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 September 29, 2007 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 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. 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] 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 November 13, 2007 ------------------- -------------------------------- Common Stock, Par Value $.20 Per Share 3,009,707 shares PART I - FINANCIAL INFORMATION Item 1. Financial Statements. DECORATOR INDUSTRIES, INC. BALANCE SHEETS ASSETS SEPTEMBER 29, DECEMBER 30, 2007 2006 ------------- ------------ (UNAUDITED) CURRENT ASSETS: Cash and Cash Equivalents $ 31,214 $ 11,379 Accounts Receivable, less allowance for doubtful accounts ($278,809 and $201,355) 3,911,240 3,725,167 Inventories 6,048,250 5,651,252 Income Taxes Receivable 112,594 633,130 Other Current Assets 510,399 351,015 ----------- ----------- TOTAL CURRENT ASSETS 10,613,697 10,371,943 ----------- ----------- Property and Equipment Land, Buildings & Improvements 9,193,421 9,191,174 Machinery, Equipment, Furniture & Fixtures 7,860,765 7,630,186 ----------- ----------- Total Property and Equipment 17,054,186 16,821,360 Less: Accumulated Depreciation and Amortization 7,698,577 7,118,193 ----------- ----------- Net Property and Equipment 9,355,609 9,703,167 ----------- ----------- Goodwill, less accumulated Amortization of $1,348,569 3,204,765 2,731,717 Identifiable intangible asset, less accumulated Amortization of $2,393,713 and $1,907,713 1,501,278 1,987,278 Other Assets 428,386 204,466 ----------- ----------- TOTAL ASSETS $25,103,735 $24,998,571 =========== =========== LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts Payable $ 2,791,718 $ 1,900,471 Current Maturities of Long-term Debt 605,111 206,815 Checks Issued But Not Yet Presented 499,187 588,245 Accrued Expenses: Compensation 479,936 804,929 Other 1,576,354 1,489,125 ----------- ----------- TOTAL CURRENT LIABILITIES 5,952,306 4,989,585 ----------- ----------- Long-Term Debt 1,200,500 1,741,444 Deferred Income Taxes 854,000 839,000 ----------- ----------- TOTAL LIABILITIES 8,006,806 7,570,029 ----------- ----------- Stockholders' Equity Common Stock $.20 par value: Authorized shares, 10,000,000; Issued shares, 4,628,053 925,611 925,611 Paid-in Capital 1,834,837 1,797,810 Retained Earnings 22,285,515 22,698,567 ----------- ----------- 25,045,963 25,421,988 Less: Treasury stock, at cost: 1,618,346 and 1,627,388 shares 7,949,034 7,993,446 ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 17,096,929 17,428,542 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $25,103,735 $24,998,571 =========== =========== The accompanying notes are an integral part of the financial statements. 1 DECORATOR INDUSTRIES, INC STATEMENTS OF EARNINGS (UNAUDITED) FOR THE THIRTEEN WEEKS ENDED FOR THE THIRTY-NINE WEEKS ENDED --------------------------------------- ---------------------------------------- SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 ------------------ ------------------ ------------------ ------------------ Net Sales $11,240,119 100.0% $12,469,174 100.0% $36,158,771 100.0% $41,610,158 100.0% Cost of Products Sold 9,242,306 82.2% 10,715,218 85.9% 29,980,616 82.9% 34,165,199 82.1% ----------- ----------- ----------- ----------- Gross Profit 1,997,813 17.8% 1,753,956 14.1% 6,178,155 17.1% 7,444,959 17.9% Selling and Administrative Expenses 2,176,488 19.4% 2,069,259 16.6% 6,398,066 17.7% 6,409,928 15.4% ----------- ----------- ----------- ----------- Operating (Loss)/Income (178,675) -1.6% (315,303) -2.5% (219,911) -0.6% 1,035,031 2.5% Other Income (Expense) Interest, Investment and Other Income 24,336 0.2% 32,866 0.2% 79,827 0.2% 90,993 0.2% Interest Expense (26,053) -0.2% (24,444) -0.2% (68,637) -0.2% (62,253) -0.2% ----------- ----------- ----------- ----------- (Loss)/Earnings Before Income Taxes (180,392) -1.6% (306,881) -2.5% (208,721) -0.6% 1,063,771 2.5% Provision for Income Taxes (66,000) -0.6% (120,000) -1.0% (66,000) -0.2% 390,000 0.9% ----------- ----------- ----------- ----------- NET (LOSS)/INCOME $ (114,392) -1.0% $ (186,881) -1.5% $ (142,721) -0.4% $ 673,771 1.6% =========== =========== =========== =========== EARNINGS PER SHARE BASIC $ (0.04) $ (0.06) $ (0.05) $ 0.23 =========== =========== =========== =========== DILUTED $ (0.04) $ (0.06) $ (0.05) $ 0.22 =========== =========== =========== =========== Weighted Average Number of Shares Outstanding Basic 3,007,223 2,996,241 3,004,220 2,977,424 Diluted 3,007,223 2,996,241 3,004,220 3,030,863 The accompanying notes are an integral part of the financial statements. 