e10vq
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
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þ |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2011
OR
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o |
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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 000-01227
CHICAGO RIVET & MACHINE CO.
(Exact Name of Registrant as Specified in Its Charter)
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Illinois
(State or Other Jurisdiction
of Incorporation or Organization)
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36-0904920
(I.R.S. Employer
Identification No.) |
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901 Frontenac Road, Naperville, Illinois
(Address of Principal Executive Offices)
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60563
(Zip Code) |
Registrants Telephone Number, Including Area Code (630) 357-8500
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 website, if any, every interactive data file required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (section 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 þ 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. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company þ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of
the Exchange Act). Yes o No þ
As of June 30, 2011, there were 966,132 shares of the registrants common stock outstanding.
CHICAGO RIVET & MACHINE CO.
INDEX
1
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Item 1. |
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Financial Statements. |
CHICAGO RIVET & MACHINE CO.
Condensed Consolidated Balance Sheets
June 30, 2011 and December 31, 2010
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June 30, |
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December 31, |
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2011 |
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2010 |
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(Unaudited) |
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Assets |
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Current Assets: |
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Cash and cash equivalents |
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$ |
1,265,387 |
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$ |
725,524 |
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Certificates of deposit |
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5,220,000 |
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6,380,000 |
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Accounts receivable, net of allowance of $135,000 |
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5,046,474 |
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4,017,081 |
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Inventories, net |
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4,895,737 |
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4,310,154 |
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Deferred income taxes |
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388,191 |
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394,191 |
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Prepaid income taxes |
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72,249 |
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Other current assets |
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291,186 |
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280,768 |
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Total current assets |
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17,106,975 |
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16,179,967 |
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Property, Plant and Equipment: |
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Land and improvements |
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1,238,150 |
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1,250,875 |
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Buildings and improvements |
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6,021,895 |
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6,354,014 |
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Production equipment and other |
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28,110,112 |
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28,019,687 |
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35,370,157 |
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35,624,576 |
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Less accumulated depreciation |
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27,865,877 |
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28,145,698 |
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Net property, plant and equipment |
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7,504,280 |
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7,478,878 |
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Total assets |
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$ |
24,611,255 |
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$ |
23,658,845 |
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See Notes to the Condensed Consolidated Financial Statements
2
CHICAGO RIVET & MACHINE CO.
Condensed Consolidated Balance Sheets
June 30, 2011 and December 31, 2010
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June 30, |
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December 31, |
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2011 |
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2010 |
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(Unaudited) |
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Liabilities and Shareholders Equity |
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Current Liabilities: |
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Accounts payable |
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$ |
1,008,502 |
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$ |
748,781 |
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Accrued wages and salaries |
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619,181 |
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405,604 |
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Other accrued expenses |
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368,520 |
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312,123 |
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Unearned revenue and customer deposits |
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94,742 |
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84,698 |
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Total current liabilities |
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2,090,945 |
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1,551,206 |
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Deferred income taxes |
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685,275 |
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745,275 |
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Total liabilities |
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2,776,220 |
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2,296,481 |
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Commitments and contingencies (Note 3) |
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Shareholders Equity: |
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Preferred stock, no par value, 500,000 shares
authorized: none outstanding |
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Common
stock, $1.00 par value, 4,000,000 shares authorized: 1,138,096 shares issued; 966,132 shares outstanding |
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1,138,096 |
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1,138,096 |
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Additional paid-in capital |
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447,134 |
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447,134 |
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Retained earnings |
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24,171,903 |
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23,699,232 |
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Treasury stock, 171,964 shares at cost |
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(3,922,098 |
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(3,922,098 |
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Total shareholders equity |
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21,835,035 |
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21,362,364 |
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Total liabilities and shareholders equity |
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$ |
24,611,255 |
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$ |
23,658,845 |
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See Notes to the Condensed Consolidated Financial Statements
3
CHICAGO RIVET & MACHINE CO.
