UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X]X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934
For the quarterly period ended August 1,October 31, 1998
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OR
[ ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
--
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-13200
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Astro-Med, Inc.
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(Exact name of registrant as specified in its charter)
Rhode Island 05-0318215
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 East Greenwich Avenue, West Warwick, Rhode Island 02893
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(Address of principal executive offices) (Zip Code)
(401) 828-4000
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(Registrant's telephone number, including area code)
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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.
Common Stock, $.05 Par Value - 4,517,7364,513,703 shares
(excluding treasury shares) as of August 31,1998December 4, 1998
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ASTRO-MED, INC.
INDEX
Page No.
--------
Part I. Financial Information:
Consolidated Balance Sheets -
January 31, 1998 and August 1, 1998 ...................... 3
Consolidated Statements of Income -
Three Months Ended August 2, 1997 and August 1, 1998...... 4
Consolidated Statements of Income -
Six Months Ended August 2, 1997 and August 1, 1998........ 5
Consolidated Statements of Cash Flows -
Six Months Ended August 2, 1997 and August 1, 1998........ 6
Notes to Consolidated Financial Statements -
August 1, 1998............................................ 7,8
Management's Discussion and Analysis of Financial
Condition and Results of Operations....................... 9,10,11
Part II. Other Information................................. 12
Page No.
--------
Part I. Financial Information:
Consolidated Balance Sheets -
January 31, 1998 and October 31, 1998 .................... 3
Consolidated Statements of Income -
Three Months Ended November 1, 1997 and October 31, 1998.. 4
Consolidated Statements of Income -
Nine Months Ended November 1, 1997 and October 31, 1998... 5
Consolidated Statements of Cash Flows -
Nine Months Ended November 1, 1997 and October 31, 1998... 6
Notes to Consolidated Financial Statements -
October 31, 1998.......................................... 7,8
Management's Discussion and Analysis of Financial
Condition and Results of Operations....................... 9-12
Part II. Other Information................................. 13
-2-
Part I. FINANCIAL INFORMATION
ASTRO-MED, INC.
UNAUDITED CONSOLIDATED BALANCE SHEETS
January 31, August 1,October 31,
ASSETS 1998 1998
------------- -------------
(Unaudited)
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents...................... $ 5,659,552 $ 5,569,4374,461,316
Securities Available for Sale.................. 7,472,693 7,661,0237,825,216
Accounts Receivable, Net....................... 7,828,064 7,504,6987,739,399
Inventories.................................... 10,341,856 10,214,73310,474,718
Prepaid Expenses and Other Current Assets...... 1,561,313 1,391,2901,327,170
----------- -----------
Total Current Assets......................... 32,863,478 32,341,18131,827,819
PROPERTY, PLANT AND EQUIPMENT 18,056,693 18,401,51918,606,623
Less Accumulated Depreciation.................. (10,155,952) (10,857,431)(11,151,887)
----------- -----------
7,900,741 7,544,0887,454,736
OTHER ASSETS
Excess of Cost Over Net Assets Acquired........ 940,084 921,934912,859
Amounts Due from Officers...................... 453,264 453,264453,624
Other.......................................... 656,147 655,542645,221
----------- -----------
2,049,495 2,030,7402,011,704
----------- -----------
$42,813,714 $41,916,009$41,294,259
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable............................... $ 2,267,722 $ 2,489,6812,850,170
Accrued Compensation........................... 1,221,662 1,420,9091,560,704
Accrued Expenses............................... 1,470,849 1,205,4791,220,057
Income Taxes................................... 614,631 669,571534,304
Current Maturities of Long-Term Debt........... 177,774 177,774
----------- -----------
Total Current Liabilities.................... 5,752,638 5,963,4146,343,009
LONG-TERM DEBT, Less Current Maturities......... 227,998 140,10282,916
EXCESS OF NET ASSETS ACQUIRED OVER COST......... 326,519 217,679163,259
DEFERRED INCOME TAXES........................... 747,560 747,560
SHAREHOLDERS' EQUITY
Preferred Stock, $10 Par Value,
Authorized 100,000 Shares, None Issued........