2 DECORATOR INDUSTRIES, INC STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE THIRTY-NINE WEEKS ENDED ------------------------------- SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 ------------------ ------------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net (Loss)/Income $ (142,721) $ 673,771 Adjustments to Reconcile Net (Loss)/Income to Net Cash Provided by Operating Activities Depreciation and Amortization 1,102,780 1,076,306 Provision for Losses on Accounts Receivable 79,087 91,658 Deferred Taxes 10,000 165,000 Stock-Based Compensation 20,689 37,893 (Gain)/Loss on Disposal of Assets (13,544) 339 Increase/(Decrease) from Changes in: Accounts Receivable (265,160) 134,403 Inventories (177,385) (926,591) Prepaid Expenses 366,152 (586,914) Other Assets (223,920) 124,829 Accounts Payable 891,247 262,114 Accrued Expenses (238,067) 431,742 ----------- ----------- NET CASH PROVIDED BY OPERATING ACTIVITIES 1,409,158 1,484,550 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Net cash paid for acquisitions (717,661) -- Capital Expenditures (250,472) (2,331,569) Proceeds from Property Dispositions 20,097 3,200 ----------- ----------- NET CASH USED IN INVESTING ACTIVITIES (948,036) (2,328,369) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Long-term Debt Payments (158,648) (153,104) Dividend Payments (270,331) (268,270) Change in Checks Issued but Not Yet Presented (89,058) 307,553 Proceeds from Exercise of Stock Options -- 164,453 Net Borrowings under Line-of-Credit Agreement 16,000 334,000 Issuance of Stock for Directors Trust 60,750 60,750 ----------- ----------- NET CASH (USED IN)/PROVIDED BY FINANCING ACTIVITIES (441,287) 445,382 Net Increase/(Decrease) in Cash and Cash Equivalents 19,835 (398,437) Cash and Cash Equivalents at Beginning of Year 11,379 490,377 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 31,214 $ 91,940 =========== =========== Supplemental Disclosures of Cash Flow Information: Cash Paid for: Interest $ 62,640 $ 55,075 Income Taxes $ 50,061 $ 516,015 The accompanying notes are an integral part of the financial statements. 3 DECORATOR INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS THIRTY-NINE WEEKS ENDED SEPTEMBER 29, 2007 AND SEPTEMBER 30, 2006 (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 September 29, 2007, the changes therein for the thirty-nine week period then ended and the results of operations for the thirty-nine week periods ended September 29, 2007 and September 30, 2006. 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 30, 2006. The results of operations for the thirty-nine week periods ended September 29, 2007 and September 30, 2006 are not necessarily indicative of operating results for the full year. NOTE 3. INVENTORIES Inventories at September 29, 2007 and December 30, 2006 consisted of the following: SEPTEMBER 29, 2007 DECEMBER 30, 2006 ------------------ ----------------- Raw Material and Supplies $5,006,596 $4,737,878 In Process and Finished Goods 1,041,654 913,374 ---------- ---------- Total Inventory $6,048,250 $5,651,252 ========== ========== 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. No dilution is shown for periods with a net loss since the effect of the stock options on the net loss is antidilutive. 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 FOR THE THIRTY-NINE WEEKS ENDED -------------------------------------- -------------------------------------- SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 ------------------ ------------------ ------------------ ------------------ Numerator: Net income/(loss) $ (114,392) $ (186,881) $ (142,721) $ 673,771 =========== =========== =========== =========== Denominator: Weighted-average number of common shares outstanding 3,007,223 2,996,241 3,004,220 2,977,424 Dilutive effect of stock options on net income 0 0 0 53,439 ----------- ----------- ----------- ----------- 3,007,223 2,996,241 3,004,220 3,030,863 =========== =========== =========== =========== Diluted earnings per share: $ (0.04) $ (0.06) $ (0.05) $ 0.22 =========== =========== =========== =========== 4 DECORATOR INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS THIRTY-NINE WEEKS ENDED SEPTEMBER 29, 2007 AND SEPTEMBER 30, 2006 (UNAUDITED) NOTE 5. BUSINESS ACQUISITION On June 1, 2007, the Company acquired certain assets of Superior Drapery ("Superior"). The assets included inventory, accounts receivable and office furniture and equipment. The total price paid at closings was $812,527 after adjustments. Additional payments for the business may be made over the next five years depending on the sales and profitability of the business. The additional payments will be no more than $1,250,000. An additional payment of $9,394 was due for the third quarter of 2007. Superior is a supplier of window treatments and bed coverings sold mostly to motels located in the northeastern United States. 5 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 ratios changed as illustrated below. The financial condition remains strong, and the long-term debt to total capitalization ratio remained low at 6.56% SEPTEMBER 29, 2007 DECEMBER 30, 2006 ------------------ ----------------- Current Ratio 1.78:1 2.08:1 Quick Ratio 0.77:1 0.95:1 LT Debt to Total Capital 6.56% 9.08% Working Capital $4,661,391 $5,382,358 The decrease in the Company's Current Ratio, Quick Ratio, and Working Capital and the improvement in the Company's Long Term Debt to Total Capital is mostly due to the effects of a balloon payment on the Company's loan secured by its Elkhart, Indiana facility, which will become due in June 2008, as this balloon payment has been reclassified from long term liabilities to short term liabilities. At September 29, 2007, the Company had outstanding borrowings of $423,000 on its line of credit, which is included under long-term debt. The Company expects to continue to use its line of credit in 2007. In the second quarter of 2007, the Company received over $649,000 in refunds for overpayments of estimated 2006 federal and state income taxes. These refunds helped provide greater liquidity for the remainder of fiscal 2007. On June 1, 2007, the Company acquired certain assets of Superior Drapery ("Superior") for $812,527. The assets included inventory, accounts receivable and office furniture and equipment. Additional payments for the business may be made over the next five years depending on the sales and profitability of the business. An additional payment of $9,394 was due for the third quarter of 2007. 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. (continued) In January 2004, the Company began assigning certain account receivables under a "Receivables Servicing and Credit Approved Receivables Purchasing Agreement" with CIT Group/Commercial Services Inc. Only receivables from sales to the hospitality industry may be assigned to CIT. Under the agreement CIT provides credit checking, credit approval, and collection responsibilities for the assigned receivables. If CIT approves an order from a hospitality customer and the resulting receivables are not paid or disputed by the customer within ninety days of sale, CIT will pay the receivable to the Company and assume ownership of the receivable. CIT begins collection efforts for the assigned receivables (both approved and not approved) when they are due (hospitality sales are made on Net 30 terms). Hospitality customers are instructed to make payments directly to CIT and CIT then wires collected funds to the Company. The Company pays CIT six-tenths of a percent of all assigned receivables. Management believes this cost is mostly offset by reductions in Bad Debt expense and collection costs. The Company entered into this arrangement to take advantage of CIT's extensive credit checking and collection capabilities. Management believes this arrangement has improved liquidity. Days Sales Outstanding (DSO) in accounts receivable were 30.9 days at September 29, 2007 compared to 31.0 and 30.9 days at December 30, 2006 and September 30, 2006, respectively. Net accounts receivable was $3,911,240 at September 29, 2007, compared to $3,725,167 and $4,347,354 at December 30, 2006 and September 30, 2006, respectively. The increase in accounts receivable from fiscal year end is due to the Superior acquisition as well as the seasonality of the