UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2004
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 0-511
COBRA ELECTRONICS CORPORATION
(Exact name of Registrant as specified in its Charter)
| DELAWARE | 36-2479991 | |
| (State of Incorporation) | (I.R.S. Employer Identification No.) | |
| 6500 WEST CORTLAND STREET CHICAGO, ILLINOIS |
60707 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrants telephone number, including area code: (773) 889-8870
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 x NO ¨
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x
Number of shares of Common Stock of Registrant outstanding at July 28, 2004: 6,444,815
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Cobra Electronics Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
| For the Three Months Ended (Unaudited) |
For the Six Months Ended (Unaudited) |
|||||||||||||||
| June 30, 2004 |
June 30, 2003 |
June 30, 2004 |
June 30, 2003 |
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| Net sales |
$ | 25,186 | $ | 26,622 | $ | 47,853 | $ | 47,177 | ||||||||
| Cost of sales |
18,351 | 18,866 | 35,877 | 34,306 | ||||||||||||
| Gross profit |
6,835 | 7,756 | 11,976 | 12,871 | ||||||||||||
| Selling, general and administrative expenses |
6,057 | 7,057 | 11,976 | 12,868 | ||||||||||||
| Operating income |
778 | 699 | 0 | 3 | ||||||||||||
| Other income (expense): |
||||||||||||||||
| Interest expense |
(25 | ) | (30 | ) | (54 | ) | (60 | ) | ||||||||
| Other, net |
33 | 10 | (11 | ) | (24 | ) | ||||||||||
| Income (loss) before taxes |
786 | 679 | (65 | ) | (81 | ) | ||||||||||
| Tax provision (benefit) |
285 | 272 | (24 | ) | (35 | ) | ||||||||||
| Net income (loss) |
$ | 501 | $ | 407 | $ | (41 | ) | $ | (46 | ) | ||||||
| Net income (loss) per common share: |
||||||||||||||||
| Basic |
$ | 0.08 | $ | 0.06 | $ | (0.01 | ) | $ | (0.01 | ) | ||||||
| Diluted |
$ | 0.08 | $ | 0.06 | $ | (0.01 | ) | $ | (0.01 | ) | ||||||
| Weighted average shares outstanding: |
||||||||||||||||
| Basic |
6,445 | 6,420 | 6,434 | 6,420 | ||||||||||||
| Diluted |
6,625 | 6,487 | 6,628 | 6,483 | ||||||||||||
| Cash dividends |
None | None | None | None | ||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Cobra Electronics Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(dollars in thousands)
| As of June 30, 2004 (Unaudited) |
As of December 31, 2003 (Unaudited) |
|||||||
| ASSETS: |
||||||||
| Current assets: |
||||||||
| Cash |
$ | 9,052 | $ | 4,736 | ||||
| Receivables, less allowance for claims and doubtful accounts of $347 at June 30, 2004, and $577 at December 31, 2003 |
13,644 | 22,437 | ||||||
| Inventories, primarily finished goods |
19,479 | 20,668 | ||||||
| Deferred income taxes |
5,265 | 5,265 | ||||||
| Other current assets |
4,109 | 3,285 | ||||||
| Total current assets |
51,549 | 56,391 | ||||||
| Property, plant and equipment, at cost: |
||||||||
| Land |
330 | 330 | ||||||
| Buildings and improvements |
4,546 | 4,464 | ||||||
| Tooling and equipment |
22,200 | 21,379 | ||||||
| 27,076 | 26,173 | |||||||
| Accumulated depreciation |
(20,458 | ) | (19,466 | ) | ||||
| Net property, plant and equipment |
6,618 | 6,707 | ||||||
| Other assets: |
||||||||
| Cash surrender value of officers life insurance policies |
6,808 | 6,564 | ||||||
| Other |
9,123 | 6,571 | ||||||
| Total other assets |
15,931 | 13,135 | ||||||
| Total assets |
$ | 74,098 | $ | 76,233 | ||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
Cobra Electronics Corporation and Subsidiaries
Condensed Consolidated Balance Sheets Continued
(in thousands, except share data)
| As of June 30, 2004 (Unaudited) |
As of December 31, 2003 (Unaudited) |
|||||||
| LIABILITIES AND SHAREHOLDERS EQUITY: |
||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 3,501 | $ | 3,073 | ||||
| Accrued salaries and commissions |
840 | 1,189 | ||||||
| Accrued advertising and sales promotion costs |
1,281 | 2,766 | ||||||
| Accrued product warranty costs |
1,050 | 1,524 | ||||||
| Other accrued liabilities |
432 | 1,453 | ||||||
| Total current liabilities |
7,104 | 10,005 | ||||||
| Non-current liabilities: |
||||||||
| Deferred compensation |
5,012 | 4,556 | ||||||
| Deferred income taxes |
3,836 | 3,836 | ||||||
| Other long term liabilities |
466 | 135 | ||||||
| Total non-current liabilities |
9,314 | 8,527 | ||||||
| Total liabilities |
16,418 | 18,532 | ||||||
| Shareholders equity: |
||||||||
| Preferred stock, $1 par value, shares authorized1,000,000; none issued |
| | ||||||
| Common stock, $.33 1/3 par value, 12,000,000 shares authorized; 7,039,100 issued for 2004 and 2003 |
2,345 | 2,345 | ||||||
| Paid-in capital |
19,572 | 19,772 | ||||||
| Retained earnings |
39,849 | 39,890 | ||||||
| Accumulated other comprehensive income |
36 | 16 | ||||||
| Treasury stock, at cost (594,285 shares for 2004 and 619,323 shares for 2003) |
(3,722 | ) | (3,922 | ) | ||||
| Officers note receivable |
(400 | ) | (400 | ) | ||||
| Total shareholders equity |
57,680 | 57,701 | ||||||
| Total liabilities and shareholders equity |
$ | 74,098 | $ | 76,233 | ||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
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Cobra Electronics Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
| For the Six Months Ended (Unaudited) |
||||||||
| June 30, 2004 |
June 30, 2003 |
|||||||
| Cash flows from operating activities: |
||||||||
| Net loss |
$ | (41 | ) | $ | (46 | ) | ||
| Adjustments to reconcile net loss to net cash flows from operating activities: |
||||||||
| Depreciation and amortization |
1,352 | 1,555 | ||||||
| Loss on cash surrender value (CSV) of life insurance |
8 | 26 | ||||||
| Changes in assets and liabilities: |
||||||||
| Receivables |
8,785 | 8,210 | ||||||
| Inventories |
1,180 | (3,231 | ) | |||||
| Other current assets |
(905 | ) | (1,273 | ) | ||||
| Other assets |
(2,223 | ) | (1,225 | ) | ||||
