-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LG/eqr8rLG67HtUVvQNXp8AYblDsn7zQIgJCxKwAmZyB0evbM4cnwqvtP0fWtOex 43/XiEHxqQtNFcPY8DRffQ== 0000950144-96-001972.txt : 19960509 0000950144-96-001972.hdr.sgml : 19960509 ACCESSION NUMBER: 0000950144-96-001972 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960508 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEIST C H CORP CENTRAL INDEX KEY: 0000046653 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 160803301 STATE OF INCORPORATION: NY FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-10893 FILM NUMBER: 96558131 BUSINESS ADDRESS: STREET 1: 810 NORTH BELCHER ROAD CITY: CLEARWATER STATE: FL ZIP: 34625 BUSINESS PHONE: 8134615656 MAIL ADDRESS: STREET 1: 45 ANDERSON ROAD CITY: BUFFALO STATE: NY ZIP: 14225 10-Q 1 C. H. HEIST CORP. FORM 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form l0-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 [x] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarter period ended March 31, 1996. [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 0-7907 ------ C. H. Heist Corp. - ----------------- (Exact name of registrant as specified in its charter) New York 16-0803301 -------- ---------- (State or other jurisdiction of Employer Identification Number) incorporation or organization) 810 North Belcher Road Clearwater, Florida 34625 ------------------- ----- (Address of principal executive offices) (Zip Code) 813-461-5656 ------------ (Registrant's telephone number, including area code) (Former name, 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 X No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date - April 22, 1996. Common stock, $.05 par value 2,872,773 ---------------------------- --------- (Class) (Outstanding shares) 1 2 C. H. HEIST CORP. AND SUBSIDIARIES Index Part I Financial Information Condensed Consolidated Balance Sheets- March 31, 1996 and December 31, 1995 3 Condensed Consolidated Statements of Operations- 4 thirteen-week period ended March 31, 1996 and the fourteen-week period ended April 2, 1995 Condensed Consolidated Statements of Cash Flows- thirteen-week period ended March 31, 1996 and the 5 fourteen-week period ended April 2, 1995 Notes to Condensed Consolidated Financial Statements 6 Independent Auditors' Review Report 7 Management's Discussion and Analysis of results of operations and financial condition 8-9 Part II Other Information 10 Signatures 11
* * * * * 2 3 Part I-Financial Information C. H. HEIST CORP. AND SUBSIDIARIES Condensed Consolidated Balance Sheets
March 31 December 31 Assets 1996 1995 ---- ---- (Unaudited) Current assets: Cash and cash equivalents $ 3,891,140 3,040,815 Receivables 13,721,564 14,283,008 Services in progress 1,988,376 990,729 Income taxes receivable 8,904 - Parts and supplies 2,205,049 2,170,572 Prepaid expenses 945,291 187,647 Deferred income taxes 834,921 834,417 ----------- ---------- Total current assets 23,595,245 21,507,188 ----------- ---------- Property, plant and equipment, at cost 47,045,794 47,355,312 Less accumulated depreciation 30,015,939 29,712,818 ----------- ---------- Net property, plant and equipment 17,029,855 17,642,494 ----------- ---------- Deferred income taxes 131,922 131,922 Other assets 246,328 265,916 ----------- ---------- $41,003,350 39,547,520 =========== ========== Liabilities and Stockholders' Equity Current liabilities: Current installments of long-term debt $ 37,667 37,667 Accounts payable 2,745,708 1,306,819 Accrued expenses 3,667,561 3,879,265 Income taxes payable - 545,675 ----------- ---------- Total current liabilities 6,450,936 5,769,426 Long-term debt, excluding current installments 7,773,779 6,980,057 Deferred income taxes 430,286 430,286 ----------- ---------- Total liabilities 14,655,001 13,179,769 ----------- ---------- Stockholders' equity (note 3): Common stock of $.05 par value. Authorized 8,000,000 shares; issued 3,165,192 shares 158,260 158,260 Additional paid-in capital 4,253,689 4,253,689 Retained earnings 24,232,066 24,293,966 Equity adjustment from foreign currency translation (1,043,763) (1,086,261) ----------- ---------- 27,600,252 27,619,654 Less cost of common stock in treasury - 292,419 shares (1,251,903) (1,251,903) ----------- ---------- Total stockholders' equity 26,348,349 26,367,751 ----------- ---------- $41,003,350 39,547,520 =========== ==========
See accompanying notes to condensed consolidated financial statements. 3 4 C. H. HEIST CORP. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (Unaudited)
Thirteen- Fourteen- week week period period ended ended March 31 April 2 1996 1995 ---- ---- Net sales $25,769,004 24,543,886 Cost of sales 22,508,737 21,744,816 ----------- ---------- Gross profit 3,260,267 2,799,070 Selling, general and administrative expenses 3,331,314 3,282,268 ----------- ---------- Operating (loss) (71,047) (483,198) ----------- ---------- Other income (expense): Interest income 13,535 32,233 Interest expense (80,427) (111,333) Gain on disposal of property, plant and equipment, net 62,409 17,406 Amortization of other assets (31,007) (29,207) Miscellaneous 5,551 1,398 ----------- ---------- Total other income (expense) net (29,939) (89,503) ----------- ---------- (Loss) before income taxes (100,986) (572,701) Income tax benefit 39,086 225,072 ----------- ---------- Net (loss) $ (61,900) (347,629) =========== ========== Net (loss) per share $ (.02) (.12) =========== ========== Weighted average number of common shares outstanding 2,872,773 2,870,273 ============ ==========
