UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended December 28, 2002
Commission File Number
Number 0-11559
KEY TRONIC CORPORATION
| Washington |
91-0849125 | |
| (State of Incorporation) |
(I.R.S. Employer Identification No.) |
North 4424 Sullivan
Spokane, Washington 99216
(509) 928-8000
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 ¨.
At February 8, 2003 9,672,580 shares of Common Stock, no par value (the only class of common stock), were outstanding.
KEY TRONIC CORPORATION
| Page No. | ||||
| PART I. |
FINANCIAL INFORMATION: |
|||
| Item 1. |
Financial Statements: |
|||
| 3 | ||||
| 4 | ||||
| Consolidated Balance Sheets December 28, 2002 (Unaudited) and June 29, 2002 |
5 | |||
| 6 | ||||
| 7-10 | ||||
| Item 2. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
11-16 | ||
| Item 3. |
16 | |||
| Item 4. |
16 | |||
| PART II. |
OTHER INFORMATION: |
|||
| Item 1. |
17 | |||
| Item 2. |
Changes in Securities and Use of Proceeds* |
|||
| Item 3. |
Defaults upon Senior Securities* |
|||
| Item 4. |
17 | |||
| Item 5. |
17 | |||
| Item 6. |
17 | |||
| 18 | ||||
| 19-20 | ||||
| *Items | are not applicable |
2
PART I: FINANCIAL INFORMATION
Item 1: Financial Statements
KEY TRONIC CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Second Quarters Ended |
||||||||
| December 28, 2002 |
December 29, 2001 |
|||||||
| (in thousands, except per share amounts) |
||||||||
| Net sales |
$ |
30,552 |
|
$ |
50,516 |
| ||
| Cost of sales |
|
27,068 |
|
|
45,639 |
| ||
| Gross profit on sales |
|
3,484 |
|
|
4,877 |
| ||
| Operating expenses: |
||||||||
| Research, development and engineering |
|
774 |
|
|
689 |
| ||
| Selling |
|
456 |
|
|
747 |
| ||
| General and administrative |
|
1,832 |
|
|
2,449 |
| ||
| Total operating expenses |
|
3,062 |
|
|
3,885 |
| ||
| Operating income |
|
422 |
|
|
992 |
| ||
| Interest expense |
|
260 |
|
|
361 |
| ||
| Litigation settlement |
|
|
|
|
17,000 |
| ||
| Other income |
|
(28 |
) |
|
(229 |
) | ||
| Income (loss) before income tax provision |
|
190 |
|
|
(16,140 |
) | ||
| Income tax provision |
|
116 |
|
|
5,455 |
| ||
| Net income (loss) |
$ |
74 |
|
$ |
(21,595 |
) | ||
| Earnings (loss) per share: |
||||||||
| Earnings (loss) per common sharebasic and diluted |
$ |
0.01 |
|
$ |
(2.23 |
) | ||
| Weighted average shares outstandingbasic and diluted |
|
9,673 |
|
|
9,673 |
| ||
See accompanying notes to consolidated financial statements.
3
KEY TRONIC CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Six Months Ended |
||||||||
| December 28, 2002 |
December 29, 2001 |
|||||||
| (in thousands, except per share amounts) |
||||||||
| Net sales |
$ |
64,586 |
|
$ |
85,142 |
| ||
| Cost of sales |
|
57,596 |
|
|
78,134 |
| ||
| Gross profit on sales |
|
6,990 |
|
|
7,008 |
| ||
| Operating expenses: |
||||||||
| Research, development and engineering |
|
1,484 |
|
|
1,247 |
| ||
| Selling |
|
923 |
|
|
1,468 |
| ||
| General and administrative |
|
3,626 |
|
|
4,194 |
| ||
| Total operating expenses |
|
6,033 |
|
|
6,909 |
| ||
| Operating income |
|
957 |
|
|
99 |
| ||
| Interest expense |
|
497 |
|
|
703 |
| ||
| Litigation settlement |
|
(12,186 |
) |
|
17,000 |
| ||
| Other income |
|
(262 |
) |
|
(259 |
) | ||
| Income (loss) before income tax provision |
|
12,908 |
|
|
(17,345 |
) | ||
| Income tax provision |
|
355 |
|
|
5,232 |
| ||
| Net income (loss) |
$ |
12,553 |
|
$ |
(22,577 |
) | ||
| Earnings (loss) per share: |
||||||||
| Earnings (loss) per common sharebasic and diluted |
$ |
1.30 |
|
$ |
(2.33 |
) | ||
| Weighted average shares outstandingbasic and diluted |
|
9,673 |
|
|
9,673 |
| ||
See accompanying notes to consolidated financial statements.
4
KEY TRONIC CORPORATION AND SUBSIDIARIES
(Unaudited)
| December 28, 2002 |
June 29, 2002 |
|||||||
| (in thousands) |
||||||||
| Assets |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ |
1,233 |
|
$ |
1,205 |
| ||
| Restricted cash |
|
701 |
|
|
280 |
| ||
| Trade receivables, less allowance for doubtful accounts of $107 and $444 |
|
15,896 |
|
|
20,978 |
| ||
| Inventories |
|
19,501 |
|
|
18,395 |
| ||
| Other |
|
2,240 |
|
|
2,588 |
| ||
| Total current assets |
|
39,571 |
|
|
43,446 |
| ||
| Property, plant and equipmentat cost |
|
85,675 |
|
|
85,286 |
| ||
| Less: Accumulated depreciation |
|
73,479 |
|
|
73,054 |
| ||
| Total property, plant and equipment |
|
12,196 |
|
|
12,232 |
| ||
| Other assets: |
||||||||
| Other (net of accumulated amortization of $416 and $240) |
|
1,017 |
|
|
996 |
| ||
| Goodwill |
|
765 |
|
|
765 |
| ||
| Total assets |
$ |
53,549 |
|
$ |
57,439 |
| ||
| Liabilities and shareholders equity |
||||||||
| Current liabilities: |
||||||||
| Current portion of longterm obligations |
$ |
403 |
|
$ |
228 |
| ||
| Accounts payable |
|
12,639 |
|
|
14,409 |
| ||
| Accrued compensation and vacation |
|
2,947 |
|
|
2,803 |
| ||
| Litigation settlementshort-term |
|
1,051 |
|
|
293 |
| ||
| Other |
|
2,770 |
|
|
3,172 |
| ||
| Total current liabilities |
|
19,810 |
|
|
20,905 |
| ||
| Long-term liabilities: |
||||||||
| Revolving loanlong-term |
|
6,864 |
|
|
6,475 |
| ||
| Litigation settlementlongterm |
|
3,421 |
|
|
19,186 |
| ||
| Other |
|
1,190 |
|
|
1,162 |
| ||
| Total longterm liabilities |
|
11,475 |
|
|
26,823 |
| ||
| Commitments and contingencies (Note 7) |
||||||||
| Shareholders equity: |
||||||||
| Common stock, no par valueshares authorized |
||||||||
| 25,000; issued and outstanding 9,673 and 9,673 |
|
38,393 |
|
|
38,393 |
| ||
| Accumulated deficit |
|
(16,129 |
) |
|
(28,682 |
) | ||
| Total shareholders equity |
|
22,264 |
|
|
9,711 |
| ||
| Total liabilities and stockholders equity |
$ |
53,549 |
|
$ |
57,439 |
| ||
See accompanying notes to consolidated financial statements.
5