Back to GetFilings.com




 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: March 31, 2005

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                      to                     

 

Commission File Number: 0-10723

 

BOLT TECHNOLOGY CORPORATION

(Exact name of registrant as specified in its charter)

 

Connecticut   06-0773922
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)

 

Four Duke Place, Norwalk, Connecticut   06854
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (203) 853-0700

 

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 Securities Exchange Act of 1934). Yes ¨  No x

 

At May 10, 2005, there were 5,423,960 shares of Common Stock, without par value, outstanding.

 



BOLT TECHNOLOGY CORPORATION

 

INDEX

 

         Page Number

Part I - Financial Information:     
Item 1. Financial Statements     
    Consolidated Statements of Operations (Unaudited) - Three and nine months ended March 31, 2005 and 2004    3
    Consolidated Balance Sheets - March 31, 2005 (Unaudited) and June 30, 2004    4
    Consolidated Statements of Cash Flows (Unaudited) - Nine months ended March 31, 2005 and 2004    5
    Notes to Consolidated Financial Statements (Unaudited)    6-14
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations    15-22
Item 3. Quantitative and Qualitative Disclosures about Market Risk    22
Item 4. Controls and Procedures    22
Part II - Other Information:     
Item 1. Legal Proceedings    23
Item 5. Other Information    23
Item 6. Exhibits    23
Signatures    24
Exhibit Index    25-26

 

2


PART I – FINANCIAL INFORMATION

 

Item 1 – Financial Statements

 

BOLT TECHNOLOGY CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

    

Three Months Ended

March 31,


   

Nine Months Ended

March 31,


 
     2005

    2004

    2005

    2004

 

Sales

   $ 5,115,000     $ 3,661,000     $ 13,421,000     $ 10,828,000  
    


 


 


 


Costs and Expenses:

                                

Cost of sales

     3,122,000       2,153,000       8,026,000       6,278,000  

Research and development

     79,000       80,000       201,000       165,000  

Selling, general and administrative

     1,234,000       1,114,000       3,738,000       3,219,000  

Interest income

     (18,000 )     (4,000 )     (31,000 )     (12,000 )
    


 


 


 


       4,417,000       3,343,000       11,934,000       9,650,000  
    


 


 


 


Income before income taxes

     698,000       318,000       1,487,000       1,178,000  

Provision for income taxes

     215,000       120,000       516,000       414,000  
    


 


 


 


Net income

   $ 483,000     $ 198,000     $ 971,000     $ 764,000  
    


 


 


 


Earnings per share:

                                

Basic

   $ 0.09     $ 0.04     $ 0.18     $ 0.14  

Diluted

   $ 0.09     $ 0.04     $ 0.18     $ 0.14  

Average shares Outstanding:

                                

Basic

     5,420,923       5,414,357       5,417,283       5,414,357  

Diluted

     5,564,635       5,492,963       5,521,604       5,485,406  

 

See Notes to Consolidated Financial Statements (Unaudited).

 

3


BOLT TECHNOLOGY CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

    

March 31,

2005

(unaudited)


   

June 30,

2004


 
              
ASSETS                 

Current Assets:

                

Cash and cash equivalents

   $ 3,364,000     $ 2,890,000  

Accounts receivable, net

     2,928,000       2,336,000  

Inventories, net

     5,246,000       4,687,000  

Deferred income taxes

     333,000       425,000  

Other

     256,000       174,000  
    


 


Total current assets

     12,127,000       10,512,000  
    


 


Goodwill, net

     11,052,000       11,084,000  

Plant and Equipment, net

     1,731,000       861,000  

Deferred Income Taxes

     —         19,000  

Other Assets

     98,000       98,000  
    


 


Total assets

   $ 25,008,000     $ 22,574,000  
    


 


LIABILITIES AND STOCKHOLDERS’ EQUITY                 

Current Liabilities:

                

Accounts payable

   $ 1,014,000     $ 461,000  

Accrued liabilities

     1,053,000       721,000  

Customer Advance Payments

     414,000       —    
    


 


Total current liabilities

     2,481,000       1,182,000  

Deferred Income Taxes

     140,000       —    
    


 


Total liabilities

     2,621,000       1,182,000  
    


 


Stockholders’ Equity:

                

Common stock

     26,176,000       26,152,000  

Accumulated deficit

     (3,789,000 )     (4,760,000 )
    


 


Total stockholders’ equity

     22,387,000       21,392,000  
    


 


Total liabilities and stockholders’ equity

   $ 25,008,000     $ 22,574,000  
    


 


 

See Notes to Consolidated Financial Statements (Unaudited).