Condensed Consolidated Statements of Operations
For the Three and Six Months Ended June 30, 2011 and 2010
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2011 |
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2010 |
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2011 |
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2010 |
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Net sales |
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$ |
8,134,104 |
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$ |
7,938,533 |
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$ |
15,948,472 |
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$ |
14,699,926 |
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Cost of goods sold |
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6,205,420 |
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6,028,069 |
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12,575,280 |
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11,523,599 |
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Gross profit |
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1,928,684 |
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1,910,464 |
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3,373,192 |
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3,176,327 |
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Selling and administrative expenses |
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1,258,503 |
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1,322,201 |
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2,543,508 |
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2,556,036 |
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Operating profit |
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670,181 |
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588,263 |
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829,684 |
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620,291 |
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Other income and expenses: |
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Interest income |
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11,089 |
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13,119 |
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23,018 |
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26,360 |
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Gain from disposal of property and equipment |
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187,073 |
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6,500 |
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189,063 |
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6,500 |
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Other income |
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4,178 |
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4,178 |
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7,778 |
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7,778 |
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Income before provision for income taxes |
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872,521 |
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612,060 |
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1,049,543 |
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660,929 |
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Provision for income taxes |
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285,000 |
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192,000 |
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345,000 |
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207,000 |
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Net income |
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$ |
587,521 |
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$ |
420,060 |
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$ |
704,543 |
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$ |
453,929 |
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Average common shares outstanding |
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966,132 |
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966,132 |
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966,132 |
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966,132 |
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Per share data: |
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Net income per share |
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$ |
0.61 |
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$ |
0.43 |
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$ |
0.73 |
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$ |
0.47 |
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Cash dividends declared per share |
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$ |
0.12 |
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$ |
0.10 |
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$ |
0.24 |
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$ |
0.20 |
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See Notes to the Condensed Consolidated Financial Statements
4
CHICAGO RIVET & MACHINE CO.
Condensed Consolidated Statements of Retained Earnings
For the Six Months Ended June 30, 2011 and 2010
(Unaudited)
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2011 |
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2010 |
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Retained earnings at beginning of period |
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$ |
23,699,232 |
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$ |
23,498,982 |
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Net income for the period |
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704,543 |
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453,929 |
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Cash dividends declared in the period;
$.24 per share in 2011 and $.20 per
share in 2010 |
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(231,872 |
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(193,227 |
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Retained earnings at end of period |
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$ |
24,171,903 |
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$ |
23,759,684 |
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See Notes to the Condensed Consolidated Financial Statements
5
CHICAGO RIVET & MACHINE CO.
Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2011 and 2010
(Unaudited)
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2011 |
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2010 |
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Cash flows from operating activities: |
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Net income |
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$ |
704,543 |
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$ |
453,929 |
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Adjustments to reconcile net income to net cash
(used in) provided by operating activities: |
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Depreciation |
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481,542 |
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491,820 |
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Net gain on disposal of property and equipment |
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(189,063 |
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(6,500 |
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Deferred income taxes |
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(54,000 |
) |
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(46,000 |
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Changes in operating assets and liabilities: |
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Accounts receivable, net |
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(1,029,393 |
) |
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(942,981 |
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Inventories, net |
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(585,583 |
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(308,607 |
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Other current assets |
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61,831 |
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55,848 |
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Accounts payable |
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193,225 |
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163,667 |
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Accrued wages and salaries |
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213,577 |
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411,085 |
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Other accrued expenses |
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56,397 |
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41,200 |
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Unearned revenue and customer deposits |
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10,044 |
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30,143 |
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Net cash (used in) provided by operating activities |
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(136,880 |
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343,604 |
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Cash flows from investing activities: |
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Capital expenditures |
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(663,775 |
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(151,000 |
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Proceeds from the sale of property and equipment |
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412,390 |
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6,500 |
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Proceeds from certificates of deposit |
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2,155,000 |
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4,700,000 |
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Purchases of certificates of deposit |
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(995,000 |
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(4,496,000 |
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Net cash provided by investing activities |
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908,615 |
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59,500 |
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Cash flows from financing activities: |
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Cash dividends paid |
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(231,872 |
) |
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(193,227 |
) |
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Net cash used in financing activities |
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(231,872 |
) |
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(193,227 |
) |
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Net increase in cash and cash equivalents |
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539,863 |
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209,877 |
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Cash and cash equivalents at beginning of period |
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725,524 |
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569,286 |
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Cash and cash equivalents at end of period |
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$ |
1,265,387 |
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$ |
779,163 |
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Supplemental schedule of non-cash investing activities: |
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Capital expenditures in accounts payable |
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$ |
66,496 |
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$ |
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|
See Notes to the Condensed Consolidated Financial Statements
6
CHICAGO RIVET & MACHINE CO.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.