See accompanying notes to condensed consolidated financial statements. 4 5 C. H. HEIST CORP. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (Unaudited)
Thirteen- Fourteen- week week period period ended ended March 31 April 2 1996 1995 ----- ---- Cash flows from operating activities: Net loss $ (61,900) (347,629) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation of plant and equipment 1,195,284 942,118 Amortization of other assets 31,007 29,207 Gain on disposal of property, plant and equipment, net (62,409) (17,406) Deferred income taxes - (33,743) Changes in assets and liabilities (see below) (551,673) 642,289 ---------- ---------- Net cash provided by operating activities 550,309 1,214,836 ---------- ---------- Cash flows from investing activities: Additions to property, plant and equipment (620,302) (1,569,975) Proceeds from disposal of property, plant and equipment 116,541 118,038 ---------- ---------- Net cash used in investing activities (503,761) (1,451,937) ---------- ---------- Cash flows from financing activities: Proceeds from bank line of credit borrowing 2,700,000 2,950,000 Repayments on bank line of credit borrowing (1,900,000) (1,750,000) Current installments and repayment of other long-term debt (6,278) (12,561) ---------- ---------- Net cash provided by financing activities 793,722 1,187,439 ---------- ---------- Effect of exchange rate changes on cash and cash equivalents 10,055 2,410 ---------- ---------- Net increase in cash and cash equivalents 850,325 952,748 Cash and cash equivalents at beginning of period 3,040,815 1,533,015 ---------- ---------- Cash and cash Equivalents at end of period $3,891,140 2,485,763 ========== ========== Changes in assets and liabilities providing (using) cash: Receivables $ 562,152 3,119,252 Services in progress (994,711) (808,555) Income taxes receivable (8,904) (556,371) Parts and supplies (33,879) (43,676) Prepaid expenses (755,861) (804,116) Accounts payable 1,446,136 70,570 Accrued expenses (211,345) (350,720) Income taxes payable (544,135) (26,622) Other assets (11,126) 42,527 ---------- ---------- Total $ (551,673) 642,289 ========== ==========
See accompanying notes to condensed consolidated financial statements. 5 6 C. H. HEIST CORP. AND SUBSIDIARIES Notes to Condensed consolidated financial statements (Unaudited) 1. In the opinion of Management, the accompanying condensed consolidated financial statements contain all adjustments necessary (consisting of normal recurring items) to present a fair statement of consolidated financial position as of March 31, 1996, and the results of operations and cash flows for the thirteen-week period ended March 31, 1996 and the fourteen-week period ended April 2, 1995. These condensed consolidated financial statements should be read in conjunction with the Company's Audited Consolidated Financial Statements for 1995 and the notes thereto. The Company's fiscal year ends on the last Sunday of December. For fiscal 1995, the Company's operations included 53 weeks. Therefore, the period ended April 2, 1995 includes fourteen weeks. The first quarter of 1996 (a 52 week year) includes thirteen weeks. 2. The results of operations for the thirteen-week period ended March 31, 1996 and the fourteen-week period ended April 2, 1995 are not necessarily indicative of the results to be expected for the full year. 3. The changes in stockholders' equity for the thirteen-week period ended March 31, 1996 are summarized as follows:
Equity adjustment Treasury stock Additional from foreign -------------- Total Common paid-in Retained currency stockholders' stock capital earnings translation Shares Amount equity ----- ------- -------- ----------- ------ ------ ------ Balance at December 31, 1995 $ 158,260 4,253,689 24,293,966 (1,086,261) 292,419 $(1,251,903) 26,367,751 Net loss - - (61,900) - - - (61,900) Foreign currency translation adjustment - - - 42,498 - - 42,498 --------- --------- ---------- ---------- ------- ----------- ---------- Balance at March 31, 1996 $ 158,260 4,253,689 24,232,066 (1,043,763) 292,419 $(1,251,903) 26,348,349 ========= ========= ========== ========== ======= =========== ==========
