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 |
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For the quarterly period ended June 30, 2003 |
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OR |
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o 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 . |
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 |
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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
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý
As of July 31, 2003, 5,212,542 shares of the registrant’s common stock, par value $.001 per share, were outstanding.
BOGEN COMMUNICATIONS INTERNATIONAL, INC.
AND SUBSIDIARIES
INDEX
2
BOGEN COMMUNICATIONS INTERNATIONAL, INC. AND SUBSIDIARIES
(In Thousands of Dollars, Except Per Share Amounts)
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June 30, |
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December
31, |
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(Unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
3,337 |
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$ |
5,379 |
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Trade receivables (net of allowance for doubtful accounts of $723 and $462 at June 30, 2003, and December 31, 2002, respectively) |
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6,985 |
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5,787 |
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Other receivables |
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60 |
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370 |
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Inventories |
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10,266 |
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10,712 |
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Prepaid expenses and other current assets |
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535 |
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571 |
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Current deferred income taxes |
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3,621 |
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3,314 |
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TOTAL CURRENT ASSETS |
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24,804 |
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26,133 |
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Equipment and leasehold improvements, net |
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2,975 |
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3,152 |
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Goodwill |
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15,333 |
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15,344 |
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Other intangible assets, net |
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683 |
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834 |
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Deferred income taxes |
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939 |
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289 |
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Other assets |
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179 |
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181 |
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TOTAL ASSETS |
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$ |
44,913 |
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$ |
45,933 |
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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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$ |
750 |
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$ |
1,751 |
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Current maturities of capital lease obligations |
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5 |
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5 |
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Accounts payable |
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2,140 |
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2,386 |
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Accrued expenses |
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4,870 |
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5,834 |
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Income taxes payable |
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1,471 |
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1,004 |
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TOTAL CURRENT LIABILITIES |
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9,236 |
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10,980 |
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Capital lease obligations, less current maturities |
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3 |
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6 |
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Minority interest |
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250 |
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251 |
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Other long-term liabilities |
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114 |
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122 |
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TOTAL LIABILITIES |
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9,603 |
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11,359 |
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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, 2003, and December 31, 2002 |
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— |
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— |
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Common stock - $.001 par value; 50,000,000 shares authorized; 5,220,243 shares issued and 5,212,542 shares outstanding at June 30, 2003, and 5,217,743 shares issued and 5,214,171 shares outstanding at December 31, 2002 |
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5 |
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5 |
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Additional paid-in-capital |
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29,679 |
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29,599 |
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Deferred compensation |
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(340 |
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(489 |
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Retained earnings |
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5,325 |
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5,589 |
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Accumulated other comprehensive income (loss) |
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688 |
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(98 |
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Treasury stock at cost - 7,701 shares at June 30, 2003, and 3,572 shares at December 31, 2002 |
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(47 |
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(32 |
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TOTAL STOCKHOLDERS’ EQUITY |
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35,310 |
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34,574 |
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TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
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$ |
44,913 |
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$ |
45,933 |
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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 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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$ |
14,344 |
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$ |
16,712 |
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$ |
25,721 |
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$ |
29,088 |
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Cost of goods sold |
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7,452 |
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8,409 |
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13,975 |
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15,352 |
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Gross profit |
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6,892 |
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8,303 |
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11,746 |
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13,736 |
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Operating expenses: |
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Research and development |
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1,059 |
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1,010 |
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2,151 |
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1,885 |
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