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| MEAD > SEC Filings for MEAD > Form 10-Q on 13-Oct-2009 | All Recent SEC Filings |
13-Oct-2009
Quarterly Report
Critical Accounting Policies and Estimates
The Company's consolidated financial statements are prepared in accordance with
accounting principles generally accepted in the United States of America. The
preparation of these consolidated financial statements requires management to
make certain estimates, judgments and assumptions that it believes are
reasonable based upon the information available. These estimates and assumptions
affect the reported amounts of assets and liabilities at the date of the
consolidated financial statements and the reported amounts of revenues and
expenses during the periods presented. Actual results may differ from these
estimates under different assumptions or conditions. The significant accounting
policies which management believes are the most critical to assist users in
fully understanding and evaluating the Company's reported financial results
include the following:
Revenue Recognition
The Company's revenue recognition policy complies with Securities and Exchange
Commission ("SEC") Staff Accounting Bulletin No. 104, Revenue Recognition in
Financial Statements. Revenue from the sale of products is recognized when title
and risk of loss has passed to the customer, typically at the time of shipment,
persuasive evidence of an arrangement exists, including a fixed price, and
collectibility is reasonably assured. The Company recognizes revenue when
persuasive evidence of an arrangement exists, title and risk of loss has passed
to the customer, typically at the time of shipment, the price to the buyer is
fixed or determinable and collectibility is reasonably assured. Revenue is not
recognized at the time of shipment if these criteria are not met. Under certain
circumstances, the Company accepts product returns or offers markdown
incentives. Material management judgments must be made and used in connection
with establishing sales returns and allowances estimates. The Company
continuously monitors and tracks returns and allowances and records revenues net
of provisions for returns and allowances. The Company's estimate of sales
returns and allowances is based upon several factors including historical
experience, current market and economic conditions, customer demand and
acceptance of the Company's products and/or any notification received by the
Company of such a return. Historically, sales returns and allowances have been
within management's estimates; however, actual returns may differ significantly,
either favorably or unfavorably, from management's estimates depending on actual
market conditions at the time of the return.
Inventories
Inventories are stated at the lower of cost, as determined using the first-in,
first-out ("FIFO") method, or market. Costs include materials, labor and
manufacturing overhead. The Company evaluates the carrying value of its
inventories taking into account such factors as historical and anticipated
future sales compared with quantities on hand and the price the Company expects
to obtain for its products in their respective markets. The Company also
evaluates the composition of its inventories to identify any slow-moving or
obsolete product. These evaluations require material management judgments,
including estimates of future sales, continuing market acceptance of the
Company's products, and current market and economic conditions. Inventory may be
written down based on such judgments for any inventories that are identified as
having a net realizable value less than its cost. However, if the Company is not
able to meet its sales expectations, or if market conditions deteriorate
significantly from management's estimates, reductions in the net realizable
value of the Company's inventories could have a material adverse impact on
future operating results.
Intangible Assets
The Company accounts for acquisition-related intangible assets in accordance
with SFAS No. 141, Business Combinations, and SFAS No. 142, Goodwill and Other
Intangible Assets. A portion of the remaining difference between the purchase
price and the fair value of net tangible assets at the date of acquisition is
included in the balance sheet as acquisition-related intangible assets.
Amortization periods for the intangible assets subject to amortization range
from seven to fifteen years depending on the nature of the assets acquired. The
carrying value of acquisition-related intangible assets, including the related
amortization period, is evaluated in the fourth quarter of each fiscal year and
whenever events or changes in circumstances indicate that the carrying amount of
such assets may not be recoverable. If the carrying amount exceeds the fair
value, which is determined based upon estimated discounted future cash flows
based upon our estimated cost of capital, an impairment loss is reflected in
loss from operations. Such estimates are subject to change and we may be
required to recognize an impairment loss in the future.
Income taxes
A deferred income tax asset or liability is established for the expected future
consequences of temporary differences in the financial reporting and tax bases
of assets and liabilities. Significant judgment is necessary in the
determination of the recoverability, of the Company's deferred tax assets.
Deferred tax assets are reviewed regularly for recoverability and the Company
establishes a valuation allowance when it is more likely than not that some
portion, or all, of the deferred tax assets will not be realized. The Company
assesses the recoverability of the deferred tax assets on an ongoing basis. In
making this assessment, the Company is required to consider all available
positive and negative evidence to determine whether, based on such evidence, it
is more likely than not that some portion, or all, of the net deferred assets
will be realized in future periods. If it is determined that it is more likely
than not that a deferred tax asset will not be realized, the value of that asset
will be reduced to its expected realizable value, thereby decreasing net income.
