UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 May 31, 2003. |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number: 000-24413 |
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TROY GROUP, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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33-0807798 |
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(State or other
jurisdiction of |
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(I.R.S. Employer Identification No.) |
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2331 South Pullman Street |
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92705 |
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(Address of principal executive offices) |
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(Zip code) |
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(949) 250-3280 |
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(Registrant’s telephone number, including area code) |
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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
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 o No ý
As of June 30, 2003, 10,653,605 shares of the Registrant’s Common Stock were outstanding. The aggregate market value of the Registrant’s outstanding common stock as of that date (based upon the last sale price of a share of common stock on that date reported by the Nasdaq National Market), excluding outstanding shares beneficially owned by directors and executive officers, was $12,059,805.
TROY GROUP, INC.
Quarterly Report on Form 10-Q for the
Quarterly Period Ended May 31, 2003
INDEX
2
PART I: FINANCIAL INFORMATION
ITEM 1 – FINANCIAL STATEMENTS
TROY GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
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May 31, |
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November
30, |
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(Unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
6,474 |
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$ |
6,615 |
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Investment in available-for-sale securities |
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— |
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497 |
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Accounts receivable, less allowance for doubtful accounts of $1,074 and $884 |
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8,268 |
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9,227 |
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Income tax refund receivable |
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1,027 |
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1,076 |
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Inventories |
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6,675 |
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5,540 |
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Prepaid expenses and other |
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289 |
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440 |
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Deferred tax assets |
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3,715 |
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3,715 |
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Total current assets |
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26,448 |
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27,110 |
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Equipment and leasehold improvements, net |
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2,263 |
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2,039 |
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Other assets, including notes receivable from stockholders $2,071 and $2,123 |
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4,186 |
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4,390 |
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Total assets |
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$ |
32,897 |
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$ |
33,539 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Current portion of long-term debt |
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$ |
76 |
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$ |
73 |
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Accounts payable |
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2,575 |
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4,138 |
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Accrued expenses |
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2,732 |
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2,218 |
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Deferred revenue |
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1,245 |
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1,364 |
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Total current liabilities |
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6,628 |
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7,793 |
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Long-term debt, net of current portion |
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82 |
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120 |
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Stockholders’ equity: |
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Preferred stock, par value $.01 per share, authorized 5,000,000 shares, issued none |
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— |
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— |
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Common stock, par value $.01 per share; authorized 50,000,000 shares, issued 10,974,170 shares in 2003, and 10,969,657 shares in 2002 |
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110 |
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110 |
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Additional paid-in capital |
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21,122 |
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21,113 |
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Retained earnings, including accumulated other comprehensive income of $80 and none |
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6,130 |
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5,578 |
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27,362 |
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26,801 |
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Less cost of treasury stock – 320,565 common shares in 2003 and 2002 |
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1,175 |
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1,175 |
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Total stockholders’ equity |
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26,187 |
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25,626 |
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Total liabilities and stockholders’ equity |
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$ |
32,897 |
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$ |
33,539 |
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See Notes to Consolidated Financial Statements.
3
TROY GROUP, INC.
CONSOLIDATED STATEMENTS
OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)
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Three Months Ended May 31, |
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Six Months Ended May 31, |
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2003 |
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2002 |
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2003 |
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2002 |
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Restated |
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Restated |
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Net sales |
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$ |
13,395 |
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$ |
14,025 |
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$ |
27,803 |
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$ |
27,596 |
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Cost of goods sold |
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8,193 |
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8,487 |
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16,631 |
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16,644 |
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Gross profit |
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5,202 |
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5,538 |
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11,172 |
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10,952 |
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Operating expenses: |
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Selling, general and administrative |
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3,683 |
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4,088 |
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7,712 |
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7,867 |
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Research and development |
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1,230 |
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1,622 |
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2,692 |
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3,525 |
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Amortization of intangible assets |
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11 |
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30 |
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22 |
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60 |
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Operating income (loss) |
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278 |
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(202 |
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746 |
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(500 |
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Interest income |
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23 |
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35 |
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26 |
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79 |
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Interest expense |
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(6 |
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(1 |
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(8 |
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(30 |
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Income (loss) before income taxes |
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295 |
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(168 |
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764 |
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(451 |
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Provision for income taxes (credits) |
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105 |
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(56 |
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292 |
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(159 |
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Net income (loss) |
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$ |
190 |
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$ |
(112 |
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$ |
472 |
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$ |
(292 |
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