Company's sales, while the decrease in accounts receivable from a year ago is due to the reduced sales volumes in the current year, partially offset by the increased receivables from the Superior acquisition. Inventories were $6,048,250 at September 29, 2007, as compared to $5,651,252 and $6,727,144 at December 30, 2006 and September 30, 2006, respectively. The increase in inventory from fiscal year end is due to the Superior acquisition and the seasonality of the Company's sales. The decrease in inventory compared to the prior year is due to decreased sales as well as the Company's actions to decrease its inventory levels, partially offset by additional inventories from the Superior acquisition. Capital expenditures were $250,472 for the thirty-nine weeks ended September 29, 2007, compared to $2,331,569 for the same period of the prior year. The major reason for this decrease was $1,415,706 in expenditures in the prior year to purchase and expand a building previously leased by the Company's Red Bay, Alabama operation and the building of a Company owned facility in Abbotsford, Wisconsin. Capital spending for the balance of 2007 should be significantly less than for the comparable period of 2006. Management does not foresee any events which will adversely affect its liquidity during 2007. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. (continued) SALES BY MARKET The following table represents net sales to each of the three different markets that the Company serves for the thirteen and thirty-nine week periods ended September 29, 2007 and September 30, 2006: (dollars in thousands) FOR THE THIRTEEN WEEKS ENDED FOR THE THIRTY-NINE WEEKS ENDED --------------------------------------------- -------------------------------------------- SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 ------------------- ------------------ ------------------ ------------------ NET % OF NET % OF NET % OF NET % OF SALES TOTAL SALES TOTAL SALES TOTAL SALES TOTAL -------- ----- ------- ----- -------- ----- ------- ----- Recreational Vehicle $ 6,074 54% $ 7,389 59% $ 20,457 57% $24,766 60% Manufactured Housing 2,043 18% 2,260 18% 6,205 17% 7,610 18% Hospitality 3,123 28% 2,820 23% 9,497 26% 9,234 22% -------- --- ------- --- -------- --- ------- --- Total Net Sales $ 11,240 100% $12,469 100% $ 36,159 100% $41,610 100% ======== ======= ======== ======= RESULTS OF OPERATIONS THIRTEEN WEEK PERIOD ENDED SEPTEMBER 29, 2007, (THIRD QUARTER 2007) COMPARED TO THIRTEEN WEEK PERIOD ENDED SEPTEMBER 30, 2006, (THIRD QUARTER 2006) The following table shows a comparison of the results of operations between Third Quarter 2007 and Third Quarter 2006: THIRD QUARTER % THIRD QUARTER % $ INCREASE 2007 OF SALES 2006 OF SALES (DECREASE) % CHANGE ------------- -------- ------------- -------- ------------ -------- Net Sales $ 11,240,119 100% $ 12,469,174 100% $ (1,229,055) -9.9% Cost of Products Sold 9,242,306 82.2% 10,715,218 85.9% (1,472,912) -13.7% ------------ ---- ------------ ---- ------------ ----- Gross Profit 1,997,813 17.8% 1,753,956 14.1% 243,857 13.9% Selling and Administrative Expenses 2,176,488 19.4% 2,069,259 16.6% 107,229 5.2% ------------ ---- ------------ ---- ------------ ----- Operating Loss (178,675) -1.6% (315,303) -2.5% 136,628 -43.3% Other Income/(Expense) Interest, Investment and Other Income 24,336 0.2% 32,866 0.2% (8,530) -26.0% Interest Expense (26,053) -0.2% (24,444) -0.2% (1,609) 6.6% ------------ ---- ------------ ---- ------------ ----- Loss Before Income Taxes (180,392) -1.6% (306,881) -2.5% 126,489 -41.2% Provision for Income Taxes (66,000) -0.6% (120,000) -1.0% 54,000 -45.0% ------------ ---- ------------ ---- ------------ ----- NET LOSS $ (114,392) -1.0% $ (186,881) -1.5% $ 72,489 -38.8% ============ ==== ============ ==== ============ ===== 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. (continued) Net sales for the Third Quarter 2007 were $11,240,119, compared to $12,469,174 for the same period in the previous year, a 9.9% decrease. Sales to the Company's recreational vehicle customers decreased 17.8% in Third Quarter 2007 when compared to the same period of the prior year. The recreational vehicle industry reported a 6.6% decrease in shipments during the Third Quarter 2007 compared to the same period of the prior year. Sales to the