FORM 10-QSB
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
HICKOK
INCORPORATED
_________________________________________________________________
(Exact
name of small business issuer as specified in its charter)
|
|
34-0288470
|
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.)
|
| 10514 Dupont Avenue, Cleveland, Ohio |
44108
|
| (Address of principal executive offices) |
(Zip Code)
|
| Registrant's telephone number including area code |
(216) 541-8060
|
Check
whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes
No_X_
As of August 7, 2007: 766,379 Hickok Incorporated Class A Common Shares and 454,866 Class B Common Shares were outstanding.
Transitional Small Business Disclosure Format (Check one): Yes___No X
Item 1. Financial Statements:
HICKOK
INCORPORATED
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
|
Three months ended
June 30, |
June 30, |
|
|
|
|
|
|
| Net Sales | ||||
| Product Sales |
$2,679,057
|
$4,044,005
|
$6,085,494
|
$9,918,861
|
| Service Sales |
138,178
|
177,154
|
464,323
|
618,923
|
|
|
|
|
|
|
| Total Net Sales |
2,817,235
|
4,221,159
|
6,549,817
|
10,537,784
|
| Costs and Expenses | ||||
| Cost of Product Sold |
1,590,039
|
2,102,696
|
3,833,884
|
5,544,783
|
| Cost of Service Sold |
118,862
|
118,164
|
462,829
|
448,716
|
| Product Development |
468,191
|
469,835
|
1,442,671
|
1,309,733
|
| Marketing and Administrative Expenses |
834,110
|
1,091,518
|
2,764,702
|
3,046,284
|
| Interest Charges |
4,387
|
5,766
|
6,179
|
36,189
|
| Other <Income> Expense |
<245,375>
|
<12,295>
|
<314,472>
|
<291,227>
|
|
|
|
|
|
|
| Total Costs and Expenses |
2,770,214
|
3,775,684
|
8,195,793
|
10,094,478
|
|
|
|
|
|
|
| Income <Loss> before Provision for Income Taxes |
47,021
|
445,475
|
<1,645,976>
|
443,306
|
| Income <Recovery of> Taxes |
15,700
|
151,500
|
<560,000>
|
150,800
|
|
|
|
|
|
|
| Income
<Loss> before cumulative effect of change in accounting principle |
31,321 |
293,975 |
<1,085,976> |
292,506 |
|
Cumulative effect of change in accounting for stock based compensation,
net of tax of $8,000 |
- |
- |
14,863 |
- |
|
|
|
|
|
|
| Net
Income <Loss> |
$31,321 |
$293,975 |
$<1,100,839> |
$292,506 |
|
|
|
|
|
|
| Earnings per Common Share: | ||||
| Income <Loss> before cumulative effect of change in accounting principle | $.02 |
$.24 |
$<.90> |
$.24 |
| Cumulative effect of change in accounting for stock based compensation, net of tax of $8,000 | - |
- |
<.01> |
- |
|
|
|
|
|
|
| Net Income <Loss> |
$.02
|
$.24
|
$<.91>
|
$.24
|
|
|
|
|
|
|
| Earnings per Common Share | ||||
| Assuming Dilution: | ||||
| Income <Loss> before cumulative effect of change in accounting principle | $.02 |
$.24 |
$<.90> |
$.24 |
| Cumulative effect of change in accounting for stock based compensation, net of tax of $8,000 | - |
- |
<.01> |
- |
|
|
|
|
|
|
| Net Income <Loss> |
$.02
|
$.24
|
$<.91>
|
$.24
|
|
|
|
|
|
|
| Dividends per Common Share |
$ -0 -
|
$ - 0 -
|
$.10
|
$ - 0 -
|
|
|
|
|
|
See Notes to
Consolidated Financial Statements
HICKOK
INCORPORATED
CONSOLIDATED
BALANCE SHEET
|
2007 (Unaudited) |
2006 (Note) |
2006 (Unaudited) |
|
| Assets | |||
| Current Assets | |||
| Cash and Cash Equivalents |
$795,545
|
$61,363
|
$100,596
|
| Short-term Investments |
88,191 |
848,698 |
820,492 |
| Trade Accounts Receivable - Net |
2,020,481
|
4,382,383
|
2,994,316
|
| Inventories |
3,711,446
|
3,763,074
|
4,256,733
|
| Deferred Income Taxes |
578,700
|
524,400
|
949,800
|
| Prepaid Expenses |
112,688
|
61,749
|
105,212
|
|
|
|
|
|
|
|
7,307,051
|
9,641,667
|
9,227,149
|
|
|
|
|
|
| Property, Plant and Equipment | |||
| Land |
229,089
|
229,089