 

4


BOLT TECHNOLOGY CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

    

Nine Months Ended

March 31,


 
     2005

    2004

 

Cash Flows From Operating Activities:

                

Net income

   $ 971,000     $ 764,000  

Adjustments to reconcile net income to cash provided by operating activities:

                

Depreciation

     206,000       203,000  

Deferred income taxes

     283,000       315,000  
    


 


       1,460,000       1,282,000  

Changes in operating assets and liabilities:

                

Accounts receivable

     (592,000 )     (501,000 )

Inventories

     (559,000 )     (408,000 )

Other assets

     (82,000 )     101,000  

Accounts payable and accrued liabilities

     885,000       106,000  

Customer advance payments

     414,000       —    
    


 


Net cash provided by operating activities

     1,526,000       580,000  
    


 


Cash Flows From Investing Activities:

                

Purchase of plant and equipment

     (1,076,000 )     (91,000 )
    


 


Net cash used in investing activities

     (1,076,000 )     (91,000 )
    


 


Cash Flow From Financing Activities:

                

Exercise of Stock Options

     24,000       —    
    


 


Net cash provided by financing activities

     24,000       —    
    


 


Net increase in cash and cash equivalents

     474,000       489,000  

Cash and cash equivalents at beginning of period

     2,890,000       1,922,000  
    


 


Cash and cash equivalents at end of period

   $ 3,364,000     $ 2,411,000  
    


 


Supplemental disclosure of cash flow information:

                

Income taxes paid

   $ 23,000     $ 35,000  
    


 


 

See Notes to Consolidated Financial Statements (Unaudited).

 

5


BOLT TECHNOLOGY CORPORATION AND ITS SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

Note 1– Basis of Presentation

 

The consolidated balance sheet as of March 31, 2005, the consolidated statements of operations for the three month and nine month periods ended March 31, 2005 and 2004 and the consolidated statements of cash flows for the nine month periods ended March 31, 2005 and 2004 are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial statements have been included. Such adjustments consisted only of normal, recurring items. Interim results are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2004.

 

Note 2 – Description of Business and Significant Accounting Policies

 

The Company consists of three operating units: Bolt Technology Corporation (“Bolt”), A-G Geophysical Products, Inc. (“A-G”) and Custom Products Corporation (“Custom Products”). Bolt and A-G are in the “geophysical equipment” segment. Bolt manufactures and sells air guns and replacement parts, and A-G manufactures and sells underwater cables, connectors, hydrophones and seismic source monitoring systems. Custom Products, which is in the “industrial products” segment, manufactures and sells miniature industrial clutches and brakes and sells sub-fractional horsepower electrical motors.

 

Principles of Consolidation:

 

The consolidated financial statements include the accounts of Bolt Technology Corporation and its subsidiary companies. All significant intercompany balances and transactions have been eliminated.

 

Cash and Cash Equivalents:

 

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

 

Allowance for Uncollectible Accounts:

 

The allowance for uncollectible accounts is established through a provision for bad debts charged to expense. Accounts receivable are charged against the allowance for uncollectible accounts when the Company believes that collectibility of the principal is unlikely. The allowance is an amount that the Company believes will be adequate to absorb estimated losses on existing accounts receivable, based on the evaluation of the collectibility of accounts receivable and prior bad debt experience. This evaluation also takes into consideration such factors as changes in the nature and volume of the accounts receivable, overall quality of accounts receivable, review of specific problem accounts receivable, and current economic and industry conditions that may affect the customer’s ability to pay. While the Company uses the best information available to make its evaluation, future adjustments to the allowance may be necessary if there are significant changes in economic and industry conditions.

 

6


Inventories:

 

Inventories are valued at the lower of cost or market, with cost principally determined on an average cost method which approximates the first-in, first-out method. The Company maintains an inventory valuation reserve to provide for slow moving and obsolete inventory. Amounts are charged to the reserve when the Company scraps or disposes of inventory. See Note 5 to Consolidated Financial Statements (Unaudited) for additional information concerning inventories.

