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 September 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 |
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Commission file number 0-5228 |
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STRATEGIC DISTRIBUTION, INC. |
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(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) |
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215-633-1900 |
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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 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 November 5, 2003: 2,953,101
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 - September 30, 2003 (unaudited) and December 31, 2002 |
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Consolidated Statements of Cash Flows (unaudited) - Nine Months Ended September 30, 2003 and 2002 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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STRATEGIC DISTRIBUTION, INC. AND SUBSIDIARIES
(in thousands, except share data)
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September 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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$ |
43,377 |
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$ |
43,622 |
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Short-term investments |
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5,056 |
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— |
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Accounts receivable, net |
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13,986 |
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22,298 |
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Inventories |
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19,785 |
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20,321 |
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Prepaid expenses and other current assets |
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552 |
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384 |
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Total current assets |
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82,756 |
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86,625 |
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Office fixtures and equipment, net |
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3,905 |
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5,018 |
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Deferred income taxes |
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766 |
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827 |
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Other assets |
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53 |
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400 |
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Total assets |
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$ |
87,480 |
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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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$ |
21,834 |
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$ |
26,571 |
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Dividend payable |
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14,765 |
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— |
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Total current liabilities |
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36,599 |
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26,571 |
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Stockholders’ equity: |
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Preferred
stock, par value $.10 per share. |
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— |
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— |
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Common
stock, par value $.10 per share. |
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309 |
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314 |
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Additional paid-in capital |
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81,969 |
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98,008 |
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Accumulated deficit |
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(29,191 |
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(29,157 |
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Notes receivable from shareholders |
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— |
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(1,303 |
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Treasury stock, at cost (136,500 and 91,900 shares) |
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(2,206 |
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(1,563 |
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Total stockholders’ equity |
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50,881 |
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66,299 |
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Total liabilities and stockholders’ equity |
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$ |
87,480 |
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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 September 30, |
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Nine months ended September 30, |
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2003 |
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2002 |
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2003 |
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2002 |
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Revenues |
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$ |
30,033 |
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$ |
47,739 |
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$ |
108,119 |
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$ |
212,713 |
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Cost and expenses: |
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Cost of materials |
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23,520 |
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36,641 |
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84,947 |
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173,271 |
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Operating wages and benefits |
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2,593 |
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4,091 |
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9,224 |
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14,993 |
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Other operating expenses |
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903 |
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1,425 |
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2,932 |
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5,269 |
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Selling, general and administrative expenses |
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3,583 |
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5,105 |
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11,152 |
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16,223 |
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Severance and asset impairment expenses |
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— |
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4,500 |
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Total costs and expenses |
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30,599 |
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47,262 |
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108,255 |
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214,256 |
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Operating income (loss) |
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(566 |
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477 |
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(136 |
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(1,543 |
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Interest income |
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122 |
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163 |
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409 |
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279 |
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Income (loss) before income taxes and cumulative effect of accounting change |
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(444 |
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640 |
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273 |
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(1,264 |
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Income tax expense |
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(17 |
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(35 |
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(307 |
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(110 |
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Income (loss) from operations before cumulative effect of accounting change |
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