Company's manufactured housing customers decreased 9.6% in Third Quarter 2007 when compared to the same period of the prior year. The manufactured housing industry decreased shipments by 10.0% over the same period. The sales decrease in the Third Quarter 2007 can be partially attributed to the slowdown in the recreational vehicle and manufactured housing markets as well as lower performances by the Company's customers. Sales to the Company's hospitality customers increased 10.7% in the Third Quarter 2007 when compared to the same period of the prior year, largely due to the acquisition of Superior Drapery. Cost of products sold decreased to 82.2% of net sales in the Third Quarter 2007 compared to 85.9% of net sales a year ago. The major reason for the decrease in this percentage was a lower material cost, including a lower obsolescence charge in Third Quarter 2007 compared to Third Quarter 2006. Selling and administrative expenses were $2,176,488 in the Third Quarter 2007 versus $2,069,259 in the Third Quarter 2006. The major reasons for this increase were attributable to the Superior Drapery business acquired in June 2007 and sales commission expenses to the hospitality market. The Company also incurred expense of $32,415 in the Third Quarter 2007 to comply with Sarbanes Oxley Section 404. The percentage of selling and administrative expenses to net sales increased from 16.6% to 19.4% due to the increase in expenses as well as fixed expenses being spread over a lower sales volume. Interest expense increased to $26,053 in the Third Quarter 2007 from $24,444 in the Third Quarter 2006, due to higher outstanding borrowings on the Company's revolving line of credit. Net loss was $114,392 in the Third Quarter 2007 compared to a net loss of $186,881 in the Third Quarter 2006. This improvement is primarily the result of the charge for inventory obsolescence in the prior year, partially offset by the effect of reduced sales in the current year. Diluted earnings per share improved from $0.06 loss per share during Third Quarter 2006 to $0.04 loss per share during the Third Quarter 2007. 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. (continued) THIRTY-NINE WEEK PERIOD ENDED SEPTEMBER 29, 2007, (FIRST NINE MONTHS 2007) COMPARED TO THIRTY-NINE WEEK PERIOD ENDED SEPTEMBER 30, 2006, (FIRST NINE MONTHS 2006) The following table shows a comparison of the results of operations between First Nine Months 2007 and First Nine Months 2006: FIRST FIRST NINE MONTHS % NINE MONTHS % $ INCREASE 2007 OF SALES 2006 OF SALES (DECREASE) % CHANGE ------------ -------- ------------ -------- ----------- -------- Net Sales $ 36,158,771 100% $ 41,610,158 100% $(5,451,387) -13.1% Cost of Products Sold 29,980,616 82.9% 34,165,199 82.1% (4,184,583) -12.2% ------------ ---- ------------ ---- ----------- Gross Profit 6,178,155 17.1% 7,444,959 17.9% (1,266,804) -17.0% Selling and Administrative Expenses 6,398,066 17.7% 6,409,928 15.4% (11,862) -0.2% ------------ ---- ------------ ---- ----------- Operating (Loss)/Income (219,911) -0.6% 1,035,031 2.5% (1,254,942) -121.2% Other Income (Expense) Interest, Investment and Other Income 79,827 0.2% 90,993 0.2% (11,166) -12.3% Interest Expense (68,637) -0.2% (62,253) -0.2% (6,384) 10.3% ------------ ---- ------------ ---- ----------- (Loss)/Earnings Before Income Taxes (208,721) -0.6% 1,063,771 2.5% (1,272,492) -119.6% Provision for Income Taxes (66,000) -0.2% 390,000 0.9% (456,000) -116.9% ------------ ---- ------------ ---- ----------- NET (LOSS)/INCOME $ (142,721) -0.4% $ 673,771 1.6% $ (816,492) -121.2% ============ ==== ============ ==== =========== Net sales for the First Nine Months 2007 were $36,158,771, compared to $41,610,158 for the same period in the previous year, a 13.1% decrease. Sales to the Company's recreational vehicle customers decreased 17.4% in the First Nine Months 2007 when compared to the same period of the prior year. The recreational vehicle industry reported a 11.1% decrease in shipments during the first nine months of 2007 compared to the same period of the prior year. Sales to the Company's manufactured housing customers decreased 18.5% in the First Nine Months 2007 when compared to the same period of the prior year. The manufactured housing industry decreased shipments by 22.3% over the same period. The