|
229,089
|
| Buildings |
1,492,161
|
1,492,161
|
1,492,161
|
| Machinery and Equipment |
2,747,424
|
2,581,618
|
2,696,355
|
|
|
|
|
|
|
4,468,674
|
4,302,868
|
4,417,605
|
|
| Less: Allowance for Depreciation |
3,601,500
|
3,412,447
|
3,490,705
|
|
|
|
|
|
|
|
867,174
|
890,421
|
926,900
|
|
|
|
|
|
| Other Assets | |||
| Deferred Income Taxes |
2,133,400
|
1,573,400
|
1,250,900
|
| Deposits |
1,750
|
1,750
|
1,750
|
|
|
|
|
|
|
|
2,135,150
|
1,575,150
|
1,252,650
|
|
|
|
|
|
|
|
$10,309,375
|
$12,107,238
|
$11,406,699
|
|
|
|
|
Note: Amounts derived from audited financial statements previously filed with the Securities and Exchange Commission.
See Notes to Consolidated Financial Statements
|
(Unaudited) |
____2006___ (Note) |
2006 (Unaudited) |
|||
| Liabilities and Stockholders' Equity |
|||||
| Current Liabilities | |||||
| Short-term Financing |
$1,098,000
|
$1,348,000
|
$1,075,000
|
||
| Trade Accounts Payable |
368,702
|
364,702
|
766,335
|
||
| Accrued Payroll & Related Expenses |
586,241
|
666,053
|
358,838
|
||
| Accrued Expenses |
112,946
|
270,959
|
348,491
|
||
| Accrued Taxes Other Than Income |
39,047
|
68,794
|
27,824
|
||
| Accrued Income Taxes |
106,593
|
133,093
|
103,934
|
||
|
|
|
|
|||
|
|
2,311,529
|
2,851,601
|
2,680,422
|
||
|
|
|
|
|||
| Stockholders' Equity | |||||
| Class A, $1.00 par value; authorized |
762,379
|
756,379
|
756,379
|
||
| 3,750,000 shares; 762,379 shares outstanding (756,379 shares outstanding at September 30, 2006 and June 30, 2006) excluding 15,795 shares in treasury (15,795, September 30, 2006 and 15,795, June 30, 2006) | |||||
| Class B, $1.00 par value; authorized |
454,866
|
454,866
|
454,866
|
||
| 1,000,000 shares; 454,866 shares outstanding excluding 20,667 shares in treasury | |||||
| Accumulated
Comprehensive Income (net |
|||||
| of tax) |
14,939 |
104,869 |
86,616 |
||
| Contributed Capital |
979,368
|
931,266
|
931,266
|
||
| Retained Earnings |
5,786,294
|
7,008,257
|
6,497,150
|
||
|
|
|
|
|||
|
|
7,997,846
|
9,255,637
|
8,726,277
|
||
|
|
|
|
|||
|
Stockholders' Equity |
$10,309,375
|
$12,107,238
|
$11,406,699
|
||
|
|
|
|
|||
HICKOK
INCORPORATED
CONSOLIDATED
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS
ENDED JUNE 30,
(Unaudited)
| 2007 | 2006 | |
| Cash Flows from Operating Activities: | ||
| Cash received from customers |
$8,911,719
|
$8,574,485
|
| Cash paid to suppliers and employees |
<8,537,721>
|
<10,171,430>
|
| Interest paid |
<9,329>
|
<32,869>
|
| Interest received |
23,963
|
2,609
|
| Income taxes <paid> refunded |
<39,093>
|
-
|
|
|
|
|
| Net Cash Provided By <Used In> Operating Activities |
349,539
|
<1,627,205>
|
| Cash Flows from Investing Activities: | ||
| Capital expenditures |
<165,806>
|
<93,088>
|
| Sale of short-term investments | 900,273 |
1,400,000
|
|
|
|
|
| Net Cash Provided By Investing Activities |
734,467
|
1,306,912
|
| Cash Flows from Financing Activities: | ||
| Increase <decrease> in short-term financing |
<250,000> |
275,000 |
| Sale of Class A shares under option | 21,300 |
- |
| Dividends paid | <121,124> |
-
|
|
|
|
|
| Net Cash Provided By <Used In> Financing Activities |
<349,824>
|
275,000
|
|
|
|
|
| Net increase <decrease> in cash and cash equivalents |
734,182
|
<45,293>
|
| Cash and cash equivalents at beginning of year |
61,363
|
145,889
|
|
|
|
|
| Cash and cash equivalents at end of third quarter |
$795,545
|
$100,596
|
|
|
|
|
| See Notes to Consolidated Financial Statements. | ||
| |
||
|
|
|
|
| Reconciliation
of Net Income <Loss> to Net Cash Provided by Operating Activities: |
||
| Net Income <Loss> |
$<1,100,839>
|
$292,506
|
