Attached files

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EX-31.1 - I, D. ROGER GRIFFIN, CERTIFY THAT: - INTERNATIONAL BALER CORPex311.htm
EX-32.2 - CERTIFICATION - INTERNATIONAL BALER CORPex322.htm
EX-32.1 - CERTIFICATION - INTERNATIONAL BALER CORPex321.htm
EX-31.2 - I, WILLIAM E. NIELSEN, CERTIFY THAT: - INTERNATIONAL BALER CORPex312.htm
EXCEL - IDEA: XBRL DOCUMENT - INTERNATIONAL BALER CORPFinancial_Report.xls
 

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: November 30, 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 000-14443 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

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

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  o

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes        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

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 February 28, 2013.

 

 
 

 

 

   
  INTERNATIONAL BALER CORPORATION
         
TABLE OF CONTENTS  
         
      PAGE  
         
PART I. FINANCIAL INFORMATION  
         
  ITEM 1. FINANCIAL STATEMENTS    
         
    Balance Sheets as of January 31, 2013, (unaudited) and October 31, 2012  
         
    Statements of Income Operations for the three months ended January 31, 2013 and 2012 (unaudited).  
         
    Statements of Changes in Stockholders’ Equity for the period from October 31, 2012 to January 31, 2013 (unaudited).  
         
    Statements of Cash Flows for the three months ended January 31, 2013 and 2012 (unaudited).  
         
    Notes to Financial Statements (unaudited)  
         
         
  ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 6  
         
  ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 7  
         
  ITEM 4. CONTROLS AND PROCEDURES 7  
         
PART II. OTHER INFORMATION  
         
  ITEM 1. LEGAL PROCEEDINGS 8  
         
  ITEM 5. OTHER INFORMATION 8  
         
  ITEM 6. EXHIBITS 8  
         
SIGNATURES    
         
CERTIFICATIONS  
           
 
 

 

INTERNATIONAL BALER CORPORATION
BALANCE SHEETS
         
    January 31, 2013   October 31, 2012
ASSETS   Unaudited    
         
Current assets:        
Cash and cash equivalents $ 1,741,825 $ 1,719,140
Accounts receivable, net of allowance for doubtful accounts        
of $65,764 at January 31, 2013 and October 31, 2012   1,163,936   1,435,793
Inventories   3,681,821   4,195,551
Prepaid expense and other current assets   92,456   128,453
Deferred income taxes   151,259   151,259
Total current assets   6,831,297   7,630,196
         
Property, plant and equipment, at cost:   2,954,867   2,871,755
Less: accumulated depreciation   1,882,014   1,843,014
Net property, plant and equipment   1,072,853   1,028,741
         
Other assets:        
Other assets   1,396   5,000
Deferred income taxes   242   242
Total other assets   1,638   5,242
         
TOTAL ASSETS $ 7,905,788 $ 8,664,179
         
LIABILITIES AND STOCKHOLDERS' EQUITY        
         
Current liabilities:        
Accounts payable $ 615,266 $ 706,255
Accrued liabilities   248,001   456,313
Current portion of deferred compensation   -   17,211
Customer deposits   426,848   984,962
Total current liabilities   1,290,115   2,164,741
         
Total liabilities   1,290,115   2,164,741
         
Commitments and contingencies (Note 8)   -   -
         
Stockholders' equity:        
Preferred stock, par value $.0001,        
10,000,000 shares authorized, none issued   -   -
Common stock, par value $.01,        
25,000,000 shares authorized; 6,429,875 shares        
issued at January 31, 2013 and October 31, 2012   64,299   64,299
Additional paid-in capital   6,419,687   6,419,687
Retained earnings   813,097   696,862
    7,297,083   7,180,848
         
Less: Treasury stock, 1,245,980 shares        
at January 31, 2013 and October 31, 2012, at cost   (681,410)   (681,410)
         
Total stockholders' equity   6,615,673   6,499,438
         
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 7,905,788 $ 8,664,179
         

 

See accompanying notes to Financial Statements.

