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EXCEL - IDEA: XBRL DOCUMENT - INTERNATIONAL BALER CORP | Financial_Report.xls |
EX-31 - INTERNATIONAL BALER CORP | ex312.htm |
EX-32 - INTERNATIONAL BALER CORP | ex321.htm |
EX-32 - INTERNATIONAL BALER CORP | ex322.htm |
EX-31 - INTERNATIONAL BALER CORP | ex311.htm |
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 10-Q
_________________
þ QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: __July 31, 2012_
or
o TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from: _____ to ______
INTERNATIONAL BALER CORPORATION
(Exact name of registrant as specified in its charter)
_________________
Delaware | 0-14443 | 13-2842053 |
(State or Other Jurisdiction | (Commission | (I.R.S. Employer |
of Incorporation or Organization) | File Number) | Identification No.) |
5400
Rio Grande Avenue, Jacksonville, FL 32254
(Address of Principal Executive Offices) (Zip Code)
(904-358-3812)
(Registrant’s
telephone number, including area code)
N/A
(Former
name or 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 þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
Large accelerated filer o | Accelerated filer o | Non-accelerated filer o | Smaller reporting company þ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No þ
APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by SectionS 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes o No o
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 5,183,895 shares of common stock August 30, 2012.
PART I
INTERNATIONAL BALER CORPORATION | |||
TABLE OF CONTENTS | |||
PAGE | |||
PART I. FINANCIAL INFORMATION | |||
ITEM 1. | FINANCIAL STATEMENTS | ||
Balance Sheets as of July 31, 2012, (unaudited) and October 31, 2011 | 2 | ||
Statements of Income Operations for the three months and nine months ended July 31, 2012 and 2011 (unaudited). | 3 | ||
Statements of Changes in Stockholders’ Equity for the nine months ended July 31, 012 (unaudited). | 4 | ||
Statements of Cash Flows for the nine months ended July 31, 2012 and 2011 (unaudited). | 5 | ||
Notes to Financial Statements (unaudited) | 6 | ||
ITEM 2. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS | 8 | |
ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 9 | |
ITEM 4. | CONTROLS AND PROCEDURES | 9 | |
PART II. OTHER INFORMATION | |||
ITEM 1. | LEGAL PROCEEDINGS | 10 | |
ITEM 5. | OTHER INFORMATION | 10 | |
ITEM 6. | EXHIBITS | 11 | |
SIGNATURES | 12 | ||
CERTIFICATIONS |
See accompanying notes to financial statements.
See accompanying notes to financial statements.
See accompanying notes to financial statements.
See accompanying notes to financial statements.
INTERNATIONAL BALER CORPORATION
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Nature of Business:
International Baler Corporation (the Company) is a manufacturer of baling equipment which is designed to compress a variety of materials into bales for easier handling, shipping, disposal, storage, and for recycling. Materials commonly baled include scrap metal, corrugated boxes, newsprint, aluminum cans, plastic bottles, and other solid waste. More sophisticated applications include baling of textile materials, fibers and synthetic rubber. The Company offers a wide variety of balers, standard models as well as custom models, and conveyors to meet specific customer requirements.
The Company’s customers include recycling facilities, distribution centers, textile mills, and companies which generate the materials for baling and recycling. The Company sells its products worldwide with 10% to 35% of its annual sales outside the United States.
2. | Basis of Presentation: |
The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information in footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. Operating results for the nine-month period ended July 31, 2012 are not necessarily indicative of the results that may be expected for the year ending October 31, 2012. The accompanying balance sheet as of October 31, 2011 was derived from the audited financial statements as of October 31, 2011.
3. Summary of Significant Accounting Policies: |
(a) Accounts Receivable & Allowance for Doubtful Accounts:
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable. The Company reviews its allowance for doubtful accounts monthly. Past due balances are reviewed individually for collectibility. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.
(b) Inventories:
Inventories are stated at the lower of cost or market. Cost is determined by a method that approximates the first-in, first-out method. Work in process and finished goods are valued based on underlying costs to manufacture balers which include direct materials, direct and indirect labor, and overhead. Company personnel review the potential usage of inventory and inventory components on a regular basis.
(c) Revenue Recognition:
The Company recognizes revenue when finished products and/or parts are shipped and the customer takes ownership and assumes the risk of loss. Revenue from installation services is recognized on completion of the service. The Company recognizes revenue from installations and start-ups and repair services in the period in which the service is provided.
(d) Basic and Diluted Income Per Share:
Basic income per share is calculated using the weighted average number of common shares outstanding during each period. Diluted income per share includes the net additional number of shares that would be issued upon the exercise of stock options using the treasury stock method. Options are not considered in loss periods as they would be antidilutive. The dilutive impact of options outstanding at July 31, 2012 and July 31, 2011 was -0- shares and 74,829 shares, respectively.
(e) Warranties and Service
The Company warrants its products for one (1) year from the date of sale as to materials and six (6) months as to labor, and offers a service plan for other required repairs and maintenance. The Company maintains an accrued liability for expected warranty claims. The warranty accrual is based on historical warranty costs, the quantity and types of balers under warranty, and known warranty issues.
