SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 March 28, 2003 | |||
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| OR | |||
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| 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 No. 0-4466
Artesyn Technologies, Inc.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation or organization)
| 59-1205269 |
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7900 Glades Road, Suite 500, Boca Raton, FL |
| (I.R.S. Employer Identifications Number) |
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(Address of principal executive offices) |
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| (561) 451-1000 |
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33434 |
| (Registrant’s phone number, including area code) |
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(Zip Code) |
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 by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).
| Yes x |
No o |
The number of shares of Common Stock, $.01 par value, of the Registrant issued and outstanding as of April 25, 2003 was 38,704,600 shares.
Artesyn Technologies, Inc.
Index to Form 10-Q
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
ARTESYN TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands)
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March 28, |
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December 27, |
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| ASSETS |
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| Cash and cash equivalents |
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$ |
51,856 |
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$ |
65,001 |
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| Accounts receivable, net |
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46,364 |
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44,235 |
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| Inventories, net |
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53,551 |
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55,588 |
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| Prepaid expenses and other |
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3,535 |
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1,926 |
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| Deferred income taxes, net |
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17,581 |
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16,234 |
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| Total current assets |
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172,887 |
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182,984 |
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| Property, Plant & Equipment, Net |
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72,713 |
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78,631 |
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| Other Assets |
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| Goodwill |
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18,496 |
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18,676 |
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| Deferred income taxes, net |
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15,932 |
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18,803 |
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| Other assets, net |
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4,442 |
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4,493 |
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| Total other assets |
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38,870 |
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41,972 |
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| Total Assets |
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$ |
284,470 |
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$ |
303,587 |
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| LIABILITIES AND SHAREHOLDERS’ EQUITY |
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| Current Liabilities |
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| Accounts payable |
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$ |
38,333 |
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$ |
37,451 |
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| Accrued and other current liabilities |
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55,397 |
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56,508 |
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| Total current liabilities |
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93,730 |
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93,959 |
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| Long-Term Liabilities |
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| Long-term debt and capital leases |
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10,502 |
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23,004 |
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| Subordinated convertible debt |
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46,942 |
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46,517 |
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| Other long-term liabilities |
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15,720 |
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16,661 |
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| Total long-term liabilities |
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73,164 |
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86,182 |
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| Total liabilities |
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166,894 |
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180,141 |
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| Shareholders’ Equity |
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117,576 |
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123,446 |
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| Total Liabilities and Shareholders’ Equity |
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$ |
284,470 |
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$ |
303,587 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
ARTESYN TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands Except Per Share Data)
(Unaudited)
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Thirteen Weeks Ended |
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March 28, |
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March 29, |
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| Sales |
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$ |
81,856 |
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$ |
90,505 |
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| Cost of Sales |
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68,466 |
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79,263 |
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| Gross Profit |
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13,390 |
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11,242 |
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| Operating Expenses |
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| Selling, general and administrative |
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9,817 |
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9,763 |
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| Research and development |
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8,286 |
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8,588 |
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| Restructuring and other charges |
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2,081 |
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1,049 |
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| Total Operating Expenses |
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20,184 |
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19,400 |
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| Operating Loss |
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(6,794 |
) |
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(8,158 |
) |
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| Interest Expense, net |
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(1,693 |
) |
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(1,920 |
) |
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| Loss Before Income taxes |
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(8,487 |
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(10,078 |
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| Benefit for Income Taxes |
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(1,028 |
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(2,721 |
) |
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| Net Loss |
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$ |
(7,459 |
) |
$ |
(7,357 |
) |
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| Basic and Diluted Loss per Share |
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$ |
(0.19 |
) |
$ |
(0.19 |
) |
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| Weighted Average Common and Common Equivalent Shares Outstanding |
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38,560 |
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38,333 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
4
ARTESYN TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY
AND COMPREHENSIVE LOSS
For the Thirteen Weeks Ended March 28, 2003
(Amounts in Thousands)
(Unaudited)
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Common Stock |
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Additional |
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Retained |
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Foreign |
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Comprehensive |
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Shares |
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Amount |
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| Balance, December 27, 2002 |
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38,389 |
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$ |
384 |
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$ |
127,887 |
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$ |
7,581 |
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$ |
(12,406 |
) |
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| Issuance of common stock |
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296 |
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3 |
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|
899 |
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— |
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— |
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| Net loss |
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— |
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— |
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— |
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(7,459 |
) |
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— |
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$ |
(7,459 |
) |
| Foreign currency translation adjustment, net of tax benefit of $(95) |
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— |
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— |
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— |
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— |
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|
687 |
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687 |
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| Comprehensive loss |
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— |
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— |
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— |
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— |
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— |
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$ |
(6,772 |
) |
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| Balance, March 28, 2003 |
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38,685 |
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$ |
387 |
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$ |
128,786 |
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$ |
122 |
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$ |
(11,719 |
) |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
5
ARTESYN TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in Thousands)
(Unaudited)
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Thirteen Weeks Ended |
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March 28, |
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March 29, |
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| Operating Activities: |
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| Net loss |
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$ |
(7,459 |
) |
$ |
(7,357 |
) |
| Adjustments to reconcile net loss to net cash provided by operating activities: |
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| Depreciation and amortization |
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6,074 |
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6,581 |
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| Deferred income tax benefit |
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(1,028 |
) |
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(2,721 |
) |
| Provision for inventory write-down |
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1,168 |
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3,591 |
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| Accretion of convertible subordinated debt |
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425 |
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425 |
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| Other non-cash charges |
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705 |
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152 |
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| Changes in operating assets and liabilities: |
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| Accounts receivable |
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(1,855 |
) |
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11,055 |
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| Inventories |
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1,582 |
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6,293 |
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| Prepaid expenses and other |
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(1,422 |
) |
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(156 |
) |
| Accounts payable and accrued liabilities |
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3,219 |
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(3,093 |
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| Net Cash Provided by Operating Activities |
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1,409 |
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14,770 |
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| Investing Activities: |
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| Capital expenditures |
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(1,127 |
) |
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(1,469 |
) |
| Proceeds from sale of property, plant & equipment |
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94 |
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390 |
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| Acquisition earnouts |
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(1,006 |
) |
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(460 |
) |
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| Net Cash Used in Investing Activities |
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(2,039 |
) |
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(1,539 |
) |
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| Financing Activities: |
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| Principal payments on debt and capital leases |
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(23,003 |
) |
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(31,099 |
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