In the opinion of the Company, the accompanying unaudited interim financial statements contain
all adjustments necessary to present fairly the financial position of the Company as of June 30,
2011 (unaudited) and December 31, 2010 (audited) and the results of operations and changes in cash
flows for the indicated periods. Certain information and note disclosures normally included in
financial statements prepared in accordance with accounting principles generally accepted in the
United States of America have been omitted from these unaudited financial statements in accordance
with applicable rules. Please refer to the financial statements and notes thereto included in the
Companys Annual Report on Form 10-K for the year ended December 31, 2010.
The preparation of financial statements in conformity with generally accepted accounting principles
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. Actual
results could differ from those estimates. The results of operations for the three and six-month
period ending June 30, 2011 are not necessarily indicative of the results to be expected for the
year.
Certain items in 2010 have been reclassified to conform to the presentation in 2011. These changes
have no effect on the results of operations or the financial position of the Company.
2.
The Company extends credit on the basis of terms that are customary within our markets to
various companies doing business primarily in the automotive industry. The Company has a
concentration of credit risk primarily within the automotive industry and in the Midwestern United
States.
3.
The Company is, from time to time, involved in litigation, including environmental claims and
contract disputes, in the normal course of business. While it is not possible at this time to
establish the ultimate amount of liability with respect to contingent liabilities, including those
related to legal proceedings, management is of the opinion that the aggregate amount of any such
liabilities, for which provision has not been made, will not have a material adverse effect on the
Companys financial position.
4.
The Companys effective tax rates were approximately 32.7% and 31.4% for the second quarter of
2011 and 2010, respectively, and 32.9% and 31.3% for the six months ended June 30, 2011 and 2010,
respectively. Rates were lower than the U.S. federal statutory rate primarily due to the Domestic
Production Activities Deduction allowed under Internal Revenue Code Section 199.
The Companys federal income tax returns for the 2008, 2009 and 2010 tax years are subject to
examination by the Internal Revenue Service (IRS). While it may be possible that a reduction
could occur with respect to the Companys unrecognized tax benefits as an outcome of an IRS
examination, management does not anticipate any adjustments that would result in a material change
to the results of operations or financial condition of the Company. No statutes have been extended
on any of the Companys federal income tax filings. The statute of limitations on the Companys
2008, 2009 and 2010 federal income tax returns will expire on September 15, 2012, 2013 and 2014,
respectively.
The Companys state income tax returns for the 2008 through 2010 tax years remain subject to
examination by various state authorities with the latest closing period on October 31, 2014. The
Company is not currently under examination by any state authority for income tax purposes and no
statutes for state income tax filings have been extended.
5.
