UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 3, 2004
OR
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period to
Commission file number 000-50593
CHEROKEE INTERNATIONAL CORPORATION
(Exact name of Registrant as specified in its charter)
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Delaware |
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95-4745032 |
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(State or
other jurisdiction of |
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(I.R.S.
Employer |
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2841 Dow Avenue, Tustin, California |
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92780 |
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(Address of principal executive office) |
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(Zip Code) |
(714) 544-6665
(Registrant’s telephone number, including area code)
N/A
(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 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
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class |
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Outstanding at October 31, 2004 |
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Common stock, $0.001 par value |
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19,182,254 |
TABLE OF CONTENTS
2
Item 1. Condensed Consolidated Financial Statements.
CHEROKEE INTERNATIONAL CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share Data)
(Unaudited)
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September 30, |
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December 31, |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
16,415 |
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$ |
4,887 |
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Short-term investments |
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159 |
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91 |
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Accounts receivable, net |
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28,344 |
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25,579 |
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Inventories, net |
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27,985 |
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24,932 |
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Prepaid expenses and other current assets |
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2,225 |
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1,842 |
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Total current assets |
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75,128 |
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57,331 |
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Property and equipment, net |
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13,562 |
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12,781 |
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Deposits and other assets |
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832 |
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250 |
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Deferred financing costs, net |
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508 |
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536 |
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Goodwill |
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6,317 |
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6,317 |
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$ |
96,347 |
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$ |
77,215 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
12,956 |
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$ |
12,854 |
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Accrued liabilities |
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5,646 |
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7,073 |
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Accrued restructuring costs |
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226 |
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1,144 |
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Accrued compensation and benefits |
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7,494 |
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7,346 |
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Accrued interest payable |
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1,072 |
|
746 |
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Revolving lines of credit |
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— |
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6,132 |
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Current portion of long-term debt |
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— |
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2,562 |
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Current portion of capital lease obligations |
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182 |
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848 |
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Total current liabilities |
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27,576 |
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38,705 |
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Long-term debt, net of current portion |
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46,630 |
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162,893 |
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Other long-term obligations |
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3,920 |
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5,585 |
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COMMITMENTS AND CONTINGENCIES (Note 10) |
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STOCKHOLDERS’ EQUITY (DEFICIT) |
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Preferred stock: $0.001 par value; 10,000,000 shares authorized; none issued and outstanding |
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— |
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— |
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Common stock: $0.001 par value; 60,000,000 shares authorized; 19,182,254 and 2,213,754 shares issued and outstanding at September 30, 2004 and December 31, 2003, respectively |
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19 |
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2 |
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Paid-in capital |
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183,549 |
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43,710 |
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Accumulated deficit |
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(167,889 |
) |
(176,107 |
) |
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Accumulated other comprehensive income |
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2,542 |
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2,427 |
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Net stockholders’ equity (deficit) |
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18,221 |
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(129,968 |
) |
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$ |
96,347 |
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$ |
77,215 |
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See notes to condensed consolidated financial statements.
3
CHEROKEE INTERNATIONAL CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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September 30, |
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September 30, |
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Net sales |
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$ |
36,375 |
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$ |
30,130 |
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$ |
111,829 |
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$ |
78,820 |
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Cost of sales |
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26,434 |
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20,914 |
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77,613 |
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56,720 |
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Gross profit |
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9,941 |
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9,216 |
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34,216 |
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22,100 |
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Operating Expenses: |
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Engineering and development |
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2,462 |
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2,148 |
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7,128 |
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6,410 |
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Selling and marketing |
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1,945 |
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