sales decrease in the First Nine Months 2007 can be partially attributed to the slowdown in the recreational vehicle and manufactured housing markets as well as lower performances by the Company's customers. Sales to the Company's hospitality customers increased 2.8%, mostly due to the Superior Drapery acquisition. Cost of products sold increased to 82.9% of net sales in the First Nine Months 2007 compared to 82.1% of net sales a year ago. The major reason for the increase in this percentage was higher costs of materials, an increase in the percentage of labor costs to sales and a higher percentage for factory overhead due to fixed expenses being spread over a lower sales volume. Selling and administrative expenses were $6,398,066 in the First Nine Months 2007 versus $6,409,928 in the First Nine Months 2006. The percentage of selling and administrative expenses to net sales increased from 15.4% to 17.7% as fixed expenses were spread over a lower sales volume. 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. (continued) Interest expense increased to $68,637 in the First Nine Months 2007 from $62,253 in the First Nine Months 2006, due to greater outstanding borrowings during the First Nine Months 2007 on the company's revolving line of credit compared to the same period of the prior year Net loss was $142,721 in the First Nine Months of 2007 compared to $673,771 of net income in First Nine Months 2006. This decrease is largely the result of lower sales in 2007. Diluted earnings per share decreased from $0.22 earnings during the First Nine Months 2006 to a diluted loss per share of $0.05 during First Nine Months 2007. EBITDA EBITDA represents income before income taxes, interest expense, depreciation and amortization and is an approximation of cash flow from operations before tax. The Company uses EBITDA as an internal measure of performance and believes it is a useful and commonly used measure of financial performance in addition to income before taxes and other profitability measures under U.S. Generally Accepted Accounting Principles ("GAAP"). EBITDA is not a measure of performance under GAAP. EBITDA should not be construed as an alternative to operating income and income before taxes as an indicator of the Company's operations in accordance with GAAP. Nor is EBITDA an alternative to cash flow from operating activities in accordance with GAAP. The Company's definition of EBITDA can differ from that of other companies. The following table reconciles Net Income, the most comparable measure under GAAP, to EBITDA for the thirteen and thirty-nine week periods ended September 29, 2007 and September 30, 2006: FOR THE THIRTEEN WEEKS ENDED FOR THE THIRTY-NINE WEEKS ENDED ---------------------------------------- ------------------------------------------ SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 SEPTEMBER 29, 2007 SEPTEMBER 30, 2006 ------------------ ------------------ ------------------ ------------------ Net Income/(Loss) $ (114,392) $ (186,881) $ (142,721) $ 673,771 Add: Interest expense 26,053 24,444 68,637 62,253 Taxes (66,000) (120,000) (66,000) 390,000 Depreciation & Amortization 362,223 369,840 1,102,780 1,076,306 (Gain)/Loss on Disposal of Assets (417) 1,064 (13,544) 339 ----------- ----------- ----------- ----------- EBITDA $ 207,467 $ 88,467 $ 949,152 $ 2,202,669 =========== =========== =========== =========== 11 Item 4. Controls and Procedures. (a) The Company's principal executive officer and principal financial officer have reviewed the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 29, 2007 and have concluded that they were adequate and effective. (b) During the most recent fiscal quarter, there were no changes in the Company's internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 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 14 - Code of Conduct and Ethics 31.1 - Certification of Principal Executive Officer 31.2 - Certification of Principal Financial Officer 32 - Certificate required by 18 U.S.C.ss.1350. 12 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: November 13, 2007 By: /s/ William A. Bassett ---------------------- William A. Bassett, Chief Executive Officer Date: November 13, 2007 By: /s/ Michael K. Solomon ---------------------- Michael K. Solomon, Chief Financial Officer 13