SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
Form 10-Q
| (Mark One) |
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| x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2002
OR
| o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from _______ to _______
Commission File Number 0-12954
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| CADMUS COMMUNICATIONS CORPORATION | ||
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| (Exact name of registrant as specified in its charter) | ||
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| Virginia |
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54-1274108 |
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| (State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification Number) |
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| 1801 Bayberry Court, Suite 200 | ||
| Richmond, Virginia 23226 | ||
| (Address of principal executive offices including zip code) | ||
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| Registrants telephone number, including area code: | ||
| (804) 287-5680 | ||
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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 |
o |
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of October 31, 2002.
| Class |
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Outstanding at October 31, 2002 |
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| Common Stock, $.50 Par Value |
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9,007,092 |
CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
INDEX
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Page Number | |
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| Part I. |
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Item 1. |
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Condensed Consolidated Balance Sheets |
3 | |
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4 | ||
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5 | ||
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6 | ||
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Notes to Condensed Consolidated Financial Statements (unaudited) |
7 | |
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Item 2. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
11 | |
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Item 3. |
16 | ||
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Item 4. |
16 | ||
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| Part II. |
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Item 1. |
16 | ||
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Item 6. |
16 | ||
2
PART I.
FINANCIAL INFORMATION
ITEM 1.
FINANCIAL STATEMENTS
CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
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September 30, |
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June 30, |
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(Unaudited) |
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| ASSETS |
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| Current assets: |
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Cash and cash equivalents |
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$ |
1,537 |
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$ |
1,196 |
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Accounts receivable, net |
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30,812 |
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34,845 |
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Inventories |
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20,717 |
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19,545 |
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Deferred income taxes |
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3,516 |
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3,653 |
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Prepaid expenses and other |
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5,157 |
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4,791 |
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Total current assets |
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61,739 |
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64,030 |
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| Property, plant, and equipment (net of accumulated depreciation of $138,739 at September 30, 2002 and $135,921 at June 30, 2002) |
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121,833 |
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124,040 |
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| Goodwill and other intangibles, net |
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111,487 |
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167,788 |
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| Other assets |
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14,767 |
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13,737 |
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| TOTAL ASSETS |
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$ |
309,826 |
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$ |
369,595 |
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| LIABILITIES AND SHAREHOLDERS EQUITY |
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| Current liabilities: |
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Accounts payable |
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$ |
36,459 |
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$ |
38,322 |
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Accrued expenses and other current liabilities |
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25,197 |
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24,966 |
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Restructuring reserve |
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891 |
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1,127 |
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Total current liabilities |
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62,547 |
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64,415 |
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| Long-term debt, less current maturities |
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155,095 |
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157,246 |
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| Other long-term liabilities |
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29,380 |
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29,300 |
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| Deferred income taxes |
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6,007 |
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7,120 |
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Total liabilities |
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253,029 |
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258,081 |
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| Shareholders equity: |
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Common stock ($.50 par value; authorized shares-16,000,000 shares; issued and outstanding shares - 9,007,092 at September 30, 2002 and 8,992,092 at June 30, 2002) |
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4,503 |
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4,496 |
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Capital in excess of par value |
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67,957 |
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67,805 |
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Unearned compensation |
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(173 |
) |
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(77 |
) | |
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Retained earnings (deficit) |
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(14,498 |
) |
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40,282 |
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Accumulated other comprehensive loss |
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(992 |
) |
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(992 |
) | |
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Total shareholders equity |
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56,797 |
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111,514 |
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| TOTAL LIABILITIES AND SHAREHOLDERS EQUITY |
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$ |
309,826 |
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$ |
369,595 |
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See accompanying Notes to Condensed Consolidated Financial Statements.
3
CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
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Three Months Ended |
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2002 |
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2001 |
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| Net sales |
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$ |
105,425 |
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$ |
111,249 |
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| Operating expenses: |
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Cost of sales |
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85,482 |
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92,483 |
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Selling and administrative |
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12,747 |
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11,711 |
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Amortization |
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1,203 |
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98,229 |
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105,397 |
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| Operating income |
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7,196 |
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5,852 |
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| Interest and other expenses: |
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Interest |
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3,763 |
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4,379 |
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Securitization costs |
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188 |
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383 |
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Other, net |
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62 |
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72 |
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4,013 |
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4,834 |
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| Income from continuing operations before income taxes |
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3,183 |
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1,018 |
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| Income tax expense |
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1,210 |
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|
457 |
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| Income from continuing operations |
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1,973 |
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561 |
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| (Loss) from discontinued operations |
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(39 |
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| Cumulative effect of a change in accounting principle |
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(56,301 |
) |
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| Net income (loss) |
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$ |
(54,328 |
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$ |
522 |
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| Earnings per share basic: |
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Income from continuing operations |
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$ |
.22 |
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$ |
.06 |
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Loss from discontinued operations |
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Cumulative effect of a change in accounting principle |
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(6.25 |
) |
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Net income (loss) per share |
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$ |
(6.03 |
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$ |
.06 |
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| Weighted-average common shares outstanding |
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9,005 |
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8,944 |
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| Earnings per share diluted: |
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Income from continuing operations |
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$ |
.22 |
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$ |
.06 |
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Loss from discontinued operations |
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Cumulative effect of a change in accounting principle |
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(6.24 |
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Net income (loss) per share |
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$ |
(6.02 |
) |
$ |
.06 |
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| Weighted-average common shares outstanding |
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9,030 |
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9,009 |
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| Cash dividends per common share |
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$ |
.05 |
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$ |
.05 |
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See accompanying Notes to Condensed Consolidated Financial Statements.
4
CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
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Three Months Ended |
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2002 |
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2001 |
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| Operating Activities |
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| Net income (loss) |
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$ |
(54,328 |
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$ |
522 |
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| Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
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Depreciation and amortization |
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4,913 |
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6,337 |
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Cumulative effect of a change in accounting principle for goodwill |
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56,301 |
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Other, net |
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(976 |
) |
|
69 |
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5,910 |
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6,928 |
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| Changes in assets and liabilities, excluding debt: |
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Accounts receivable, net |
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4,889 |
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(2,746 |
) |
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Inventories |
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(1,172 |
) |
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(290 |
) |
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Accounts payable and accrued expenses |
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1,463 |
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9,667 |
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Restructuring payments |
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(207 |
) |
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(2,124 |
) |
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Pension payments |
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(3,513 |
) |
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(22 |
) |
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Other, net |
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|
869 |
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|
991 |
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2,329 |
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5,476 |
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| Net cash provided by operating activities |
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8,239 |
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12,404 |
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| Investing Activities |
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| Purchases of property, plant, and equipment |
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(2,768 |
) |
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(2,334 |
) | |
| Proceeds from sales of property, plant, and equipment |
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33 |
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635 < | ||