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 March 29, 2003 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 by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X] 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 May 12, 2003 ------------------- --------------------------- Common Stock, Par Value $.20 Per Share 2,792,878 PART I - FINANCIAL INFORMATION Item 1. Financial Statements. - ------- --------------------- DECORATOR INDUSTRIES, INC BALANCE SHEETS ASSETS March 29, December 28, ------ 2003 2002 ----------- ----------- (UNAUDITED) CURRENT ASSETS: Cash and Cash Equivalents $ 2,125,163 $ 2,117,762 Accounts Receivable, less allowance for doubtful accounts ($214,012 and $202,933) 3,995,744 3,414,629 Inventories 3,758,607 4,388,070 Other Current Assets 297,433 419,620 ----------- ----------- TOTAL CURRENT ASSETS 10,176,947 10,340,081 ----------- ----------- Property and Equipment Land, Buildings & Improvements 5,045,858 5,043,458 Machinery, Equipment, Furniture & Fixtures 5,610,900 5,585,401 ----------- ----------- Total Property and Equipment 10,656,758 10,628,859 Less: Accumulated Depreciation and Amortization 4,800,138 4,640,040 ----------- ----------- Net Property and Equipment 5,856,620 5,988,819 ----------- ----------- Goodwill, less accumulated Amortization of $1,348,569 2,731,717 2,731,717 Other Assets 547,533 419,517 ----------- ----------- TOTAL ASSETS $19,312,817 $19,480,134 =========== =========== LIABILITIES & STOCKHOLDERS' EQUITY ---------------------------------- CURRENT LIABILITIES: Accounts Payable $ 2,167,532 $ 2,059,871 Current Maturities of Long-term Debt 127,123 126,750 Accrued Expenses: Income taxes 43,910 -- Compensation 631,879 856,786 Other 890,715 1,105,646 ----------- ----------- TOTAL CURRENT LIABILITIES 3,861,159 4,149,053 ----------- ----------- Long-Term Debt 1,446,187 1,477,973 Deferred Income Taxes 507,000 505,000 ----------- ----------- TOTAL LIABILITIES 5,814,346 6,132,026 ----------- ----------- Stockholders' Equity Common Stock $.20 par value: Authorized shares, 10,000,000; Issued shares, 4,485,635 897,127 897,127 Paid-in Capital 1,425,983 1,425,826 Retained Earnings 19,490,347 19,349,984 ----------- ----------- 21,813,457 21,672,937 Less: Treasury stock, at cost: 1,692,852 and 1,694,856 shares 8,314,986 8,324,829 ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 13,498,471 13,348,108 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $19,312,817 $19,480,134 =========== =========== The accompanying notes are an integral part of the financial statements. 1 DECORATOR INDUSTRIES, INC STATEMENTS OF EARNINGS (UNAUDITED) For the Thirteen Weeks Ended ---------------------------- March 29, 2003 March 30, 2002 -------------- -------------- Net Sales $ 9,779,753 100.00% $ 8,918,133 100.00% Cost of Products Sold 7,709,701 78.83% 7,013,399 78.64% ----------- ----------- Gross Profit 2,070,052 21.17% 1,904,734 21.36% Selling and Administrative Expenses 1,560,724 15.96% 1,404,517 15.75% ----------- ----------- Operating Income 509,328 5.21% 500,217 5.61% Other Income (Expense) Interest and Investment Income 9,481 0.10% 12,694 0.14% Interest Expense (3,934) -0.04% (7,770) -0.09% ----------- ----------- Earnings Before Income Taxes 514,875 5.27% 505,141 5.66% Provision for Income Taxes 207,000 2.12% 200,000 2.24% ----------- ----------- NET INCOME $ 307,875 3.15% $ 305,141 3.42% =========== =========== EARNINGS PER SHARE BASIC $ 0.11 $ 0.11 =========== =========== DILUTED $ $ 0.11 $ 0.11 =========== =========== Weighted Average Number of Shares Outstanding Basic 2,791,226 2,812,826 Diluted 2,807,647 2,820,594 The accompanying notes are an integral part of the financial statements. 2 DECORATOR INDUSTRIES, INC STATEMENTS OF CASH FLOWS (UNAUDITED) For the Thirteen Weeks Ended ---------------------------- March 29, 2003 March 30, 2002 -------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 307,875 $ 305,141 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities Depreciation and Amortization 176,311 159,165 Provision for Losses on Accounts Receivable 10,000 12,500 Deferred Taxes (4,000) 22,000 Loss on Disposal of Assets 9,119 -- Increase (Decrease) from Changes in: Accounts Receivable (591,116) (19,404) Inventories 629,463 176,770 Prepaid Expenses (13,811) (29,383) Other Assets (128,016) (31,060) Accounts Payable 107,661 303,279 Accrued Expenses (337,715) (136,319) ----------- ----------- NET CASH PROVIDED BY OPERATING ACTIVITIES 165,771 762,689 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital Expenditures (53,231) (32,532) ----------- ----------- NET CASH USED IN INVESTING ACTIVITIES (53,231) (32,532) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Long-term Debt Payments (31,413) (26,165) Dividend Payments (83,726) (84,355) Issuance of Stock for Directors Trust 10,000 10,000 Purchase of Common Stock for Treasury -- (58,524) ----------- ----------- NET CASH USED IN FINANCING ACTIVITIES (105,139) (159,044) Net Increase in Cash and Cash Equivalents 7,401 571,113 Cash and Cash Equivalents at Beginning of Year 2,117,762 2,319,568 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 2,125,163 $ 2,890,681 =========== =========== Supplemental Disclosures of Cash Flow Information: Cash Paid for: Interest $ 6,289 $ 7,873 Income Taxes $ 25,091 $ 68,721 Supplemental schedule of noncash activities: During the First Quarter of 2003, the Company declared cash dividends of $83,726, paid on March 14, 2003; and $83,786, which will be paid on June 13, 2003. The dividend payable on June 13, 2003 is included in Accrued Expenses: Other in the accompanying Balance Sheet as of March 29, 2003. The accompanying notes are an integral part of the financial statements. 