UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One) |
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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 31, 2003 |
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OR |
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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 0-5228
STRATEGIC DISTRIBUTION, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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22-1849240 |
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(State or other
jurisdiction of |
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(I. R. S. Employer |
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3220 Tillman Drive, Suite 200, Bensalem, PA |
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19020 |
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(Address of principal executive offices) |
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(Zip Code) |
215-633-1900
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 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
Indicate by check mark whether registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý
Number of Common Shares outstanding at May 5, 2003: 3,032,958
TABLE OF CONTENTS
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Part I - Financial Information |
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Item 1 |
Consolidated Financial Statements: |
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Consolidated Balance Sheets - March 31, 2003 (unaudited) and December 31, 2002 |
1 |
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Consolidated Statements of Operations (unaudited) - Three Months Ended March 31, 2003 and 2002 |
2 |
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Consolidated Statements of Cash Flows (unaudited) - Three Months Ended March 31, 2003 and 2002 |
3 |
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4 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
7 |
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13 |
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14 |
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15 |
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16 |
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17 |
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STRATEGIC DISTRIBUTION, INC. AND SUBSIDIARIES
(in thousands, except share data)
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March 31, |
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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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$ |
46,396 |
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$ |
43,622 |
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Accounts receivable, net |
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20,557 |
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22,298 |
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Inventories |
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19,108 |
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20,321 |
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Prepaid expenses and other current assets |
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686 |
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384 |
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Total current assets |
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86,747 |
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86,625 |
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Office fixtures and equipment, net |
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4,602 |
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5,018 |
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Deferred income taxes |
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657 |
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827 |
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Other assets |
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405 |
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400 |
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Total assets |
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$ |
92,411 |
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$ |
92,870 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
26,176 |
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$ |
26,571 |
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Total current liabilities |
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26,176 |
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26,571 |
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Stockholders’ equity: |
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Preferred stock, par value $.10 per share. Authorized: 500,000 shares; none issued and outstanding |
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— |
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Common stock, par value $.10 per share. Authorized: 20,000,000 shares; 3,134,258 issued and 3,032,958 outstanding at March 31, 2003; 3,138,258 issued and 3,046,358 outstanding at December 31, 2002 |
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313 |
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314 |
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Additional paid-in capital |
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97,908 |
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98,008 |
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Accumulated deficit |
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(29,102 |
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(29,157 |
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Notes receivable from shareholders |
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(1,202 |
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(1,303 |
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Treasury stock, at cost (101,300 and 91,900 shares) |
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(1,682 |
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(1,563 |
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Total stockholders’ equity |
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66,235 |
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66,299 |
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Total liabilities and stockholders’ equity |
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$ |
92,411 |
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$ |
92,870 |
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See accompanying notes to consolidated financial statements.
1
STRATEGIC DISTRIBUTION, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited)
(in thousands, except share data)
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Three Months Ended March 31, |
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2003 |
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2002 |
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Revenues |
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$ |
40,696 |
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$ |
72,392 |
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Cost and expenses: |
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Cost of materials |
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32,113 |
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58,448 |
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Operating wages and benefits |
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3,398 |
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5,705 |
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Other operating expenses |
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1,015 |
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1,999 |
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Selling, general and administrative expenses |
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4,033 |
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5,848 |
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Total costs and expenses |
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40,559 |
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72,000 |
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Operating income |
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137 |
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392 |
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Interest income |
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143 |
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16 |
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Income before income taxes and cumulative effect of accounting change |
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280 |
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408 |
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Income tax expense |
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(225 |
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(139 |
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Income from operations before cumulative effect of accounting change |
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55 |
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269 |
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Cumulative effect of accounting change |
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(1,939 |
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Net income (loss) |
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$ |
55 |
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(1,670 |
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Net income (loss) per common share - basic and diluted: |
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Income from operations |
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$ |
0.02 |
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0.09 |
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Cumulative effect of accounting change |
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(0.63 |
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Net income (loss) |
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$ |
0.02 |
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(0.54 |
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Weighted average number of shares of common stock outstanding: |
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Basic |
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3,037,779 |
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3,088,758 |
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Diluted |
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3,048,307 |
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3,088,758 |
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See accompanying notes to consolidated financial statements.
2
STRATEGIC DISTRIBUTION, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited)
(in thousands)
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Three Months Ended March 31, |
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2003 |
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2002 |
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Cash flows from operating activities: |
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Net income (loss) |
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$ |
55 |
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(1,670 |
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Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
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Depreciation and amortization |
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434 |
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918 |
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Deferred income taxes |
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225 |
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139 |
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