| Adjustments
to reconcile Net Income <Loss> to net cash provided by operating activities: |
||
| Depreciation |
189,053
|
200,978
|
| Dividends reinvested |
<42,892> |
<69,030> |
| Gain on disposal of investments |
<233,104> |
<202,014> |
| Share-based compensation expense |
32,802 |
- |
| Deferred income taxes |
<568,000> |
150,800 |
| Changes in assets and liabilities: | ||
| Decrease <Increase> in trade accounts receivable |
2,361,902
|
<1,963,299>
|
| Decrease <Increase> in inventories |
51,628
|
<572,104>
|
| Decrease <Increase> in prepaid expenses |
<50,939>
|
<63,068>
|
| Increase <Decrease> in accounts payable |
4,000
|
461,178
|
|
Increase <Decrease> in accrued payroll and related expenses |
<79,812>
|
98,746
|
|
Increase <Decrease> in accrued expenses and accrued taxes other than income |
<187,760>
|
38,102
|
| Increase <Decrease> in accrued income taxes |
<26,500>
|
-
|
|
|
|
|
| Total Adjustments |
1,450,378
|
<1,919,711>
|
|
|
|
|
| Net Cash Provided By <Used In> Operating Activities |
$349,539
|
$<1,627,205>
|
|
|
|
HICKOK
INCORPORATED
NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
JUNE 30, 2007
1. Basis of
Presentation
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended June 30, 2007 are not necessarily indicative of the results that may be expected for the year ended September 30, 2007. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended September 30, 2006.
2. Short-term
Investments and Comprehensive Income
Investments are comprised of marketable securities in the form of mutual funds. Marketable securities are classified as available-for-sale and are recorded at their fair market value. Unrealized gains or losses resulting from changes in fair value are recorded as a component of comprehensive income (loss). Short-term investments are as follows:
| June 30, 2007 |
September 30, 2006 |
June 30, 2006 |
||||
| Fair market value Mutual funds |
$88,191 |
$848,698 |
$820,492 |
|||
| Less Cost |
65,552 |
689,829 |
689,076 |
|||
|
|
|
|
||||
| Gross unrealized gains (losses) on short-term investments |
22,639 |
158,869 |
131,416 |
|||
| Deferred income taxes | 7,700 |
54,000 |
44,800 |
|||
|
|
|
|
||||
| Accumulated comprehensive income (net of tax) |
$14,939 |
$104,869 |
$86,616 |
|||
|
|
|
|
||||
| Gains (Losses): |
||||||
| Gross unrealized gains |
$22,639 |
$158,869 |
$131,416 |
|||
| Gross unrealized losses |
- |
- |
- |
|||
|
|
|
|
||||
| $22,639 |
$158,869 |
$131,416 |
||||
|
|
|
|
||||
The following table sets forth the computation of comprehensive income:
|
June 30, |
June 30, |
|
|
|
|
|
|
| Net Income <Loss> | $31,321 |
$293,975 |
$<1,100,839> |
$292,506 |
| Unrealized gain <loss> on investments (net of tax) |
3,835
|
<11,660>
|
10,473
|
12,337
|
| Reclassification adjustment for <gain> loss included
in net
earnings (net of tax) |
<118,262> |
- |
<100,403> |
<143,859> |
|
|
|
|
|
|
| Comprehensive Income <Loss> |
$<83,106>
|
$282,315
|
$<1,190,769>
|
$160,984
|
|
|
|
|
|
|
| Gains (Losses): |
||||
| Gross realized gains |
$233,322 |
- |
$233,322 |
$202,014 |
| Gross realized losses |
- |
- |
- |
- |
3. Inventories
Inventories are
valued at
the lower of cost or market and consist of the following:
|
|
|
|
|
| Components |
$2,074,084
|
$2,392,394
|
$2,538,508
|
| Work-in-Process |
1,100,149
|
648,607
|
1,033,780
|
| Finished Product |
537,213
|
722,073
|
684,445
|
|
|
|
|
|
| $3,711,446 |
$3,763,074 |
$4,256,733 |
|
|
|
|
|
The above amounts
are net of reserve for obsolete inventory in the amount of $738,736, $675,000 and $703,715 for
the periods ended June 30, 2007, September 30, 2006 and June 30, 2006
respectively.