3 DECORATOR INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS THIRTEEN WEEKS ENDED MARCH 29, 2003 AND MARCH 30, 2002 (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 March 29, 2003, the changes therein for the thirteen week period then ended and the results of operations for the thirteen week periods ended March 29, 2003 and March 30, 2002. 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 accounting principles generally accepted in the United States of America. For additional information, reference is made to the Company's annual report on Form 10-K for the year ended December 28, 2002. The results of operations for the thirteen week periods ended March 29, 2003 and March 30, 2002 are not necessarily indicative of operating results for the full year. NOTE 3. INVENTORIES ----------- Inventories at March 29, 2003 and December 28, 2002 consisted of the following: March 29, 2003 December 28, 2002 -------------- ----------------- Raw Material and supplies $3,281,188 $3,944,768 In Process and Finished Goods 477,419 443,302 ---------- ---------- Total Inventory $3,758,607 $4,388,070 ========== ========== 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. For the Thirteen Weeks Ended March 29, 2003 March 30, 2002 -------------- -------------- Numerator: Net income $ 307,875 $ 305,141 ========== ========== Denominator: Weighted-average number of common shares outstanding 2,791,226 2,812,826 Dilutive effect of stock options on net income 16,421 7,768 ---------- ---------- 2,807,647 2,820,594 ========== ========== Diluted earnings per share: $ 0.11 $ 0.11 ========== ========== 4 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, including results of operations, 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 First Quarter 2003. March 29, 2003 December 28, 2002 -------------- ----------------- Current Ratio 2.64 2.49 Quick Ratio 1.66 1.43 LT Debt to Total Capital 9.68% 9.97% Working Capital $6,315,788 $6,191,028 Days sales outstanding in accounts receivable were 36.3 days at March 29, 2003 compared to 32.3 days at December 28, 2002, and net accounts receivable increased by 17.0%. Inventories decreased by 14.3% during the quarter. Management does not foresee any events which will adversely affect its liquidity during 2003. 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. 5 Item 2. Management's Discussion and Analysis of Financial Condition and - ------- --------------------------------------------------------------- Results of Operations. (continued) ---------------------------------- RESULTS OF OPERATIONS - --------------------- The following tables show the percentage relationship to net sales of certain items in the Company's Statements of Earnings: First First Quarter Quarter 2003 2002 ---- ---- Earnings Ratios --------------- Net sales 100.0% 100.0% Cost of products sold 78.8 78.6 Selling and administrative 16.0 15.8 Interest and investment income (0.1) (0.1) Interest expense 0.0 0.1 Income taxes 2.1 2.2 Net earnings 3.2 3.4 THIRTEEN WEEK PERIOD ENDED MARCH 29, 2003, (FIRST QUARTER 2003) COMPARED TO THIRTEEN WEEK PERIOD ENDED MARCH 30, 2002, (FIRST QUARTER 2002) - --------------------------------------------------------------- Net sales for the First Quarter 2003 were $9,779,753, compared to $8,918,133 for the same period in the previous year, a 9.7% increase. The Company experienced increased sales in the recreational vehicle and hospitality markets, while sales decreased in the manufactured housing market. Cost of products sold increased to 78.8% in the First Quarter 2003 compared to 78.6% a year ago. A somewhat negative impact from product mix was mostly offset by fixed expenses being spread over higher volumes. Selling and administrative expenses were $1,560,724 in the First Quarter 2003 versus $1,404,517 in the First Quarter 2002. This increase resulted from higher accruals for performance bonuses, higher commissions from increased hospitality sales, and charges related to the ongoing implementation of an Enterprise-Resource-Planning system. Interest expense decreased to $3,934 in the First Quarter 2003 from $7,770 in the First Quarter 2002 because of reduced borrowings and lower interest rates. Net income increased to $307,875 in the First Quarter of 2003 compared to $305,141 in the First Quarter of 2002. This increase is largely the result of increased sales, partially offset by increased administrative expenses. 6 Item 4. Controls and Procedures. - ------- ------------------------ (a) The Company's Chief Executive Officer (CEO) and Chief Financial Officer (CFO) have reviewed the effectiveness of the Company's disclosure controls and procedures as defined in Exchange Act Rules 13a-14(c) and 15d-14(c) within 90 days of the date of this report. These officers have concluded that the Company's disclosure controls and procedures were adequate and effective to ensure that material information relating to the financial statements has been disclosed. (b) There were no significant changes in the Company's internal controls or in other factors that could significantly affect the Company's internal controls and procedures subsequent to the review date, nor any significant deficiencies or material weaknesses in such internal controls and procedures requiring corrective actions. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. - ------- --------------------------------- (a) Exhibits: 99.1 - Certification of President 99.2 - Certification of Treasurer 99.3 - Certificate required by 18 U.S.C.ss.1350. (b) No reports on Form 8-K were filed by the Company during the quarterly period ended March 29, 2003. 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: May 12, 2003 By: /s/ William A. Bassett ------------------------- William A. Bassett, President Date: May 12, 2003 By: /s/ Michael K. Solomon ------------------------- Michael K. Solomon, Treasurer 7