UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 28, 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: 333-32207 |
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HCC INDUSTRIES INC. |
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(Exact name of Registrant as specified in its charter) |
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Delaware |
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95-2691666 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
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4232 Temple City Blvd., Rosemead, California 91770 |
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(Address of principal executive offices) |
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(626) 443-8933 |
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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
Registrant’s Common Stock, outstanding at August 8, 2003 was 137,945 shares.
PART I - FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
HCC
INDUSTRIES INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands, except share data)
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June 28, |
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March 29, |
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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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$ |
2,994 |
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$ |
6,215 |
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Trade accounts receivable, less allowance for doubtful accounts of $80 (2004) and $70 (2003) |
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6,775 |
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6,626 |
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Inventories |
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5,411 |
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5,174 |
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Income taxes receivable |
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2,474 |
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2,473 |
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Prepaid and other current assets |
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804 |
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857 |
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Total current assets |
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18,458 |
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21,345 |
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Property, Plant and Equipment, net |
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21,781 |
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22,278 |
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Other Assets: |
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Intangible assets |
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800 |
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825 |
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Deferred financing costs |
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1,310 |
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1,394 |
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Restricted cash |
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5,181 |
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5,311 |
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Total Assets |
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$ |
47,530 |
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$ |
51,153 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
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Current Liabilities: |
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Current portion of long-term debt |
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$ |
1,693 |
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$ |
1,779 |
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Accounts payable |
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1,324 |
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1,504 |
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Accrued liabilities |
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4,690 |
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6,467 |
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Total current liabilities |
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7,707 |
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9,750 |
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Long Term Liabilities: |
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Long-term debt, net of current portion |
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84,440 |
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84,833 |
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Environmental and other liabilities |
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8,385 |
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8,429 |
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100,532 |
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103,012 |
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Commitments and Contingencies |
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Stockholders’ Equity (Deficit): |
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Common stock; $.10 par value; authorized 550,000 shares, issued and outstanding 137,945 shares |
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14 |
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14 |
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Additional paid-in capital |
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377 |
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377 |
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Accumulated deficit |
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(53,393 |
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(52,250 |
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Total Stockholders’ Deficit |
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(53,002 |
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(51,859 |
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Total Liabilities and Stockholders’ Deficit |
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$ |
47,530 |
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$ |
51,153 |
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The accompanying notes are an integral part of these consolidated financial statements.
2
HCC
INDUSTRIES INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands)
(unaudited)
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Three Months Ended |
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June 28, |
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June 29, |
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NET SALES |
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$ |
12,116 |
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$ |
10,591 |
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Cost of goods sold |
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9,015 |
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8,597 |
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GROSS PROFIT |
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3,101 |
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1,994 |
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Selling, general and administrative expenses |
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1,881 |
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1,473 |
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EARNINGS FROM OPERATIONS |
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1,220 |
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521 |
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OTHER INCOME (EXPENSE): |
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Interest and other income |
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11 |
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39 |
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Interest expense |
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(2,375 |
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(2,429 |
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Total other expense, net |
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(2,364 |
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(2,390 |
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LOSS BEFORE TAX BENEFIT |
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(1,144 |
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(1,869 |
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Tax benefit on loss |
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— |
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(748 |
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NET LOSS |
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$ |
(1,144 |
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$ |
(1,121 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
HCC
INDUSTRIES INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
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For the Three Months Ended |
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June 28, |
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June 29, |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
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$ |
(1,144 |
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(1,121 |
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Reconciliation of net loss to net cash used in operating activities: |
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Depreciation |
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618 |
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670 |
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Amortization |
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