Inventories are stated at the lower of cost or net realizable value, cost being determined by
the first-in, first-out method. A summary of inventories is as follows:
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June 30, 2011 |
|
|
December 31, 2010 |
|
Raw material |
|
$ |
2,126,811 |
|
|
$ |
1,821,397 |
|
Work-in-process |
|
|
1,700,638 |
|
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|
1,363,637 |
|
Finished goods |
|
|
1,585,493 |
|
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|
1,641,720 |
|
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|
5,412,942 |
|
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|
4,826,754 |
|
Valuation reserves |
|
|
(517,205 |
) |
|
|
(516,600 |
) |
|
|
|
|
|
|
|
|
|
$ |
4,895,737 |
|
|
$ |
4,310,154 |
|
|
|
|
|
|
|
|
7
CHICAGO RIVET & MACHINE CO.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
6.
Segment InformationThe Company operates in two business segments as determined by its
products. The fastener segment includes rivets, cold-formed fasteners and screw machine products.
The assembly equipment segment includes automatic rivet setting machines and parts and tools for
such machines. Information by segment is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assembly |
|
|
|
|
|
|
|
|
|
Fastener |
|
|
Equipment |
|
|
Other |
|
|
Consolidated |
|
Three Months Ended June 30, 2011: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
7,307,006 |
|
|
$ |
827,098 |
|
|
|
|
|
|
$ |
8,134,104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
204,001 |
|
|
|
15,877 |
|
|
|
18,420 |
|
|
|
238,298 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment profit |
|
|
953,663 |
|
|
|
201,022 |
|
|
|
|
|
|
|
1,154,685 |
|
Selling and administrative expenses |
|
|
|
|
|
|
|
|
|
|
(293,253 |
) |
|
|
(293,253 |
) |
Interest income |
|
|
|
|
|
|
|
|
|
|
11,089 |
|
|
|
11,089 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
872,521 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
395,976 |
|
|
|
30,015 |
|
|
|
|
|
|
|
425,991 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
4,629,002 |
|
|
|
417,472 |
|
|
|
|
|
|
|
5,046,474 |
|
Inventories |
|
|
4,063,062 |
|
|
|
832,675 |
|
|
|
|
|
|
|
4,895,737 |
|
Property, plant and equipment, net |
|
|
5,695,327 |
|
|
|
1,128,005 |
|
|
|
680,948 |
|
|
|
7,504,280 |
|
Other assets |
|
|
|
|
|
|
|
|
|
|
7,164,764 |
|
|
|
7,164,764 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,611,255 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2010: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
6,966,882 |
|
|
$ |
971,651 |
|
|
|
|
|
|
$ |
7,938,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
215,931 |
|
|
|
14,199 |
|
|
|
15,960 |
|
|
|
246,090 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment profit |
|
|
846,861 |
|
|
|
294,754 |
|
|
|
|
|
|
|
1,141,615 |
|
Selling and administrative expenses |
|
|
|
|
|
|
|
|
|
|
(542,674 |
) |
|
|
(542,674 |
) |
Interest income |
|
|
|
|
|
|
|
|
|
|
13,119 |
|
|
|
13,119 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
612,060 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
113,344 |
|
|
|
|
|
|
|
|
|
|
|
113,344 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
4,340,252 |
|
|
|
416,392 |
|
|
|
|
|
|
|
4,756,644 |
|
Inventories |
|
|
3,053,643 |
|
|
|
1,008,900 |
|
|
|
|
|
|
|
4,062,543 |
|
Property, plant and equipment, net |
|
|
5,823,374 |
|
|
|
972,571 |
|
|
|
669,710 |
|
|
|
7,465,655 |
|
Other assets |
|
|
|
|
|
|
|
|
|
|
8,206,026 |
|
|
|
8,206,026 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,490,868 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
CHICAGO RIVET & MACHINE CO.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assembly |
|
|
|
|
|
|
|
|
|
Fastener |
|
|
Equipment |
|
|
Other |
|
|
Consolidated |
|
Six Months Ended June 30, 2011: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
14,416,661 |
|
|
$ |
1,531,811 |
|
|
|
|
|
|
$ |
15,948,472 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
412,948 |
|
|
|
31,754 |
|
|
|
36,840 |
|
|
|
481,542 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment profit |
|
|
1,517,829 |
|
|
|
312,777 |
|
|
|
|
|
|
|
1,830,606 |
|
Selling and administrative expenses |
|
|
|
|
|
|
|
|
|
|
(804,081 |
) |
|
|
(804,081 |
) |
Interest income |
|
|
|
|
|
|
|
|
|
|