4. During the quarter ended March 31,1996, no additional stock options were issued and none have expired. As of March 31,1996 and December 31, 1995, the Company had exercisable options outstanding to employees to purchase 189,700 common shares, at prices ranging from $6.94 to $11.14 per share. 6 7 Independent Auditors' Review Report The Board of Directors and Stockholders C. H. Heist Corp.: We have reviewed the condensed consolidated balance sheet of C. H. Heist Corp. and subsidiaries as of March 31, 1996, and the related condensed consolidated statements of operations and cash flows for the thirteen-week period ended March 31,1996 and the fourteen-week period ended April 2, 1995. These condensed consolidated financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of C. H. Heist Corp. and subsidiaries as of December 31, 1995, and the related consolidated statements of operations, stockholders' equity and cash flows for the year then ended (not presented herein); and in our report dated February 16, 1996, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 1995, is fairly presented, in all material respects, in relation to the consolidated balance sheet from which it has been derived. KPMG Peat Marwick LLP Buffalo, New York April 26, 1996 7 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS Sales increased by $1,225,000 or 5% during the current fiscal quarter compared to the same fiscal quarter one year ago. Industrial maintenance sales increased $1,215,000 or 9.0%. Sales increased in the Heist Field Services Division by $1,986,000 and in equipment related services by $315,000. The company was the successful bidder on a number of major plant cleanup jobs which resulted in the increases mentioned above. Sales declined in painting and insulation material sales and application by $393,000 and $693,000 respectively. Painting declined because the company did not have as much winter painting work as in the prior year. Insulation declined primarily due to the loss of a maintenance contract with one of the company's major customers. The increase in equipment related sales more than offset the loss of this contract. Temporary staffing sales increased by $10,000 during the current fiscal quarter. January sales were down by $500,000 due in part to offices being closed due to inclement weather and in part to an extra week in January 1995 caused by our 4-4-5 reporting system. The temporary staffing segment made up for this decline in February and March and both sales and hours were ahead of 1995 on a week to week basis at the end of the quarter. Gross profit as a percent of sales increased from 11.4% to 12.7% and in terms of dollars by $461,000 or 16.5%. This was due to a less than proportional increase in cost of sales which increased $764,000 or 3.5%. The improvement in operations at the Heist Field Services Division, the increase in equipment related sales and continued margin mprovement in the temporary staffing segment caused this increase. The gross profit improvement would have been even greater had we not incurred losses on ship painting work at the Company's Canadian subsidiary due to the extremely cold weather. Other income (expense) net, decreased during the current fiscal quarter by $60,000 or 67%. This was due to a decrease in interest income of $19,000; a decrease in interest expense of $31,000; and an increase in gain on disposal of property, plant and equipment net of $45,000. Interest income declined due to lower cash investments in the Canadian subsidiary. Interest expense declined due to a negotiated reduction in the borrowing rate and a lower level of borrowing. The company disposed of old surplus equipment at a gain resulting in the gain on property, plant and equipment. The effective tax rate remained the same for both fiscal periods. If earnings projections do not change significantly, he Company expects the effective tax rate for the year to approximate 40%. FINANCIAL CONDITION The quick ratio is 3.2 to 1 and the current ratio is 3.7 to 1 at both March 31, 1996 and December 31, 1995. Working apital increased by $1,407,000 during the current fiscal quarter. Open credit commitments as of March 31,1996 were $5,300,000, $2,300,000 for C. H. Heist Corp., and $3,000,000 for Ablest Service Corp. The Company also has $366,450 (the U.S. dollar equivalent) available at the Royal Bank of Canada. 8 9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION CONTINUED Cash and cash equivalents increased primarily due to net operating cash flows and an increase in long term borrowing. Short and long term liquidity remain solid. Capital expenditures for the current fiscal quarter were $620,000. Of this amount $ 419,000 was for industrial maintenance equipment and the remainder was for computer equipment. Commitments as of March 31, 1996 were $308,000 all of which was for industrial maintenance equipment. 9 10 Part II-Other Information Item 6 Exhibits and Reports on Form 8-K (A) Reports on Form 8-K: No reports on Form 8-K have been filed during the quarter ended March 31, 1996. Exhibit 27.1 - Financial Data Schedule (for SEC use only) 10 11 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. C. H. Heist Corp. (Registrant) Date May 8, 1996 /s/ JOHN L. ROWLEY ------------------ ---------------------------------------- John L. Rowley Vice President-Finance (Chief Accounting and Financial Officer) 11 EX-27.1 2 FINANCIAL DATA SCHEDULE (FOR SEC USE ONLY)
5 1 U.S. DOLLARS 3-MOS DEC-29-1996 JAN-01-1996 MAR-31-1996 1 3,891,140 0 13,721,564 0 2,205,049 23,595,245 47,045,794 30,015,939 41,003,350 6,450,936 7,773,779 0 0 158,260 26,190,089 41,003,350 25,769,004 25,769,004 22,508,737 22,508,737 3,280,826 0 80,427 (100,986) (39,086) (61,900) 0 0 0 (61,900) (.02) (.02)
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