If it is determined that a deferred tax asset that had previously been written
down will be realized in the future, the value of that deferred tax asset will
be increased, thereby increasing net income in the period when the determination
is made. Actual results may differ significantly, either favorably or
unfavorably, from the evidence used to assess the recoverability of the
Company's deferred tax assets.
The Company adopted the provisions of FIN 48 on March 1, 2007. As a result of
the implementation of FIN 48, the Company recognized no material increase in the
liability for unrecognized income tax benefits. At February 28, 2009,
unrecognized tax benefits, all of which affect the effective tax rate if
recognized, were $0.1 million. Management does not anticipate that there will be
a material change in the balance of unrecognized tax benefits within the next 12
months. The Company recognizes interest and penalties related to uncertain tax
positions in income tax expense. As of February 28, 2009, accrued interest
related to uncertain tax benefit was less than $0.1 million. The tax years
2005-2008 remain open to examination by the major taxing jurisdictions to which
the Company is subject. However, the amount of net operating loss carryforwards
can be adjusted for federal tax purposes for the three years (four years for the
major state jurisdictions in which the Company operates) after the net operating
loss is utilized.
Results of Operations
The nature of the Company's business has historically been highly seasonal.
Sales in the third quarter ended November 30th each year have been significantly
higher than sales achieved in each of the other three fiscal quarters of the
year. Management does not expect the Company's sales to be significantly higher
in the third quarter ending November 30, 2009, due to the sale of Meade Europe
in January 2009 (discontinued operations) compared to the second quarter.
However, expenses and, to a greater extent, results from operations generally
may significantly vary by quarter. Therefore, caution is advised when appraising
results for a period shorter than a full year, or when comparing any period
other than to the same period of the previous year.
Three Months Ended August 31, 2009 Compared to Three Months Ended August 31,
2008
The Company reported net sales of $7.6 million for both of the three month
periods ended August 31, 2009 and 2008. However, the Company experienced a
decrease of approximately $1.1 million in net sales during the three months
ended August 31, 2009, compared to the prior year period due to the Company's
sale of its former sport optics brands last year and the resulting elimination
of the revenue associated with those products. This decrease was offset by
increases in new product sales due to new product development and sales of
high-end telescopes, the latter of which is primarily attributable to
improvements in the Company's manufacturing operations in Mexico. Approximately
26% of the Company's net sales during each of the three month periods ended
August 31, 2009 and 2008 were from one customer.
The gross profit margin during the second quarter of fiscal 2010 was 17% of net
sales, compared to 13% of net sales in the prior year's comparable three month
period. Approximately 2% of this increase in the gross margin was due to lower
direct labor and other manufacturing costs as a result of the devaluation of the
Mexican Peso relative to the US Dollar. Most of the Company's employees at its
manufacturing facility in Mexico, as well as certain other manufacturing costs,
are paid in Mexican Pesos. In addition, the Company consolidated its operations
in Mexico to one building in June 2009, reducing the Company's monthly rent by
half-approximately $30 thousand per month or $90 thousand per quarter. The
Company's operating efficiency at its manufacturing facility in Mexico has also
improved, reducing the Company's manufacturing costs.
Selling expenses for the three months ended August 31, 2009 were $0.7 million, a
35% decrease from $1.1 million for the same period in the prior year. The
decrease was due to headcount reductions and reduced discretionary spending.
General and administrative expenses for the three months ended August 31, 2009
were $1.6 million, a decrease of $1.2 million or 44% compared to $2.8 million in
the same period in the prior year. Most of the decrease in general and
administrative expenses was due to reductions in both headcount and the excess
facility costs associated with our former Irvine, California corporate
headquarters.
Research and development expenses for the three months ended August 31, 2009
were $0.2 million, a decrease of $0.4 million or 74% compared to $0.6 million in
the same quarter in the prior year primarily due to completion of its new
product introduction (ETX-LS) at the end of the quarter ending May 31,2009.
In August 2008, the Company terminated its ESOP and distributed the remaining
shares to eligible employees, which resulted in the elimination of this expense.
During the second quarter of the prior year, the Company sold its Simmons sport
optics brand and associated inventory for gross proceeds of $7.3 million. This
sale resulted in a gain of approximately $0.8 million. Excluding this gain, the
Company would have reported a net loss of $2.8 million, or $0.12 per share.
The Company earned interest income in the second quarter of this fiscal year due
to the net cash received from the sale of Meade Europe in January 2009. Interest
expense of $30 thousand was incurred in the prior year due to the Company's
borrowings on its former credit facility, which was paid off with the proceeds
from the sale of the Company's former sport optics brands.
The Company did not record any income tax provision or benefit during the three
months ended August 31, 2009 due to its loss from operations, level of net
operating loss carry forwards and valuation allowances recorded against the
related deferred tax assets due to the Company's recurring historical losses.