23,018 |
|
|
|
23,018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,049,543 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
631,277 |
|
|
|
61,265 |
|
|
|
37,729 |
|
|
|
730,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2010: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales |
|
$ |
13,006,743 |
|
|
$ |
1,693,183 |
|
|
|
|
|
|
$ |
14,699,926 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
431,502 |
|
|
|
28,398 |
|
|
|
31,920 |
|
|
|
491,820 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment profit |
|
|
1,263,481 |
|
|
|
416,196 |
|
|
|
|
|
|
|
1,679,677 |
|
Selling and administrative expenses |
|
|
|
|
|
|
|
|
|
|
(1,045,108 |
) |
|
|
(1,045,108 |
) |
Interest income |
|
|
|
|
|
|
|
|
|
|
26,360 |
|
|
|
26,360 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
660,929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
151,000 |
|
|
|
|
|
|
|
|
|
|
|
151,000 |
|
9
CHICAGO RIVET & MACHINE CO.
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
Results for the second quarter of 2011, as well as those of the current year to date, reflect
a continuation of the improved results we have reported in recent quarters. Net sales for the
second quarter this year totaled $8,134,104, an increase of $195,571, or 2.5%, compared with the
year earlier quarter. As of June 30, 2011, year to date sales totaled $15,948,472, an improvement
of $1,248,546, or 8.5%, compared with the first half of 2010. The increase in revenue, and the
sale of certain property and equipment, helped to improve net income for the second quarter to
$587,521, or $0.61 per share, compared with $420,060, or $0.43 per share, in the second quarter of
2010. Net income for the first half of 2011 was $704,543, or $0.73 per share, compared with
$453,929, or $0.47 per share, reported in 2010.
During the second quarter, fastener segment revenues improved to $7,307,006, or 4.9%, from the
$6,966,882 reported in the second quarter of 2010. This marks the seventh consecutive quarter of
increased sales for the fastener segment compared with the year earlier quarter and is 2.8% greater
than the first quarter of 2011. With the majority of such revenues derived from the automotive
industry, sales during the quarter were dampened by U.S. automotive production cuts brought on by
supply chain disruptions related to the March earthquake in Japan. For the first six months of the
year, fastener segment revenues were $14,416,661, an increase of $1,409,918, or 10.8%, compared to
the first half of 2010. Higher sales and continued cost control efforts contributed to improved
fastener segment margins for the quarter and year to date periods. However, higher raw material
prices in the current year have resulted in margin percentages that were only fractionally improved
from a year earlier. During the second quarter, the average price of steel, our primary raw
material, increased 5.2% compared to the same period last year, and for the first half of 2011
steel prices increased 8.7%. As a net result, second quarter gross margins were $1,640,684
compared with $1,523,370 in 2010, while gross margins for the first half of the year improved to
$2,887,645, from $2,577,614 a year earlier.
Revenues within the assembly equipment segment were $827,098 in the second quarter of 2011, a
decline of $144,553, or 14.9%, compared to the second quarter of 2010, when revenues were $971,651.
The decline is primarily due to the inclusion of a large replacement parts order in the second
quarter of 2010 and the lack of any high-dollar specialty machines in the current year quarter.
However, the number of machines shipped in the second quarter this year exceeded last year, and
segment sales for the second quarter improved $122,385, or 17.4%, over the first quarter of this
year. Year to date revenues of $1,531,811 represents a decline of $161,372, or 9.5%, compared to
the $1,693,183 reported in the first half of 2010. The factors affecting the second quarter sales
were largely responsible for the year to date declines. While we were able to reduce manufacturing
costs below year earlier levels, the decline in revenues resulted in a reduction in second quarter
and year to date assembly equipment gross margins of $99,094 and $113,166, respectively, compared
to the year earlier periods.
