SECURITIES AND EXCHANGE COMMISSION

 

Washington, D. C. 20549

 

FORM 10-Q

 

(Mark One)

 

 

For the transition period from

 

Commission file number 1-10233

 

 

MAGNETEK, INC.

(Exact name of registrant as specified in its charter)

 

 

10900 Wilshire Blvd., Suite 850
Los Angeles, California 90024

(Address of principal executive offices)

(Zip Code)

 

(310) 208-1980

(Registrant’s telephone number, including area code)

 

 

(Former name, former address and former fiscal year,
if changed since last report)

 

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  o  No  ý

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).  Yes  ý  No  o

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

The number of shares outstanding of Registrant’s Common Stock, as of February 9, 2004 was 28,472,323 shares.

 

 

2004 MAGNETEK FORM 10-Q

 

TABLE OF CONTENTS FOR THE QUARTERLY REPORT ON FORM 10Q

FOR THE FISCAL QUARTER ENDED DECEMBER 31, 2003

 

MAGNETEK, INC.

 

Part I.	Financial Information
Item 1.	Financial Statements
Item 2.	Management’s Discussion and Analysis of Results of Operations and Financial Condition
Item 3.	Quantitative and Qualitative Disclosures about Market Risk
Item 4.	Controls and Procedures
Part II.	Other Information
Item 1.	Legal Proceedings
Item 6.	Exhibits and Reports on Form 8-K
Signatures

 

2

 

PART I.                             FINANCIAL INFORMATION

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by accounting principles for complete financial statements.

 

In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments necessary to fairly present the financial position as of December 31, 2003 and the results of operations and cash flows for the three-month and six-month periods ended December 31, 2003 and 2002.  It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and notes included in the Company’s latest Annual Report on Form 10-K.  Results for the three-months and six-months ended December 31, 2003 are not necessarily indicative of results that may be experienced for the full fiscal year.

 

This document, including documents incorporated herein by reference, contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  The words “believe”, “expect”, “estimate”, “anticipate”, “intend”, “may”, “might”, “will”, “would”, “could”, “project”, and “predict”, or similar words and phrases generally identify forward-looking statements.  Forward-looking statements contained or incorporated by reference in this document, including those set forth in the section of this document entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, include, but are not limited to, statements regarding projections of revenues, income or loss, capital expenditures, plans for future operations, products or services and financing needs or expectations, as well as assumptions relating to the foregoing.

 

Forward-looking statements are inherently subject to risks and uncertainties which in many cases are beyond the control of the Company and which cannot be predicted or quantified.  As a result, future events and actual results could differ materially from those set forth in, contemplated by, or underlying forward-looking statements.  Such risks and uncertainties include but are not limited to economic conditions in general, sensitivity to industry conditions, competitive factors such as technology and pricing pressures, business conditions in the telecommunications and electronic equipment markets, international sales and operations, dependence on significant customers, increased material costs, risks and costs associated with acquisitions and divestitures, environmental matters and the risk that the Company’s ultimate costs of doing business exceed present estimates.  Further information on factors that could affect Magnetek’s financial results can be found in the Company’s filings with the Securities and Exchange Commission.

 

Forward-looking statements contained in this document speak only as of the date of this document or, in the case of any document incorporated by reference, the date of that document.  The Company does not have any obligation to publicly update or revise any forward-looking statement contained or incorporated by reference in these documents to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

 

3

 

ITEM 1

 

MAGNETEK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED

December 31, 2003 and 2002

(amounts in thousands, except per share data)

(unaudited)

 

		2003			2002
Net sales		$	58,091		$	51,268
Cost of sales		45,188			45,026
Gross profit		12,903			6,242
Research and development		3,285			2,945
Selling, general and administrative		13,255			9,951
Goodwill and fixed asset impairment		—			34,019
Loss from operations		(3,637		)	(40,673		)
Interest and other expense		411			233
Loss before benefit for income taxes		(4,048		)	(40,906		)
Benefit for income taxes		—			(721		)
Net loss		$	(4,048	)	$	(40,185	)
Loss per common share
Basic and diluted:
Net loss		$	(0.15	)	$	(1.70	)

 

See accompanying notes

 

4

 

MAGNETEK, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE SIX MONTHS ENDED

December 31, 2003 and 2002

(amounts in thousands, except per share data)

(unaudited)

 

		2003			2002
Net sales		$	108,526		$	94,094
Cost of sales		85,277			78,068
Gross profit		23,249			16,026
Research and development		6,128			5,458
Selling, general and administrative		23,725			19,415
Gain from termination of retiree medical plan		—			(27,771		)
Goodwill and fixed asset impairment		—			34,019
Loss from operations		(6,604		)	(15,095		)
Interest and other expense		1,083			419
Loss before provision for income taxes		(7,687		)	(15,514		)
Provision for income taxes		—			8,928
Net loss		$	(7,687	)	$	(24,442	)
Loss per common share
Basic and diluted:
Net loss		$	(0.30	)	$	(1.03	)

 

See accompanying notes

 

5

 

MAGNETEK, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2003 and JUNE 30, 2003

(amounts in thousands)

 

		December 31			June 30
		(unaudited)
ASSETS
Current assets:
Cash		$	2,758		$	1,680
Accounts receivable, net		49,049			46,745
Inventories		49,584			48,843
Prepaid expenses and other		9,358			12,908
Total current assets		110,749			110,176
Property, plant and equipment		122,000			111,723
Less-accumulated depreciation and amortization		88,306			77,929
Property, plant and equipment, net		33,694			33,794
Goodwill		64,104			63,067
Prepaid pension and other assets		72,701			73,614
Total Assets		$	281,248		$	280,651