| Accounts payable |
428 | 1,525 | ||||||
| Deferred compensation |
457 | 347 | ||||||
| Accrued liabilities |
(3,313 | ) | (3,593 | ) | ||||
| Other long term liabilities |
330 | | ||||||
| Net cash flows provided by operating activities |
6,058 | 2,295 | ||||||
| Cash flows from investing activities: |
||||||||
| Long term loan receivable |
(559 | ) | (1,450 | ) | ||||
| Capital expenditures |
(967 | ) | (698 | ) | ||||
| CSV life insurance premiums |
(252 | ) | (292 | ) | ||||
| Net cash flows used in investing activities |
(1,778 | ) | (2,440 | ) | ||||
| Effect of exchange rate changes on cash and cash equivalents |
36 | | ||||||
| Net increase (decrease) in cash |
4,316 | (145 | ) | |||||
| Cash at beginning of period |
4,736 | 2,829 | ||||||
| Cash at end of period |
$ | 9,052 | $ | 2,684 | ||||
| Supplemental disclosure of cash flow information |
||||||||
| Cash paid during the period for: |
||||||||
| Interest |
$ | 54 | $ | 60 | ||||
| Taxes |
$ | 0 | $ | 530 | ||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
Cobra Electronics Corporation and Subsidiaries
Notes to Condensed Consolidated Financial Statements
For the three month and six month periods ended June 30, 2004 and 2003
(Unaudited)
The condensed consolidated financial statements included herein have been prepared by Cobra Electronics Corporation (the Company or Cobra), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. The Condensed Consolidated Balance Sheets as of December 31, 2003 have been derived from the audited consolidated balance sheets as of that date. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Companys latest annual report on Form 10-K for the year ended December 31, 2003. In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. Due to the seasonality of the Companys business, the results of operations of any interim period are not necessarily indicative of the results that may be expected for a fiscal year.
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BusinessThe Company designs and markets consumer electronics products, which it sells primarily under the COBRA brand name principally in the United States, Canada and Europe. A majority of the Companys products are purchased from overseas suppliers, primarily in China, Hong Kong, South Korea and the Philippines. The consumer electronics market is characterized by rapidly changing technology and certain products may have limited life cycles. Management believes that it maintains strong relationships with its current suppliers and that, if necessary, other suppliers could be found. The extent to which a change in a supplier would have an adverse effect on the Companys business depends on the timing of the change, the product or products that the supplier produces for the Company and the volume of that production. The Company also maintains insurance coverage that would, in certain limited circumstances, reimburse the Company for lost profits resulting from a vendors inability to fulfill its commitments to the Company.
Principles of ConsolidationThe condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.
Translation of Foreign CurrenciesAssets and liabilities of consolidated foreign subsidiaries are translated into U.S. dollars at exchange rates in effect at quarter end. The resulting translation adjustments are included in stockholders equity as accumulated other comprehensive income. Revenues and expenses are translated at average exchange rates prevailing during the quarter. Gains or losses on foreign currency transactions and the related tax effects are reflected in net income.
Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period that are largely based on the current business conditions, including economic climate, revenue growth, sales returns rates, net realizable value of returned products and changes in
6
certain working capital amounts. The Company believes its estimates and assumptions are reasonable. However, actual results and the timing of the recognition of such amounts could differ from those estimates.
Accounts ReceivableThe majority of the Companys accounts receivable are due from retailers and distributors. Credit is extended based on evaluation of a customers financial condition, including the availability of credit insurance, and, generally, collateral is not required. Accounts receivable are due within various specific customer terms and are stated at amounts due from customers net of an allowance for claims and doubtful accounts.
The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Companys previous loss history, the customers current ability to pay its obligation to the Company, availability of credit insurance and the condition of the general economy and the industry as a whole. The Company writes off accounts receivable against the allowance for claims and doubtful accounts when they are judged to be uncollectible, and payments subsequently received on such receivables are credited to customer claims or bad debt expense.
InventoriesInventories are recorded at the lower of cost, on a first-in, first-out basis, or market.
Advertising and Sales Promotion ExpensesThese costs reflect amounts provided to retailers and distributors for advertising and sales promotions and are expensed as incurred. Customer programs, agreed to at the beginning of each year and revised as circumstances warrant, are mainly variable programs dependent on sales and may be revised during the course of the year, based upon a customers projected sales and other factors, such as new promotional opportunities.
Comprehensive Income-The Company reports comprehensive income under the provisions of Statement of Financial Accounting Standards (SFAS) No. 130, Reporting Comprehensive Income. Comprehensive income is defined as the change in equity of a business enterprise from transactions and other events from non-owner sources. Comprehensive income i