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: December 31, 2002
OR
| ¨ | 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: 0-10723
BOLT TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
| Connecticut |
06-0773922 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
| Four Duke Place, Norwalk, Connecticut |
06854 | |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (203) 853-0700
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 Securities Exchange Act of 1934). Yes ¨ No x
At February 12, 2003, there were 5,414,357 shares of Common Stock, without par value, outstanding.
BOLT TECHNOLOGY CORPORATION
| Page Number | ||
| Part I—Financial Information: |
||
| Item 1. Financial Statements |
||
| 3 | ||
| Consolidated balance sheets—December 31, 2002 (unaudited) and June 30, 2002 |
4 | |
| Consolidated statements of cash flows (unaudited)—Six months ended December 31, 2002 and 2001 |
5 | |
| 6-9 | ||
| Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations |
9-13 | |
| Item 3. Quantitative and Qualitative Disclosures about Market Risk |
13 | |
| 13 | ||
| Part II—Other Information: |
||
| 14 | ||
| 14 | ||
| 15 | ||
| 15-17 | ||
2
PART I—FINANCIAL INFORMATION
Item 1—Financial Statements
BOLT TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three Months Ended December 31, |
Six Months Ended December 31, |
|||||||||||||||
| 2002 |
2001 |
2002 |
2001 |
|||||||||||||
| Sales |
$ |
2,419,000 |
|
$ |
4,280,000 |
|
$ |
5,512,000 |
|
$ |
8,471,000 |
| ||||
| Costs and Expenses: |
||||||||||||||||
| Cost of sales |
|
1,597,000 |
|
|
2,350,000 |
|
|
3,395,000 |
|
|
4,855,000 |
| ||||
| Research and development |
|
46,000 |
|
|
66,000 |
|
|
106,000 |
|
|
122,000 |
| ||||
| Selling, general and administrative |
|
1,050,000 |
|
|
1,138,000 |
|
|
2,042,000 |
|
|
2,217,000 |
| ||||
| Interest expense |
|
— |
|
|
61,000 |
|
|
— |
|
|
132,000 |
| ||||
| Interest income |
|
(5,000 |
) |
|
(9,000 |
) |
|
(10,000 |
) |
|
(20,000 |
) | ||||
|
|
2,688,000 |
|
|
3,606,000 |
|
|
5,533,000 |
|
|
7,306,000 |
| |||||
| Income (loss) before income taxes |
|
(269,000 |
) |
|
674,000 |
|
|
(21,000 |
) |
|
1,165,000 |
| ||||
| Provision (benefit) for income taxes |
|
(91,000 |
) |
|
265,000 |
|
|
6,000 |
|
|
454,000 |
| ||||
| Net income (loss) |
$ |
(178,000 |
) |
$ |
409,000 |
|
$ |
(27,000 |
) |
$ |
711,000 |
| ||||
| Earnings (loss) per share: |
||||||||||||||||
| Basic |
$ |
(0.03 |
) |
$ |
0.08 |
|
$ |
0.00 |
|
$ |
0.13 |
| ||||
| Diluted |
$ |
(0.03 |
) |
$ |
0.08 |
|
$ |
0.00 |
|
$ |
0.13 |
| ||||
| Shares Outstanding: |
||||||||||||||||
| Basic |
|
5,414,357 |
|
|
5,410,112 |
|
|
5,414,357 |
|
|
5,409,422 |
| ||||
| Diluted |
|
5,414,357 |
|
|
5,410,707 |
|
|
5,414,357 |
|
|
5,416,188 |
| ||||
See Notes to Consolidated Financial Statements.
3
BOLT TECHNOLOGY CORPORATION
| December 31, 2002 (unaudited) |
June 30, 2002 |
|||||||
| ASSETS |
||||||||
| Current Assets: |
||||||||
| Cash and cash equivalents |
$ |
2,373,000 |
|
$ |
1,474,000 |
| ||
| Accounts receivable, net |
|
1,534,000 |
|
|
3,509,000 |
| ||
| Inventories |
|
4,988,000 |
|
|
4,734,000 |
| ||
| Deferred income taxes |
|
787,000 |
|
|
704,000 |
| ||
| Other |
|
59,000 |
|
|
93,000 |
| ||
| Total current assets |
|
9,741,000 |
|
|
10,514,000 |
| ||
| Goodwill, net |
|
11,148,000 |
|
|
11,170,000 |
| ||
| Property and Equipment, net |
|
966,000 |
|
|
1,106,000 |
| ||
| Other Assets |
|
80,000 |
|
|
70,000 |
| ||
| Total assets |
$ |
21,935,000 |
|
$ |
22,860,000 |
| ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| Current Liabilities: |
||||||||
| Accounts payable |
$ |
232,000 |
|
$ |
495,000 |
| ||
| Accrued liabilities |
|
864,000 |
|
|
1,540,000 |
| ||
| Total current liabilities |
|
1,096,000 |
|
|
2,035,000 |
| ||
| Deferred Income Taxes |
|
166,000 |
|
|
125,000 |
| ||
|
|
1,262,000 |
|
|
2,160,000 |
| |||
| Stockholders’ Equity: |
||||||||
| Common stock |
|
26,152,000 |
|
|
26,152,000 |
| ||
| Accumulated deficit |
|
(5,479,000 |
) |
|
(5,452,000 |
) | ||
| Total stockholders’ equity |
|
20,673,000 |
|
|
20,700,000 |
| ||
| Total liabilities and stockholders’ equity |
$ |
21,935,000 |
|
$ |
22,860,000 |
| ||
See Notes to Consolidated Financial Statements.
4
BOLT TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
| Six Months Ended December 31, |
||||||||
| 2002 |
2001 |
|||||||
| Cash Flows From Operating Activities: |
||||||||
| Net income (loss) |
$ |
(27,000 |
) |
$ |
711,000 |
| ||
| Adjustments to reconcile net income (loss) to cash provided by operating activities: |
||||||||
| Depreciation and amortization |
|
148,000 |
|
|
165,000 |
| ||
| Deferred income taxes |
|
(20,000 |
) |
|
445,000 |
| ||
|
|
101,000 |
|
|
1,321,000 |
| |||
| Changes in operating assets and liabilities: |
||||||||
| Accounts receivable |
|
1,975,000 |
|
|
1,662,000 |
| ||
| Inventories |
|
(254,000 |
) |
|
(125,000 |
) | ||
| Other assets |
|
24,000 |
|
|
22,000 |
| ||
| Accounts payable and accrued liabilities |
|
(939,000 |
) |
|
(692,000 |
) | ||
| Net cash provided by operating activities |
|
907,000 |
|
|
2,188,000 |
| ||
| Cash Flows From Investing Activities: |
||||||||
| Purchase of property and equipment |
|
(8,000 |
) |
|
(33,000 |
) | ||
| Net cash used in investing activities |
|
(8,000 |
) |
|
(33,000 |
) | ||
| Cash Flows From Financing Activities: |
||||||||
| Payment of note payable |
|
— |
|
|
(850,000 |
) | ||
| Net cash used in financing activities |
|
— |
|
|||||