate fluctuations, competitive products and pricing pressures within the Company's markets, the Company's ability to contain its manufacturing costs and expenses, and other factors. Forward-looking statements by the Company speak only as of the date made, and the Company undertakes no obligation to update or revise such statements to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events. FINANCIAL CONDITION - ------------------- The Company's financial condition, as measured by the following ratios, continues to be strong at the end of the Second Quarter 2001. June 30, 2001 December 30, 2000 ------------- ----------------- Current Ratio 2:07 2:07 Quick Ratio 1:25 0:99 LT Debt to Total Capital 12.06% 12.49% Working Capital $5,303,445 $5,154,647 Days sales outstanding in accounts receivable were 34.6 days at June 30, 2001 compared to 35.8 days at July 1, 2000, and accounts receivable increased by more than 5% while inventories decreased by 21.7% during the quarter. Management does not foresee any events which will adversely affect its liquidity during 2001. At the quarter end, the Company had no borrowings against its $5,000,000 revolving line of credit. With the available borrowing capacity and the Company's cash balances, the financial condition is more than adequate to finance internal growth and the acquisitions of businesses. RESULTS OF OPERATIONS - --------------------- The following tables show the percentage relationship to net sales of certain items in the Company's Statement of Earnings: Second Second Quarter Quarter YTD YTD Earnings Ratios 2001 2000 2001 2000 --------------- ---- ---- ---- ---- Net sales 100.0% 100.0% 100.0% 100.0% Cost of products sold 77.89 77.61 79.68 78.06 Selling and administrative 16.80 15.77 17.87 14.66 Interest and investment income (0.17) (0.20) (0.11) (0.18) Interest expense 0.19 0.22 0.23 0.19 Income taxes 2.07 2.49 0.98 2.73 Discontinued operations -- (3.63) -- (1.94) Net income 3.22 0.48 1.35 2.60 7 Item 2. Management's Discussion and Analysis of Financial Condition - ------- ------------------------------------------------------------ and Results of Operations. (Continued) -------------------------- Thirteen Week Period Ended June 30, 2001 (Second Quarter 2001) compared to Thirteen Week Period Ended July 1, 2000 (Second Quarter 2000) - -------------------------------------------------------------- Net sales for the Second Quarter 2001 were $9,475,661, compared to $12,163,649 for the same period in the previous year, a 22.1% decrease. The Company experienced sales declines in each of the markets it serves. Cost of products sold increased slightly to 77.9% in the Second Quarter 2001 compared to 77.6% a year ago. Selling and administrative expenses were $1,592,061 in the Second Quarter 2001 versus $1,918,732 in the Second Quarter 2000. This decrease is attributable to lowered performance based compensation and commission costs. Interest and investment income was $8,437 less in the Second Quarter 2001 than the amount earned in the Second Quarter 2000 because of lower investable balances. Income from continuing operations decreased to $305,774 in the Second Quarter of 2001 compared to $500,342 in the Second Quarter of 2000. This decrease can be attributed to the reduction in net sales. Net income increased to $305,774 in the Second Quarter of 2001 compared to $58,724 of net income in the Second Quarter of 2000. As discussed in Note 5 of the financial statements, net income was reduced by $441,618 (net of tax) in the Second Quarter 2000 due to the discontinued operations. Twenty-six Week Period Ended June 30, 2001 (First Six Months of 2001) compared to Twenty-six Week Period Ended July 1, 2000 (First Six Months of 2000) - ------------------------------------------------------------------------ Net sales for the First Six Months 2001 were $17,528,616, down from $24,606,663 in the prior year, a 28.8% decrease. The Company experienced sales declines in each of the markets it serves. The manufactured housing industry is reporting a 36% decrease in sales over last year. At the same time, the recreational vehicle industry is reporting a 21% decline in factory shipment from a year earlier. Cost of products sold increased to 79.7% in the First six months of 2001 compared to 78.1% a year ago. The increase is largely the result of allocating the fixed expenses for manufactured housing over a smaller sales volume. Selling and administrative expenses were $3,131,800 in the First Six Months of 2001 versus $3,606,437 in the First Six Months of 2000. This decrease is attributable to lowered performance based compensation and commission costs. Income from continuing operations decreased to $237,039 in the First Six Months of 2001 compared to $1,116,050 in the First Six Months of 2000. This decrease can largely be attributed to the reduction in net sales. Net income for the six months decreased to $237,039 or 8 cents per share (diluted) compared to $639,669 or 20 cents per share (diluted) in the same period of 2000. As discussed in Note 5 of the financial statements, net income was reduced by $476,381 (net of tax) in the First Six Months of 2000 due to the discontinued operations. 8 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: --------- None. (b) No reports on Form 8-K were filed by the Company during the quarterly period ended June 30, 2001. 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. DECORATOR INDUSTRIES, INC. (Registrant) Date: August 10, 2001 By: /s/ William A. Bassett --------------- -------------------------------- William A. Bassett, President Date: August 10, 2001 By: /s/ Michael K. Solomon --------------- -------------------------------- Michael K. Solomon, Treasurer 10