 

Plant and Equipment:

 

Plant and equipment are stated at cost. Depreciation for financial accounting purposes is computed using the straight-line method over the estimated useful lives of 5 to 10 years for machinery and equipment, 1 to 10 years for geophysical equipment, 15 to 30 years for buildings, and over the term of the lease for leasehold improvements. Major improvements which add to the productive capacity or extend the life of an asset are capitalized, while repairs and maintenance are charged to expense as incurred. See Note 6 to Consolidated Financial Statements (Unaudited) for additional information concerning plant and equipment.

 

Goodwill:

 

Goodwill represents the excess cost over the value of net tangible assets acquired in business combinations and until June 30, 2001 was being amortized using the straight-line method over 20 years. Accumulated amortization at March 31, 2005 and June 30, 2004 was $1,750,000. Effective July 1, 2001, the Company adopted SFAS No. 142, “Goodwill and Other Intangible Assets.” Under SFAS No. 142, goodwill amortization ceased when the new standard was adopted. The standard also required an initial goodwill impairment test in the year of adoption and annual impairment tests thereafter. The initial impairment test of the goodwill balance as of July 1, 2001 and annual impairment tests of the goodwill balance as of July 1, 2002, July 1, 2003 and July 1, 2004 were conducted and the tests indicated no impairment. The tests were conducted by management with the assistance of an independent valuation company. See Note 3 to Consolidated Financial Statements (Unaudited) for additional information concerning goodwill.

 

Revenue Recognition and Warranty Costs:

 

The Company recognizes sales revenue when it is realized and earned. The Company’s reported sales revenue is based on meeting the following criteria:

 

  1. Manufacturing products based on customer specifications.

 

  2. Delivering product to the customer before the close of the reporting period. Delivery results in the transfer of ownership risk to the customer.

 

  3. Establishing a set sales price with the customer.

 

  4. Collecting the sales revenue from the customer is reasonably assured.

 

Warranty costs and product returns incurred by the Company have not been significant.

 

7


Income Taxes:

 

The provision for income taxes is determined under the liability method. Deferred tax assets and liabilities are recognized based on differences between the book and tax bases of assets and liabilities using currently enacted tax rates. The provision for income taxes is the sum of the amount of income tax paid or payable for the period determined by applying the provisions of enacted tax laws to the taxable income for that period and the net change during the period in the Company’s deferred tax assets and liabilities. See Note 4 to Consolidated Financial Statements (Unaudited) for additional information concerning the provision for income taxes.

 

Stock-Based Compensation:

 

The Company adopted SFAS No. 148, “Accounting for Stock-Based Compensation—Transition and Disclosure,” in 2003 and SFAS No. 123, “Accounting for Stock-Based Compensation,” in 1997. Under SFAS No. 123, as amended by SFAS No. 148, companies can, but are not required to, elect to recognize compensation expense for all stock-based awards using a fair value methodology. The Company has adopted the disclosure-only provisions, as permitted by SFAS Nos. 123 and 148. In this regard, the Company applies Accounting Principles Board Opinion No. 25 and related interpretations in accounting for its stock-based plans. Accordingly, no compensation expense is recognized for grants under the Company’s stock option plan.

 

Had compensation cost for stock options granted been recognized in accordance with the provisions of SFAS No. 123, as amended by SFAS No. 148, net income and earnings per share for the three month and nine month periods ended March 31, 2005 and 2004 would have been as follows:

 

     Three Months Ended
March 31,


     2005

   2004

Net Income:

             

As reported

   $ 483,000    $ 198,000

Additional compensation cost determined under the fair value method for all stock option grants, net of income tax effect

     —        14,000
    

  

Pro forma

   $ 483,000    $ 184,000
    

  

Basic earnings per share:

             

As reported

   $ 0.09    $ 0.04

Pro forma

   $ 0.09    $ 0.03

Diluted earnings per share:

             

As reported

   $ 0.09    $ 0.04

Pro forma

   $ 0.09    $ 0.03

 

8


    

Nine Months Ended

March 31,


     2005

   2004

Net Income:

             

As reported

   $ 971,000    $ 764,000

Additional compensation cost determined under the fair value method for all stock option grants, net of income tax effect

     —        100,000
    

  

Pro forma

   $ 971,000    $ 664,000