4. Short-term
Financing
The Company has a credit agreement with its financial lender that provides for a secured revolving credit facility of $2,500,000 with interest generally equal to two and one half percent per annum plus one month LIBOR. The agreement is set to expire in February 2008. The agreement is secured by the Company's accounts receivable, inventory, equipment and general intangibles. The credit agreementcontains affirmative covenant requirements, tested on an annual basis, that require the Company to maintain a tangible net worth of $8,000,000 and a pre-tax interest coverage ratio of not less than 3.0 to 1.0. In addition, a borrowing base addendum generally allows for borrowing based on an amount equal to eighty five percent of eligible receivables, plus an amount equal to the lesser of either forty percent of eligible inventory or $1,000,000. The revolving credit facility is subject to a review by the Company's lender in 2008. The Company had $1,098,000 of outstanding borrowings under its credit facility at June 30, 2007.
5. Capital Stock, Treasury Stock, Contributed Capital and Stock Options
Under the Company's Key Employees
Stock Option Plans (collectively the "Employee Plans"), incentive stock
options, in general, are exercisable for up to ten years, at an
exercise price of
not less than the market price on the date the option is granted.
Non-qualified stock options may be granted at such exercise price and
such other terms and
conditions as the Compensation Committee of the Board of Directors may
determine.
No options may be granted at a price less than $2.925. Options for 97,550 Class A shares were outstanding
at June 30, 2007 (117,450 shares at September 30, 2006 and 117,450
shares at
June 30, 2006) at prices ranging from $3.125 to $17.25 per share. Options for 13,900 shares were
canceled during the three month period ended December 31, 2006, at a
price of $10.75 per share. Options for 6,000 shares were exercised
during the three month period ended June 30, 2007, at a price of $3.55
per share. No other options were granted,
exercised or canceled during the three or nine month periods presented
under the Employee Plans. All options granted
under the Employee Plans are exercisable at June 30, 2007.
The Company's Outside Directors Stock Option Plans (collectively the "Directors Plans"), provide for the automatic grant of options to purchase up to 51,000 shares of Class A Common Stock to members of the Board of Directors who are not employees of the Company, at the fair market value on the date of grant. Options for 51,000 Class A shares were outstanding at June 30, 2007 (48,000 shares at September 30, 2006 and 48,000 shares at June 30, 2006) at prices ranging from $3.55 to $12.25 per share. Options for 6,000 shares were granted under the Directors Plans during each of the three month periods ended March 31, 2007 and March 31, 2006, at a price of $10.50 and $5.25 per share respectively. Options for 3,000 shares expired during the three month periods ended March 31, 2007 and March 31, 2006, at $8.50 and $18.00 per share respectively. All outstanding options under the Directors Plans become fully exercisable on February 22, 2010.
The following is a summary of the range of exercise prices for stock options outstanding and exercisable under the Employee Plans and the Directors Plans at June 30, 2007:
| Employee Plans |
Outstanding Stock Options Exercisable |
|
|
| Range of exercise prices: | |||
| $3.13 - 5.00 |
73,750
|
$3.80
|
3.4
|
| $7.13 - 10.50 |
23,800
|
$8.69
|
1.0
|
|
|
|||
|
97,550
|
$4.99
|
|
|
|
|
| Directors Plans |
|
|
Weighted Average Remaining Life
|
Number of Stock
Options Exercisable |
Weighted Average Share
Price |
| Range of exercise prices: | |||||
| $3.55 - 5 |