SECURITIES AND EXCHANGE COMMISSION
Form 10-Q
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[X] |
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended June 30, 2003 |
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OR |
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[ ] |
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from__________ to__________ |
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Commission File Number 1-8524
Myers Industries, Inc.
(Exact name of registrant as specified in its charter)
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Ohio |
34-0778636 |
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1293 South Main Street |
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(330) 253-5592
(Registrant's telephone number, including area code)
not applicable
(Former name, former address and former fiscal year, if changed since last report)
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, 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 Act). Yes X No .
As of June 30, 2003, the number of shares outstanding of the issuer's Common Stock was 30,110,059.
Table of Contents
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
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-1-
Part I - Financial Information
Item 1. Financial Statements
Myers Industries, Inc.
Condensed Statement of Consolidated Financial Position
As of June 30, 2003 and December 31, 2002
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June 30, |
December 31, |
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Assets |
2003 |
2002 |
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Current Assets |
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Cash |
$4,836,917 |
$1,702,334 |
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Accounts receivable-less allowances |
117,881,241 |
111,207,172 |
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Inventories |
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Finished and in-process products |
64,694,489 |
66,819,085 |
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Raw materials and supplies |
16,777,612 |
16,280,910 |
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81,472,101 |
83,099,995 |
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Prepaid expenses |
5,915,157 |
5,130,856 |
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Total Current Assets |
210,105,416 |
201,140,357 |
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Other Assets |
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Goodwill |
213,229,328 |
204,465,504 |
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Patents and other intangible assets |
2,847,396 |
2,422,772 |
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Other |
3,390,626 |
3,658,670 |
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219,467,350 |
210,546,946 |
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Property, Plant and Equipment, at Cost |
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Land |
8,086,087 |
7,878,664 |
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Buildings and leasehold improvements |
77,930,252 |
77,061,850 |
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Machinery and equipment |
334,726,208 |
318,617,656 |
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420,742,547 |
403,558,170 |
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Less allowances for depreciation and |
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185,499,424 |
190,795,027 |
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$615,072,190 |
$602,482,330 |
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-2-
Part I - Financial Information
Myers Industries, Inc.
Condensed Statement of Consolidated Financial Position
As of June 30, 2003 and December 31, 2002
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June 30, |
December 31, |
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Liabilities and Shareholders' Equity |
2003 |
2002 |
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Current Liabilities |
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Accounts payable |
$41,365,656 |
$49,970,910 |
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Accrued expenses |
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Employee compensation |
26,787,415 |
29,843,708 |
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Taxes, other than income taxes |
4,002,388 |
3,260,304 |
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Accrued interest |
746,274 |
754,668 |
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Other |
13,300,153 |
12,849,101 |
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Current portion of long-term debt |
25,578,262 |
20,690,265 |
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Total Current Liabilities |
111,780,148 |
117,368,956 |
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Long-term Debt, less current portion |
208,008,483 |
212,222,615 |
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Deferred Income Taxes |
18,989,973 |
17,201,131 |
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Shareholders' Equity |
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Serial Preferred Shares |
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Common Shares, without par value |
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Additional paid-in capital |
216,407,343 |
216,077,838 |
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Accumulated other comprehensive |
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Retained income |
45,359,507 |
37,901,271 |
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276,293,586 |
255,689,628 |
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$615,072,190 |
$602,482,330 |
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-3-
Part I - Financial Information
Myers Industries, Inc.
Condensed Statement of Consolidated Income
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Three Months Ended |
Six Months Ended |
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June 30, |
June 30, |
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2003 |
2002 |
2003 |
2002 |
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Cost and expenses |
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Cost of sales |
119,240,566 |
101,364,468 |
228,617,550 |
195,804,741 |
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Operating expenses |
41,930,011 |
37,529,565 |
81,867,732 |
72,117,910 |
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Interest expense, net |
2,661,312 |
2,975,147 |
5,164,024 |
6,017,843 |
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Total costs & expenses |
163,831,889 |
141,869,180 |
315,649,306 |
273,940,494 |
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Income before income taxes |
5,132,258 |
11,226,442 |
16,535,095 |
28,093,765 |
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Income taxes |
1,856,000 |
4,425,000 |
6,067,000 |
11,246,000 |
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Net income |
$3,276,258 |
$6,801,442 |
$10,468,095 |
$16,847,765 |
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Net income per Common Share |
$.11 |
$.23 |
$.35 |
$.56 |
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Dividends per Common Share |
$.05 |
$.05 |
$.10 |
$.10 |
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Weighted average number of |
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-4-
Part I - Financial Information
Myers Industries, Inc.
Statement of Consolidated Cash Flows
For the Six Months Ended June 30, 2003 and 2002
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June 30, |
June 30, |
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2003 |
2002 |
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Cash Flows From Operating Activities |
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Net income |
$10,468,095 |
$16,847,765 |
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Items not affecting use of cash |
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Depreciation |
18,143,323 |
16,945,906 |
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Amortization of other intangible assets |
608,125 |
523,958 |
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Deferred taxes |
1,561,904 |
1,208,696 |
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Cash flow provided by (used for) working capital |
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Accounts receivable |
(1,588,140 |
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1,137,197 |
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Inventories |
3,772,008 |
6,239,747 |
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Prepaid expenses |
(676,188 |
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795,113 |
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Accounts payable and accrued expenses |
(15,713,473 |
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(3,446,061 |
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Net cash provided by operating activities |
16,575,654 |
40,252,321 |
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Cash Flows From Investing Activities |
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Acquisition of business, net of cash acquired |
0 |
(2,819,901 |
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Additions to property, plant and |
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Other |
(585,208 |
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1,151,402 |
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Net cash used for investing activities |
(9,086,335 |
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(13,672,588 |
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Cash Flows From Financing Activities |
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Long-term debt repayment |
(8,000,000 |
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(6,000,000 |
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Net borrowing (repayment) of credit facility |
6,302,241 |
(14,598,982 |
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Cash dividends paid |
(3,009,859 |
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(2,871,638 |
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Proceeds from issuance of common stock |
352,882 |
1,583,674 |
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Net cash used for financing activities |
(4,354,736 |
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(21,886,946 |
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Increase in Cash |
3,134,583 |
4,692,787 |
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Cash at January 1 |
1,702,334 |
7,074,964 |
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Cash at June 30 |
$4,836,917 |
$11,767,751 |
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-5-
Part I - Financial Information
Myers Industries, Inc.