The Company recorded an income tax benefit of $0.8 million for the quarter ended
August 31, 2008 relating almost exclusively to the write-off of a deferred tax
liability associated with intangible assets sold as part of the brand sales.
As noted above, the Company sold Meade Europe in January 2009. As a result, the
results of Meade Europe have been classified as a discontinued operation. Income
from discontinued operations, net of tax, was $42 thousand in the three months
ended August 31, 2008.
Six Months Ended August 31, 2009 Compared to Six Months Ended August 31, 2008
The Company reported net sales of $11.8 million for the first six months of
fiscal year 2010, a decrease of $3.0 million or 20% from net sales of
$14.8 million in the same period last year. This decrease was due to a decrease
of approximately $3.4 million in net sales due to the Company's sale of its
former sport optics brands last year and the resulting elimination of the
revenue associated with those products, a decrease of approximately $1.2 million
in sales of most of the Company's low-end telescopes and accessories products,
which were both partially offset by increases in sales of the Company's high-end
and mid-range telescopes. The increase in the sales of the Company's high-end
telescopes is attributable to improvements in the Company's manufacturing
operations in Mexico, which had just begun full manufacturing operations in the
first quarter of fiscal 2009. The increase in sales of the Company's mid-range
telescopes was due to new product development. Reduced distribution outlets,
increased competition and weak demand were also factors contributing to the
decline in sales. Approximately 18% of the Company's net sales during each of
the six month periods ended August 31, 2009 and 2008 were from one customer.
The gross profit margin during the first six months of fiscal year 2010
increased to 20% of net sales, compared with 13% of net sales in the prior
year's comparable six month period. This improvement in the gross profit margin
was driven by a favorable change in product mix, and reductions in the Company's
manufacturing expenses. Approximately 3% of the improvement in the gross profit
margin was due to the devaluation of the Mexican Peso relative to the US Dollar.
Most of the Company's employees at its manufacturing facility in Mexico, as well
as certain other manufacturing costs, are paid in Mexican Pesos. In addition,
the Company consolidated its operations in Mexico to one building in June 2009,
reducing the Company's monthly rent by half-approximately $30 thousand per month
or $90 thousand per quarter. The Company's operating efficiency at its
manufacturing facility in Mexico has also improved, reducing the Company's
manufacturing costs.
Selling expenses for the first six months of fiscal year 2010 were $1.3 million,
a 41% decrease from $2.3 million in the comparable six month period in the prior
year. While the lower sales volume contributed to the lower selling expenses
such as freight out and commissions, the overall decrease was also driven by
lower headcount and reduced discretionary spending.
General and administrative expenses for the first six months of fiscal year 2010
were $3.0 million, a decrease of $2.2 million or 43% compared to $5.2 million in
the prior year's comparable six month period. Most of the decrease in general
and administrative expenses was due to reduction in headcounts and excess
facility costs associated with our former Irvine, California corporate
headquarters.
Research and development expenses for the first six months of fiscal year 2010
were $0.4 million, a decrease of $0.5 million or 53% compared to $0.9 million in
the prior year's comparable six month period primarily due to completion of its
new product introduction (ETX-LS) at the end of the quarter ending May 31, 2009.
In August 2008, the Company terminated its ESOP and distributed the remaining
shares to eligible employees, which resulted in the elimination of this expense.
During the six months ended August 31, 2008, the Company sold its Simmons,
Weaver and Redfield sport optics brands and associated inventory for gross
proceeds of $15 million. This sale resulted in a gain of approximately
$5.3 million. Excluding this gain, the Company would have reported a net loss of
$5.5 million, or $0.24 per share.
The Company earned interest income in the six months ended August 31, 2009, due
to the net cash received from the sale of Meade Europe in January 2009. Interest
expense of $118 thousand was incurred in the prior year due to the Company's
borrowings on its former credit facility during the first six months of the
prior year. Due to the cash generated from the sale of Simmons, Weaver and
Redfield brands, the Company reduced its usage of credit facilities during the
period.
The Company did not record any income tax provision or benefit during the six
months ended August 31, 2009 due to its loss from operations, level of net
operating loss carry forwards and valuation allowances recorded against the
related deferred tax assets due to the Company's recurring historical losses.
The Company recorded an income tax benefit of approximately $1.0 million for the
six months ended August 31, 2008, relating almost exclusively to the write-off
of a deferred tax liability associated with intangible assets sold as part of
the brand sales.
As noted above, the Company sold Meade Europe in January 2009. As a result, the
results of Meade Europe have been classified as a discontinued operation. Income
from discontinued operations, net of tax, was $0.3 million in the first two
quarters ending August 31, 2008.