Following is a tabular reconciliation of the changes in the warranty accrual for the nine-month period ended July 31:
2012 | 2011 | |||||||
Beginning balance | $ | 54,859 | $ | 49,859 | ||||
Warranty service provided | (118,030 | ) | (112,759 | ) | ||||
New product warranties | 189,174 | 98,265 | ||||||
Changes to pre-existing warranty accruals | 3,997 | 19,494 | ||||||
Ending balance | $ | 60,000 | $ | 54,859 |
(f) Fair Value of Financial Instruments
The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and customer deposits, approximate their fair value due to the short-term nature of these assets and liabilities.
4. Related Party Transactions:
The Company has a note receivable from its former president and director totaling $7,211 and $17,826 at July 31, 2012 and October 31, 2011, respectively. Interest accrues at the rate of 6% per annum.
The Company has an agreement with the former president and director of the Company for deferred compensation payments. The Company will make payments with a present value of $33,588, payable through January 2013 at $5,813 per month. A portion of the payments will be used to repay the outstanding note receivable discussed above.
Leland E. Boren, a stockholder and director of the Company, is the owner of Avis Industrial Corporation (Avis). Mr. Boren controls 51.0% of the outstanding shares of the Company. Avis owns 100% of The American Baler Company, a competitor of the Company. These baler companies operate independent of each other. The Company had no equipment sales to, or purchases from, The American Baler Company for the nine months ended July 31, 2012 or 2011.
5. Inventories
Inventories consisted of the following:
July 31, 2012 | October 31, 2011 | |||||||
Raw materials | $ | 1,418,702 | $ | 1,009,648 | ||||
Work in process | 2,269,606 | 1,429,606 | ||||||
Finished goods | 292,846 | 143,846 | ||||||
$ | 3,981,154 | $ | 2,583,100 |
6. Debt
The Company has a $1,000,000 line of credit agreement with CenterState Bank of Florida. The line of credit allows the Company to borrow against the Company’s accounts receivable, inventory and property, plant and equipment. The line of credit bears interest at the prime rate plus one-quarter percent with a floor of 4.0%. The line of credit had no outstanding balance at July 31, 2012 and October 31, 2011, and the unused line of credit was $1,000,000 at July 31, 2012.
7. Income Taxes
As of July 31, 2012, the Company’s anticipated annual effective tax rate is 39%. The difference between income taxes as provided at the federal statutory tax rate of 34% and the Company’s actual income tax is primarily the result of state income tax expense and permanent deductible differences.
Tax assets are recognized in the balance sheet if it is more likely than not that they will be realized on future tax returns. Factors considered included, historical results of operations, volatility of the economic conditions and projected earnings based on current operations. Based on this evidence, it is more likely than not that the deferred tax assets would be realized. Accordingly, the valuation allowance as of July 31, 2012 and at October 31, 2011 is $0. However, if it is determined that all or part of the deferred tax assets will not be used in the future, an adjustment to the deferred tax assets would be charged against net income in the period such determination is made. As of July 31, 2012 and October 31, 2011, net deferred tax assets were $191,387.
8. Stock-Based Compensation
In June 2002, the Company granted 250,000 nonqualified stock options to purchase shares of the Company’s common stock. These options, which vested immediately, had an exercise price of $0.30 and a term of 10 years. The Company has no remaining authorized shares available for grant under existing stock option plans. As all options were fully vested, there was no impact to net income for the nine months ended July 31, 2012 and 2011 related to stock options. The stock options were exercised in April 2011 and 250,000 shares of common stock were issued.
9. Commitments and Contingencies
The Company, in the ordinary course of business, is subject to claims made, and from time to time is named as a defendant in legal proceedings relating to the sales of its products. The Company believes that the reserves reflected in its financial statements are adequate to pay losses and loss adjustment expenses which may result from such claims and proceedings; however, such estimates may be more or less than the amount ultimately paid when the claims are settled. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s financial position, results of operations, or liquidity.
On August 26, 2010, the Company was served with a wrongful death lawsuit filed by the Estate of a former employee who was injured in a workplace accident while an employee of the Company. The accident occurred in September 2008. The Plaintiff has demanded $2,500,000 to settle this claim. The Company intends to vigorously defend this case and has contacted its liability insurance carrier to request defense and indemnification of any losses incurred in connection with this lawsuit. A motion to dismiss the Complaint was granted without prejudice in January 2012, allowing the Plaintiff the ability to file an amended Complaint.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read together with our unaudited financial statements and the related notes thereto included in Part I, Item 1 “Financial Statements”. For further information, refer to the Company’s Annual Report on Form 10-K for the year ended October 31, 2011, and the Management Discussion and Analysis of Financial Condition and Results of Operations included in this Form 10-Q.
Results of Operations: Three Month Comparison
In the third quarter ended July 31, 2012, the Company had net sales of $5,093,153, compared to net sales of $3,105,108 in the third quarter of fiscal 2011, an increase of 64.0%. The increase in revenue is the result of higher shipments of two-ram balers and synthetic rubber balers in the third quarter of fiscal 2012 compared to the third quarter 2011. The Company’s expanded dealer network contributed to the higher two-ram sales in the quarter.
