SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
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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 June 30, 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 |
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For the transition period from to |
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Commission file number 001-14617 |
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ANDREW CORPORATION
(Exact name of Registrant as specified in its charter)
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DELAWARE |
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36-2092797 |
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(State or other jurisdiction of incorporation or organization) |
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(IRS Employer identification No.) |
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10500 W. 153rd Street, Orland Park, Illinois 60462 |
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(Address of principal executive offices and zip code) |
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(708) 349-3300 |
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(Registrant’s telephone number, including area code) |
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No Change |
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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 as 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 Act)
Yes ý No o
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practical date.
Common Stock, $.01 Par Value – 153,559,350 shares as of July 31, 2003
INDEX
ANDREW CORPORATION
2
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
ANDREW CORPORATION
(Dollars in thousands)
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June 30 |
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September 30 |
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(Unaudited) |
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ASSETS |
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Current Assets |
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Cash and cash equivalents |
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$ |
78,301 |
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$ |
84,871 |
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Accounts receivable, less allowances (Jun. 2003 - $9,483; Sept. 2002 - $6,516) |
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189,299 |
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215,406 |
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Inventories |
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Finished products |
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73,627 |
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61,963 |
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Materials and work in process |
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76,325 |
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72,030 |
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149,952 |
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133,993 |
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Other current assets |
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13,547 |
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28,121 |
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Current assets - discontinued operations |
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— |
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14,792 |
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Total Current Assets |
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431,099 |
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477,183 |
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Other Assets |
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Goodwill |
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398,199 |
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396,295 |
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Intangible assets, less amortization |
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36,453 |
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47,344 |
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Other assets |
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3,661 |
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1,809 |
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Non-current assets - discontinued operations |
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— |
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2,000 |
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Property, Plant, and Equipment |
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Land and land improvements |
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18,546 |
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17,890 |
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Buildings |
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97,485 |
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98,714 |
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Equipment |
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456,593 |
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448,036 |
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Allowance for depreciation |
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(388,479 |
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(365,605 |
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184,145 |
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199,035 |
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TOTAL ASSETS |
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$ |
1,053,557 |
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$ |
1,123,666 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current Liabilities |
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Notes payable |
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$ |
10,000 |
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$ |
66,184 |
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Accounts payable |
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67,584 |
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69,835 |
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Accrued expenses and other liabilities |
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38,205 |
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44,548 |
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Compensation and related expenses |
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23,354 |
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28,434 |
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Restructuring |
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3,174 |
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15,329 |
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Current portion of long-term debt |
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4,912 |
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7,250 |
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Current liabilities - discontinued operations |
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— |
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4,990 |
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Total Current Liabilities |
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147,229 |
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236,570 |
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Deferred liabilities |
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19,389 |
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28,461 |
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Long-term debt, less current portion |
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9,310 |
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13,391 |
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STOCKHOLDERS’ EQUITY |
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Common stock (par value, $.01 a share: 400,000,000 shares authorized: 102,718,210 shares issued, including treasury) |
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1,027 |
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1,027 |
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Additional paid-in capital |
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145,480 |
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145,764 |
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Accumulated other comprehensive loss |
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(24,973 |
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(46,089 |
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Retained earnings |
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806,639 |
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796,374 |
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Treasury stock, at cost (4,388,655 shares in June 2003; 4,500,493 shares in Sept. 2002) |
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(50,544 |
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(51,832 |
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877,629 |
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845,244 |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
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$ |
1,053,557 |
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$ |
1,123,666 |
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See Notes to Consolidated Financial Statements
3
ANDREW CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In thousands, except per share amounts)
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Three Months Ended |
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Nine Months Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Sales |
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$ |
213,721 |
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$ |
203,753 |
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$ |
669,565 |
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$ |
592,975 |
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Cost of products sold |
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159,091 |
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146,598 |
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492,005 |
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417,592 |
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Gross Profit |
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54,630 |
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57,155 |
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177,560 |
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175,383 |
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Operating Expenses |
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Research and development |
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18,921 |
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13,851 |
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58,485 |
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36,985 |
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Sales and administrative |
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32,815 |
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34,307 |
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100,943 |
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104,396 |
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Intangible amortization |
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3,662 |
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1,333 |
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11,027 |
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1,633 |
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Restructuring |
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472 |
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— |
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677 |
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