Statement of Shareholders' Equity
For the Six Months Ended June 30, 2003
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Accumulative |
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December 31, 2002 |
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$18,301,212 |
$216,077,838 |
($16,590,693 |
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$37,901,271 |
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Net income |
$10,468,095 |
10,468,095 |
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Foreign currency |
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Comprehensive |
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Common Stock |
23,377 |
329,505 |
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Dividends |
(3,009,859 |
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June 30, 2003 |
$18,324,589 |
$216,407,343 |
($3,797,853) |
$45,359,507 |
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-6-
Part I - Financial Information
Myers Industries, Inc.
Notes to Financial Statements
(1) Statement of Accounting Policy
The accompanying financial statements include the accounts of Myers Industries, Inc. and subsidiaries (Company), and have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's latest annual report on Form 10-K.
In the opinion of the Company, the accompanying financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of June 30, 2003, and the results of operations and cash flows for the three and six months ended June 30, 2003 and 2002.
(2) Supplemental Disclosure of Cash Flow Information
The Company made cash payments for interest expense of $2,508,000 and $2,698,000 for the three months ended June 30, 2003 and 2002, respectively. Cash payments for interest totaled $5,067,000 and $5,423,000 for the six months ended June 30, 2003 and 2002. Cash payments for income taxes totaled $4,513,000 and $6,683,000 for the three months ended June 30, 2003 and 2002. Cash payments for income taxes were
$5,543,000 and $7,736,000 for the six months ended June 30, 2003, and 2002.
(3) Net Income Per Share
Net income per share, as shown on the Condensed Statement of Consolidated Income, is determined on the basis of the weighted average number of common shares outstanding during the period, and for all periods shown basic and diluted earnings per share are indentical. In August 2002, the Company declared a five-for-four stock split and all per share data for the quarter and six month periods ended June 30, 2002, has been adjusted to reflect the stock split.
(4) Stock Compensation
The Company accounts for stock compensation arrangements using the intrinsic value in Accounting Principles Board (APB) Opinion No. 25, "Accounting for Stock Issued to Employees." In accordance with the intrinsic value method, the Company has not recognized any expense related to stock options, as options have only been granted with an exercise price equal to market value of the shares at the date of the grant.
The alternative policy in SFAS No. 123, "Accounting for Stock Based Compensation," provides that compensation expense be recognized based on the fair value of the options awarded, determined by an option pricing model. If the Company had recognized compensation expense using the fair value method under SFAS No. 123 rather than the APB 25, net income would not have been materially different than reported amounts and earnings per share would be identical for the six months ended June 30, 2003. In calculating the compensation expense under SFAS No. 123, the Company assumes that all options will vest and be exercised at the expiration date of the grant. Other assumptions used in calculating the compensation expense for options granted in the six months ended June 30, 2003 include a dividend yield of 2.3 percent, a risk-free interest rate of 3.875 percent and a volatility measure based on the Company's stock beta of .85.
-7-
Part I - Financial Information
Myers Industries, Inc.
Notes to Financial Statements
(5) Segment Information
The Company's business units have separate management teams and offer different products and services. Using the criteria of FASB No. 131, these business units have been aggregated into two reportable segments; Distribution of after-market repair products and services and Manufacturing of polymer products. The aggregation of business units is based on management by the chief operating decision maker for the segment as well as similarities of production processes, distribution methods and economic characteristics (e.g. average of gross margin and the impact of economic conditions on long-term financial performance).
The Company's distribution segment is engaged in the distribution of equipment, tools and supplies used for tire servicing and automotive underbody repair. The distribution segment operates domestically through 42 branches located in major cities throughout the United States and in foreign countries through export and businesses in which the Company holds an equity interest.
The Company's manufacturing segment designs, manufactures and markets a variety of polymer based plastic and rubber products. These products are manufactured primarily through the molding process in facilities throughout the United States and Europe.
Sales to external customers for manufactured plastic products were $114.3 million for the quarter and $233.7 million for the six months ended June 30, 2003, while sales of rubber products were $13.2 million and $25.1 million for the quarter and year-to-date periods, respectively. In the prior year, sales of plastic products to external customers were $100.9 million for the quarter and $207.8 million for the six months ended June 30, 2002 while sales of rubber products were $13.0 million for the quarter and $23.2 million for the year-to-date periods, respectively.
Operating income for each segment is based on net sales less cost of products sold, and the related selling, administrative and general expenses. In computing segment operating income, general corporate overhead expenses and interest expenses are not included.
-8-
Part I - Financial Information
Myers Industries, Inc.
Notes to Financial Statements
(5) Segment Information (con't)
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Three Months Ended |
Six Months Ended |
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June 30, |
June 30, |
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(In thousands ) |
2003 |
2002 |
2003 |
2002 |
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Net Sales |
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Distribution of aftermarket |
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Manufacturing of polymer products |
131,415 |
117,699 |
265,724 |
238,066 |
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Intra-segment elimination |
(3,856 |
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(3,823 |
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(6,896 |
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(7,063 |
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