1
 

 

INTERNATIONAL BALER CORPORATION
STATEMENTS OF INCOME

FOR THE THREE MONTHS ENDED JANUARY 31, 2013 AND 2012

Unaudited

           
           
   
    2013     2012
           
           
Net sales:          
Equipment $ 3,496,627   $ 3,809,380
Parts and service   399,239     461,415
Total net sales   3,895,866     4,270,795
           
Cost of sales   3,177,289     3,306,169
           
Gross profit   718,577     964,626
           
           
Operating expense:          
Selling expense   252,821     163,402
Administrative expense   272,347     223,067
Total operating expense   525,168     386,469
           
Operating income   193,409     578,157
           
Other income (expense):          
Interest income   430     1,666
Interest expense   (3,604)     -
Total other income (expense)   (3,174)     1,666
           
           
Income before income taxes   190,235     579,823
           
Income tax provision   74,000     224,000
           
Net income $ 116,235   $ 355,823
           
           
Basic income per share $ 0.02   $ 0.07
           
Weighted average number of shares outstanding   5,183,895     5,183,895
           
           
See accompanying notes to financial statements.          

 

2
 

 

INTERNATIONAL BALER CORPORATION
STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED JANUARY 31, 2013
UNAUDITED
                             
    Common Stock         Treasury Stock      
                             
    NUMBER OF SHARES ISSUED   PAR VALUE   ADDITIONAL PAID-IN CAPITAL   EARNINGS NUMBER OF SHARES   COST   TOTAL STOCK- HOLDERS' EQUITY  
                             
Balance at October 31, 2012 6,429,875 $ 64,299 $ 6,419,687 $ 696,862 1,245,980 $ (681,410) $ 6,499,438  
                             
  Net Income -   -   -   116,235 -   -   116,235  
                             
Balance at January 31, 2013 6,429,875 $ 64,299 $ 6,419,687 $ 813,097 1,245,980 $ (681,410) $ 6,615,673  
                             
See accompanying notes to financial statements.              
                                               

 

3
 

 

INTERNATIONAL BALER CORPORATION
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JANUARY 31, 2013 AND 2012
UNAUDITED
       
    2013    2012 
           
Cash flow from operating activities:          
Net income  $116,235   $355,823 
Adjustments to reconcile net income to net cash provided          
by operating activities:          
Depreciation and amortization   42,604    35,102 
Changes in operating assets and liabilities:          
Accounts receivable   271,857    (576,623)
Inventories   513,730    (985,023)
Prepaid expenses and other assets   32,324    34,803 
Accounts payable   (90,989)   540,454 
Accrued liabilities and deferred compensation   (225,523)   52,805 
Customer deposits   (558,114)   600,573 
Net cash provided by operating activities   102,124    57,914 
           
Cash flows from investing activities:          
Proceeds from notes receivable from former Director   3,673    3,538 
Purchase of property and equipment   (83,112)   (12,916)
Net cash used in investing activities   (79,439)   (9,378)
           
Net increase in cash and cash equivalents   22,685    48,536 
           
Cash and cash equivalents at beginning of period   1,719,140    2,875,149 
           
Cash and cash equivalents at end of period  $1,741,825   $2,923,685 
           
Supplemental disclosure of cash flow information:          
Cash paid during period for:          
Interest  $—      —   
Income taxes   —      40,000 
           
           
           
           
           
See accompanying notes to financial statements.          
4
 

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 three-month period ended January 31, 2013 are not necessarily indicative of the results that may be expected for the year ending October 31, 2013. The accompanying balance sheet as of October 31, 2012 was derived from the audited financial statements as of October 31, 2012.

 

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 including the analysis of historical trends, customer credit worthiness and the aging of receivables. 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)Warranties and Service:

 

The Company typically 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 three-month period ended January 31:

 

    2013    2012 
Beginning balance  $60,000   $54,859 
Warranty service provided   (32,681)   (59,746)
New product warranties   34,966    57,140 
Changes to pre-existing warranty accruals   (2,285)   7,606 
Ending balance  $60,000   $59,859 
           

 

 

(e)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 had a note receivable from its former president and director totaling $3,673 at October 31, 2012, which was paid in full at January 31, 2013. Interest accrued at the rate of 6% per annum.