Seasonality
The Company has experienced, and expects to continue to experience, substantial
fluctuations in its sales, gross margins and results from operations from
quarter to quarter. Factors that influence these fluctuations include the volume
and timing of orders received, changes in the mix of products sold, market
acceptance of the Company's products, competitive pricing pressures, the
Company's ability to meet fluctuating demand and delivery schedules, the timing
and extent of research and development expenses, the timing and extent of
product development costs and the timing and extent of advertising expenditures.
Historically, a substantial portion of the Company's net sales and results from
operations typically occurred in the third quarter of the Company's fiscal year
primarily due to disproportionately higher customer demand for less-expensive
telescopes during the holiday season. Mass merchandises, along with specialty
retailers, purchase a considerable amount of their inventories to satisfy
seasonal customer demand. These purchasing patterns have caused the Company to
increase its level of inventory during its second and third quarters in response
to such demand or anticipated demand. As a result, the Company's working capital
requirements have correspondingly increased at such times. However, the Company
does not expect net sales and results from operations during its third quarter
of fiscal 2010 to be substantially greater than its second quarter. While
seasonality is not as pronounced as it was prior to the sale of Meade Europe,
the Company continues to experience significant sales to mass merchandisers.
Liquidity and Capital Resources
At August 31, 2009, we had cash and cash equivalents of $2.1 million, as
compared to $5.9 million at February 28, 2009, a decrease of $3.8 million due to
changes in working capital and the Company's loss from operations.
Net cash used in operating activities decreased from $7.9 million in fiscal 2009
to $4.1 million in fiscal 2010-a decrease of $3.8 million or 48% due primarily
to the decrease in operating loss excluding gain on brand sales, which decreased
from $6.1 million during the six months ended August 31, 2008 to $2.3 million
during the six months ended August 31, 2009-a decrease of $3.8 million or 62%,
due to an improved gross margin and lower operating expenses.
Approximately $2.5 million or 61% of the $4.1 million of cash used from
operating activities during the six months ended August 31, 2009, related to
changes in working capital associated with seasonality of the Company's
business.
In addition, approximately $0.7 million or 17% of the $4.1 million of cash used
in operating activities during fiscal 2010 consisted of restructuring costs
associated with officer severance and the lease termination fee associated with
the relocation of the Company's corporate headquarters in February 2009.
The following table illustrates certain of the key liquidity and capital
structure ratios that management uses in evaluating the Company's liquidity and
capital structure:
August 31, February 28,
2009 2009
(In thousands)
Current Ratio:
Current assets $ 17,540 $ 18,526
Current liabilities $ 5,863 $ 5,032
Current ratio 2.99 3.68
Quick Ratio:
Current assets $ 17,540 $ 18,526
Inventories, net $ (8,701 ) $ (8,895 )
Quick assets $ 8,839 $ 9,631
Current liabilities $ 5,863 $ 5,032
Quick ratio 1.51 1.91
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The Company currently has in place an undrawn $10.0 million secured credit
facility with First Capital. Availability of funds under this facility is based
on a percentage of eligible accounts receivable and inventory. Availability on
this facility amounted to $2.7 million as of August 31, 2009, and was based
solely in accounts receivable, as the Company was still in the process of
working with its lender to determine availability on the $3.0 million inventory
component of the facility. While the Company's credit facility does not contain
explicit financial covenants, the agreement provides the Company's lender with
significant latitude in restricting, reducing or withdrawing the Company's
credit facility at its sole discretion with limited notice, as is customary with
these types of arrangements.
In the event the Company requires more capital than is presently anticipated due
to unforeseen factors, the Company may need to rely on its credit facility. In
such an instance, if its lender restricts, reduces or eliminates the Company's
access to credit, or requires immediate repayment of the amounts outstanding
under the agreement, the Company would be required to pursue additional or
alternative sources of liquidity such as equity financings or a new debt
agreement with other creditors, either of which may contain less favorable
terms. The Company cannot assure that such additional sources of capital would
be available on reasonable terms, if at all.
The Company currently anticipates that cash on hand and funds generated from
operations, including cost saving measures the Company has taken and additional
measures it could still take, will be sufficient to meet the Company's
anticipated cash requirements during fiscal 2010.
Capital expenditures, aggregated $45 thousand and $75 thousand for the six
months ended August 31, 2009 and 2008, respectively. The Company had no material
capital expenditure commitments at August 31, 2009.
Inflation
The Company believes that inflation in China has had a material effect on the
Company's results of operations. During fiscal 2009 and 2010, the Company has
experienced cost increases on product imported from China, but in many cases has
not been able to pass on the price increases to customers due to U.S. market
characteristics, thereby reducing the Company's gross margin on sales of
products imported from China. There can be no assurance that the Company's
business will not be further affected by inflation in fiscal 2010 and beyond.
New Accounting Pronouncements
In June 2009, the FASB issued SFAS No. 168, "The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles - A
. . .
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