Selling and administrative expenses for the second quarter of 2011 were $1,258,503, a decline
of $63,698 compared with the year earlier quarter, reversing a net increase in the first quarter.
The reduction was primarily due to payroll related savings of $66,000 from head count reductions in
the prior year, a $28,000 reduction in professional fees and lower bad debt reserve of $15,000.
Offsetting these savings were increases in profit sharing of $40,000, related to improved
profitability, and $8,000 in commissions for higher sales. For the first six months of the year,
selling and administrative expenses have declined $12,528, from $2,556,036 in 2010 to $2,543,508 in
2011. While payroll related expenses are down $66,000 and professional fees are lower by $32,000
for the first six months of the year, commissions have increased approximately $29,000 due to
improved sales, and profit sharing expense has increased by $55,000 due to improved profitability,
compared to the first six months of 2010. Selling and administrative expenses as a percentage of
net sales for the first half of 2011 declined to 15.9%, from 17.4% in 2010.
During the second quarter we completed the sale of our Jefferson, Iowa property, which had
formerly been used in our fastener segment operations. The sale resulted in a net gain of
approximately $142,000. Separately, we sold certain manufacturing equipment that had been
underutilized, for a net gain of approximately $45,000.
Working capital at June 30, 2011 amounted to $15 million, an increase of approximately $.4
million from the beginning of the year. Most of the net increase relates to a greater accounts
receivable balance of $1 million, related to the increase in sales during the quarter, compared to
the seasonally lower sales late in the fourth quarter of 2010. Inventories have increased by $.6
million since the beginning of the year primarily due to higher material prices and quantities on
hand being increased for the greater level of activity. Offsetting these changes are increases in
accounts payable of approximately $.3 million and accrued payroll of $.2 million that reflect the
increased level of operations. The net result of these changes and other cash flow items,
including a $.5 million increase in capital expenditures during the first half of the year compared
to last year, on cash, cash equivalents and certificates of deposit leaves such total
10
balances at $6.5 million, down from $7.1 million at the beginning of the year. Management believes
that current cash, cash equivalents and operating cash flow will provide adequate working capital
for the foreseeable future.
The impact of automotive supply-chain disruptions brought on by the earthquake in Japan is
expected to recede in the third quarter, which should benefit our fastener segment sales due to
pent-up demand and a rebuilding of inventory levels expected to take place. However, higher raw
material prices remain a significant concern. Along with increases in steel, we have experienced
even greater percentage increases in non-ferrous materials. The recovery in the overall economy
has been more sluggish than many had anticipated, due in part to continued high unemployment and
flagging confidence. We are cautious in our outlook due to such factors, over which we have little
influence, but having maintained a sound financial condition in a difficult
environment, will continue to invest in our business and pursue opportunities to improve our
operations and bottom line.
This discussion contains certain forward-looking statements which are inherently subject to risks
and uncertainties that may cause actual events to differ materially from those discussed herein.
Factors which may cause such differences in events include, those disclosed under Risk Factors in
our Annual Report on Form 10-K and in the other filings we make with the United States Securities
and Exchange Commission. These factors, include among other things: conditions in the domestic
automotive industry, upon which we rely for sales revenue, the intense competition in our markets,
the concentration of our sales to two major customers, the price and availability of raw materials,
labor relations issues, losses related to product liability, warranty and recall claims, costs
relating to environmental laws and regulations, the loss of the services of our key employees and
difficulties in achieving expected cost savings. Many of these factors are beyond our ability to
control or predict. Readers are cautioned not to place undue reliance on these forward-looking
statements. We undertake no obligation to publish revised forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
11
CHICAGO RIVET & MACHINE CO.
Item 4. Controls and Procedures.