 

The Company had an agreement with the former president and director of the Company for deferred compensation payments. The Company made payments of $5,813 per month through January 2013. A portion of the payments were 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 three months ended January 31, 2013 or in fiscal year ended October 31, 2012.

5
 

 

5.Inventories:

 

Inventories consisted of the following:

 

   January 31, 2013   October 31, 2013 
Raw materials $1,574,125  $1,638,855 
Work in process  1,743,062   1,356,062 
Finished goods  364,634   1,200,634 
  $3,681,821  $4,195,551 

 

 

6.Debt:

 

The Company has a $1,650,000 line of credit agreement with First Merchants Bank of Muncie, Indiana that was entered into on January 7, 2013. The line of credit allows the Company to borrow at an interest rate equal to the sum of the LIBOR Rate applicable to each interest period plus 2.24%. The line of credit is secured by all assets of the Company and has a term of two years. The line of credit had no outstanding balance at January 31, 2013

 

7.Income Taxes:

 

As of January 31, 2013, 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 January 31, 2013 and at October 31, 2012 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 January 31, 2013 and October 31, 2012, net deferred tax assets were $151,501.

 

8.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. There has been no activity related to this lawsuit since January 2012.

 

 

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, 2012, 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 first quarter ended January 31, 2013, the Company had net sales of $3,865,866, compared to net sales of $4,270,795 in the first quarter of fiscal 2012, a decrease of 8.8%. The decrease in sales was the result of a slowdown in the demand for balers for recycling. The Company sold four synthetic rubber balers in the first quarter of 2013 versus six in the first quarter of fiscal 2012.

 

The Company had net income of $116,235 in the first quarter, compared to net income of $355,823 in the first quarter of 2012. The lower net income was the result of the lower level of shipments in the first quarter of the current fiscal year. Also, the Company had higher costs for sales salaries due to the addition of two regional sales managers and higher cost for general liability insurance.

 

The sales order backlog was $ 2,760,000 at January 31, 2013 and $7,800,000 at January 31, 2012.

 

Financial Condition and Liquidity:

 

Net working capital at January 31, 2013 was $5,541,182, as compared to $5,465,455 at October 31, 2012. 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 three months of fiscal 2013 were 31.9 days, as compared to 28.4 days in the first three months of fiscal 2012. 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 day’s sales for the period (period sales ÷ 91.25).

 

During the three months ended January 31, 2013 and 2012, the Company made additions to plant and equipment of $83,112 and $12,916, respectively.

 

The Company has a $1,650,000 line of credit agreement with First Merchants Bank of Muncie, Indiana. The line of credit allows the company to borrow at an interest rate equal to the sum of the LIBOR Rate applicable to each interest period plus 2.24%. The line of credit and the Company’s previous line of credit is secured by all assets of the Company and has a term of two years. The line of credit had no outstanding balance at January 31, 2013 and October 31, 2012, respectively, and the unused line of credit was $1,650,000 at January 31, 2013.

 

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.

6
 

 

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 January 31, 2013. 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.

7
 

 

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 January 31, 2013 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. There has been no activity related to this lawsuit since January 2012.

 

 

ITEM 5. OTHER INFORMATON

 

None.

  

ITEM 6. EXHIBITS

 

The following exhibits are submitted herewith:

 

Exhibit No. Description
31.1 Certification of D. Roger Griffin, Chief Executive Officer, pursuant to Rule 13a–14(a)/15d-14(a).
   
31.2 Certification of William E. Nielsen, Chief Financial Officer, pursuant to Rule 13a–14(a)/15d-14(a).
   
32.1 Certification of D. Roger Griffin, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
   
32.2 Certification of William E. Nielsen, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

8
 

 

SIGNATURES

 

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.

 

 

INTERNATIONAL BALER CORPORATION

 

 

Date: March 13th 2013 International Baler
  By: /s/ D. Roger Griffin
  D. Roger Griffin
Chief Executive Officer

Date: March 13th 2013 International Baler
  By: /s/ William E. Nielsen
  D. William E. Nielsen
Chief Financial Officer

 

 

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