The Company had pre-tax income of $607,578 in the third quarter, compared to $394,741 in the third quarter of fiscal 2011. The improvement in income was the result of the higher shipments of equipment and parts and service and the higher absorption of fixed costs. Selling and administrative expenses increased by $128,555 in the third quarter compared to the prior year third quarter.
Results of Operations: Nine Month Comparison
The Company had net sales of $13,997,907 in the first nine months of fiscal 2012 compared to net sales of $7,786,826 in the same period of fiscal 2011, an increase of 79.8%. The higher net sales was the result of the shipment of seventeen rubber balers and seventeen two-ram balers compared to two rubber balers and nine two-ram balers in the first nine months of 2011.
Gross profit was $1,381,607 higher in the nine months of 2012 than in the prior year and gross profit margins were to 22.4% and 22.5% in 2012 and 2011, respectively.
The Company had pre-tax income of $1,840,410 in the first nine months of 2012 compared to income of $849,759 in the first nine months of fiscal 2011. Selling and administrative expenses were $389,152 higher in the first nine months of fiscal 2012 than in the prior year.
The sales order backlog was $5,320,000 at July 31, 2012 and $4,700,000 at July 31, 2011.
Financial Condition and Liquidity:
Net working capital at July 31, 2012 was $5,351,578, as compared to $4,242,972 at October 31, 2011. The Company currently believes that it will have sufficient cash flow to be able to fund operating activities for the next twelve months.
Average days sales outstanding (DSO) in the first nine months of fiscal 2012 were 28.2 days, as compared to 26.6 days in the first nine months of fiscal 2011. DSO is calculated by dividing the total of the month-end net accounts receivable balances for the period by three, and dividing that result by the average days sales for the period (period sales ÷ 273).
During the nine months ended July 31, 2012 and 2011, the Company made additions to plant and equipment of $108,364 and $213,866, respectively.
The Company has a $1,000,000 line of credit agreement with CenterState Bank of Florida. The line of credit allows the Company to borrow against the Company’s accounts receivable, inventory and property, plant and equipment. The line of credit bears interest at the prime rate plus one-quarter percent with a floor of 4.0%. The line of credit had no outstanding balance at July 31, 2012 and October 31, 2011, and the unused line of credit was $1,000,000 at July 31, 2012.
In the event that the Company’s line of credit would not be available, the Company would pursue a line of credit from other sources, and take steps to minimize expenditures, such as delaying capital expenditures and reducing overhead costs.
Forward Looking Statements
Certain statements in this Report contain forward-looking statements within the meaning of Section 21B of the Securities and Exchange Act of 1934, as amended. These forward-looking statements represent the Company=s present expectations or beliefs concerning future events. The Company cautions that such statements are necessarily based on certain assumptions which are subject to risks and uncertainties including, but not limited to, changes in general economic conditions and changing competition which could cause actual results to differ materially from those indicated.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to changes in interest rates as a result
of its financing activities, including its borrowings on the revolving line of credit facility. Based on the current level
of borrowings, a change in Interest rates is not expected to have a material effect on operations or financial position.
ITEM 4. CONTROLS AND PROCEDURES
Controls and Procedures
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), as appropriate, to allow timely decisions regarding required disclosures.
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is necessarily required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
As of the end of the period covered by this report, and under the supervision and with the participation of the management, including the Company’s Chief Executive Officer and Chief Financial Officer, management evaluated the effectiveness of the design and operation of these disclosure controls and procedures. Based on this evaluation and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective.
Management, with the participation of the Company’s principal executive and principal financial officers, assessed the effectiveness of the Company’s internal control over financial reporting as of July 31, 2012. This assessment was performed using the criteria established under the Internal Control-Integrated Framework established by Committee of Sponsoring Organization of the Treadway Commission (“COSO”).
As part of a continuing effort to improve the Company’s business processes management is evaluating its internal controls and may update certain controls to accommodate any modifications to its business processes or accounting procedures.
Changes in Internal Control over Financial Reporting
The Company’s management, including CEO and CFO, confirm that there were no changes in the Company’s internal control over financial reporting during the fiscal quarter ended July 31, 2012 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On August 26, 2010, the Company was served with a wrongful death lawsuit filed by the Estate of a former employee who was injured in a workplace accident while an employee of the Company. The accident occurred in September 2008. The Plaintiff has demanded $2,500,000 to settle this claim. The Company intends to vigorously defend this case and has contacted its liability insurance carrier to request defense and indemnification of any losses incurred in connection with this lawsuit. A motion to dismiss the Complaint was granted without prejudice in January 2012, allowing the Plaintiff the ability to file an amended Complaint.
ITEM 5. OTHER INFORMATION
None.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned there unto duly authorized.
Dated: Septem D Dated: September 12, 2012
INTERNATIONAL BALER CORPORATION
Date: September 12, 2012
International Baler Corporation | |
By: /s/ D. Roger Griffin | |
D. Roger Griffin Chief Executive Officer |
Date: September 12, 2012
International Baler Corporation | |
By: /s/ William E. Nielsen | |
William E. Nielsen Chief Officer |