(a) Disclosure Controls and Procedures. The Companys management, with the participation of
the Companys Chief Executive Officer and President, Chief Operating Officer and Treasurer (the
Companys principal financial officer), has evaluated the effectiveness of the Companys disclosure
controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period
covered by this report. Based on such evaluation, the Companys Chief Executive Officer and
President, Chief Operating Officer and Treasurer have concluded that, as of the end of such period,
the Companys disclosure controls and procedures are effective in recording, processing,
summarizing and reporting, on a timely basis, information required to be disclosed by the Company
in the reports that it files or submits under the Exchange Act.
(b) Internal Control Over Financial Reporting. There have not been any changes in the
Companys internal control over financial reporting (as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have
materially affected, or are reasonably likely to materially affect, the Companys internal control
over financial reporting.
12
PART II OTHER INFORMATION
Item 6. Exhibits
|
|
|
31
|
|
Rule 13a-14(a) or 15d-14(a) Certifications |
|
|
|
31.1
|
|
Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
31.2
|
|
Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
32
|
|
Section 1350 Certifications |
|
|
|
32.1
|
|
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
32.2
|
|
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
101
|
|
Interactive Data File. Includes the following financial and related information from
Chicago Rivet & Machine Co.s Quarterly Report on Form 10-Q for the quarter ended
June 30, 2011 formatted in Extensible Business Reporting Language (XBRL): (1)
Condensed Consolidated Balance Sheets, (2) Condensed Consolidated Statements of
Operations, (3) Condensed Consolidated Statements of Retained Earnings, (4) Condensed
Consolidated Statements of Cash Flows, and (5) Notes to Condensed Consolidated
Financial Statements, tagged as blocks of text.*
|
|
|
|
* |
|
Users of this data are advised pursuant to Rule 406T
of Regulation S-T that this interactive data file is deemed not filed or part of a registration
statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is
deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and otherwise
is not subject to liability under these sections. |
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
CHICAGO RIVET & MACHINE CO.
(Registrant)
|
|
Date: August 9, 2011 |
|
/s/ John A. Morrissey
|
|
|
John A. Morrissey |
|
|
Chairman of the Board of Directors
and Chief Executive Officer
(Principal Executive Officer) |
|
|
|
|
|
Date: August 9, 2011 |
|
/s/ Michael J. Bourg
|
|
|
Michael J. Bourg |
|
|
President, Chief Operating Officer
and Treasurer
(Principal Financial Officer) |
|
14
CHICAGO RIVET & MACHINE CO.
EXHIBITS
INDEX TO EXHIBITS
|
|
|
|
|
|
|
Exhibit |
|
|
|
|
Number |
|
|
|
Page |
31
|
|
Rule 13a-14(a) or 15d-14(a) Certifications |
|
|
|
|
|
|
|
|
|
|
|
31.1
|
|
Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
16 |
|
|
|
|
|
|
|
|
31.2
|
|
Certification Pursuant to Rule 13a-14(a) or 15d-14(a), as
Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
17 |
|
|
|
|
|
|
|
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32
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Section 1350 Certifications |
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32.1
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Certification Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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18 |
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32.2
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Certification Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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19 |
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101
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Interactive Data File. Includes the following financial and related information from
Chicago Rivet & Machine Co.s Quarterly Report on Form 10-Q for the quarter ended
June 30, 2011 formatted in Extensible Business Reporting Language (XBRL): (1)
Condensed Consolidated Balance Sheets, (2) Condensed Consolidated Statements of
Operations, (3) Condensed Consolidated Statements of Retained Earnings, (4) Condensed
Consolidated Statements of Cash Flows, and (5) Notes to Condensed Consolidated
Financial Statements, tagged as blocks of text.*
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* |
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Users of this data are advised pursuant to Rule 406T
of Regulation S-T that this interactive data file is deemed not filed or part of a registration
statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is
deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and otherwise
is not subject to liability under these sections. |
15