UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One) |
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ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2002
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 Number: 0-22046
Bogen Communications International, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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38-3114641 |
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(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification Number) |
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50 Spring Street, Ramsey, New Jersey |
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07446 |
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(Address of principal executive offices) |
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(Zip Code) |
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(201) 934-8500 |
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(Registrant’s telephone number, including area code) |
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(Former name, former address and former fiscal year, if changed since last report) |
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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 ý No o
As of July 22, 2002, 7,848,821 shares of the registrant’s common stock, par value $.001 per share, were outstanding.
BOGEN COMMUNICATIONS INTERNATIONAL, INC.
AND SUBSIDIARIES
INDEX
2
BOGEN COMMUNICATIONS INTERNATIONAL, INC. AND SUBSIDIARIES
(In Thousands of Dollars, Except Share and Per Share Amounts)
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June 30, |
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December 31, |
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(Unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
12,007 |
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$ |
11,001 |
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Marketable securities |
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3,505 |
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3,970 |
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Trade receivables (net of allowance for doubtful accounts of $578 and $471 at June 30, 2002, and December 31, 2001, respectively) |
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7,948 |
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5,819 |
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Other receivables |
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248 |
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172 |
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Inventories, net |
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11,311 |
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12,306 |
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Prepaid expenses and other current assets |
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442 |
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519 |
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Current deferred income taxes |
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1,461 |
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1,454 |
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TOTAL CURRENT ASSETS |
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36,922 |
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35,241 |
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Equipment and leasehold improvements, net |
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3,321 |
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3,746 |
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Goodwill, net |
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15,386 |
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15,189 |
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Other intangible assets, net |
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981 |
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896 |
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Deferred income taxes |
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908 |
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590 |
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Other assets |
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180 |
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145 |
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TOTAL ASSETS |
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$ |
57,698 |
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$ |
55,807 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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CURRENT LIABILITIES: |
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Amounts outstanding under revolving credit agreements |
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$ |
42 |
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$ |
973 |
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Current maturities of capital lease obligations |
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136 |
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267 |
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Accounts payable |
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1,907 |
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1,910 |
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Accrued expenses |
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4,886 |
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4,376 |
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Income taxes payable |
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435 |
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104 |
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TOTAL CURRENT LIABILITIES |
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7,406 |
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7,630 |
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Advances and notes payable to related parties |
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— |
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120 |
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Capital lease obligations, less current maturities |
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11 |
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11 |
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Minority interest |
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240 |
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219 |
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Other long-term liabilities |
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70 |
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81 |
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TOTAL LIABILITIES |
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7,727 |
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8,061 |
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STOCKHOLDERS’ EQUITY |
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Preferred stock - $.001 par value; 1,000,000 shares authorized; none issued and outstanding at June 30, 2002, and December 31, 2001 |
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— |
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— |
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Common stock - $.001par value; 50,000,000 shares authorized; 9,455,995 shares issued and outstanding at June 30, 2002, and 9,100,745 shares issued and outstanding at December 31, 2001 |
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9 |
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9 |
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Additional paid-in-capital |
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46,635 |
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45,565 |
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Deferred compensation |
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(1,017 |
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— |
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Retained earnings |
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4,933 |
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3,590 |
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Accumulated other comprehensive loss |
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(557 |
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(1,386 |
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Treasury stock at cost - 3,572 shares at June 30, 2002, and December 31, 2001 |
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(32 |
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(32 |
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TOTAL STOCKHOLDERS’ EQUITY |
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49,971 |
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47,746 |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
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$ |
57,698 |
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$ |
55,807 |
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See accompanying notes to consolidated financial statements.
3
BOGEN COMMUNICATIONS INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands of Dollars, Except Share and Per Share Amounts)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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June 30, |
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June 30, |
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Net sales |
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$ |
16,712 |
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$ |
15,792 |
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$ |
29,088 |
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$ |
29,638 |
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Cost of goods sold |
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8,409 |
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8,393 |
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15,352 |
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15,434 |
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Gross profit |
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8,303 |
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7,399 |
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13,736 |
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14,204 |
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Operating expenses: |
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