Common Stock, $.05 Par Value, Authorized
13,000,000 Shares, Issued 5,140,448
and 5,142,0315,142,778 Shares, Respectively............ 257,023 257,076257,139
Additional Paid-In Capital..................... 5,649,101 5,656,4715,663,820
Retained Earnings.............................. 33,085,917 32,787,19532,835,122
Treasury Stock, at Cost (355,895 Shares
and 446,395629,295 Shares, Respectively)............. (3,062,945) (3,688,070)(4,748,875)
Accumulated Other Comprehensive Income (Loss) (170,097) (165,418)(49,691)
----------- -----------
35,758,999 34,847,25433,957,515
----------- -----------
$42,813,714 $41,916,009$41,294,259
=========== ===========
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ASTRO-MED, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended
------------------------
August 2, August--------------------------
November 1, October 31,
1997 1998
------------ ----------- ----------
Net Sales.................................................. $10,676,531 $10,528,111$11,344,294 $10,515,347
Cost of Sales.............................................. 6,675,149 6,258,930
----------- -----------6,857,626 6,221,371
---------- ----------
Gross Profit............................................... 4,001,382 4,269,1814,486,668 4,293,976
Costs and Expenses:
Selling, General and Administrative....................... 3,250,544 3,503,5243,383,091 3,519,928
Research and Development.................................. 697,369 734,332
----------- -----------
3,947,913 4,237,856
----------- -----------668,924 745,420
---------- ----------
4,052,015 4,265,348
---------- ----------
Operating Income........................................... 53,469 31,325434,653 28,628
Other Income (Expense):
Investment Income......................................... 200,718 209,953211,241 217,346
Interest Expense.......................................... (10,055) (6,066)(7,546) (5,284)
Other, Net................................................ (64,462) 19,195
----------- -----------
126,201 223,082
----------- -----------84,040 69,555
---------- ----------
287,735 281,617
---------- ----------
Income before Income Taxes................................. 179,670 254,407722,388 310,245
Provision for Income Taxes................................. 42,000 66,000
----------- -----------223,945 81,000
---------- ----------
Net Income................................................. $ 137,670498,443 $ 188,407
=========== ===========229,245
========== ==========
Earnings Per Common Share-basic............................ $.03 $.04$.10 $.05
==== ====
Earnings Per Common Share-diluted.......................... $.03 $.04$.10 $.05
==== ====
Weighted Average Number of Common and Common
Equivalent Shares Outstanding-basic....................... 4,865,841 4,740,523
=========== ===========4,850,339 4,571,792
========== ==========
Weighted Average Number of Common and Common
Equivalent Shares Oustanding-diluted...................... 4,927,211 4,775,098
=========== ===========
Dividends Declared4,896,071 4,589,759
========== ==========
Divividends declared Per Common Share........................Share...................... $.04 $.04
==== ====
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ASTRO-MED, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
SixNine Months Ended
-------------------------
August 2, August--------------------------
November 1, October 31,
1997 1998
----------------------- -----------
Net Sales.................................................. $22,383,036 $20,584,551$33,727,329 $31,099,898
Cost of Sales.............................................. 13,877,745 12,439,763
-----------20,735,370 18,661,134
---------- -----------
Gross Profit............................................... 8,505,291 8,144,78812,991,959 12,438,764
Costs and Expenses:
Selling, General and Administrative....................... 6,389,643 7,011,2149,772,735 10,531,143
Research and Development.................................. 1,406,696 1,492,2962,075,620 2,237,716
---------- -----------
7,796,339 8,503,51011,848,355 12,768,859
---------- -----------
Operating Income (Loss).................................... 708,952 (358,722)1,143,604 (330,095)
Other Income (Expense):
Investment Income......................................... 394,918 418,757606,159 636,103
Interest Expense.......................................... (13,294) (12,209)(20,840) (17,493)
Other, Net................................................ (88,480) 65,718(4,440) 135,273
---------- -----------
293,144 472,266580,879 753,883
---------- -----------
Income before Income Taxes................................. 1,002,096 113,5441,724,483 423,788
Provision for Income Taxes................................. 286,055 29,000510,000 110,000
---------- -----------
Net Income................................................. $1,214,483 $ 716,041 $ 84,544313,788
========== ===========
Earnings Per Common Share-basic............................ $.15 $.02$.25 $.07
==== ====
Earnings Per Common Share-diluted.......................... $.15 $.02$.25 $.07
==== ====
Weighted Average Number of Common and Common
Equivalent Shares Outstanding-basic....................... 4,889,827 4,760,4474,868,570 4,697,649
========== ===========
Weighted Average Number of Common and Common
Equivalent Shares Oustanding-diluted...................... 4,939,486 4,796,9714,919,601 4,728,848
========== ===========
Dividends Declared Per Common Share........................ $.08 $.08$.12 $.12
==== ====
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ASTRO-MED, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
SixNine Months Ended
-------------------------------
August 2, August--------------------------------------
November 1, October 31,
1997 1998
----------- --------------- ----
Cash Flows from Operating Activities:
Net Income........................................Income................................. $1,214,483 $ 716,041 $ 84,544313,788
Adjustments to Reconcile Net Income to
Net Cash Provided by Operating Activities:
Depreciation and Amortization................... 588,869 610,789
Other........................................... (93,147) 20,954Amortization....... 935,373 859,900
Other............................... (13,940) 70,121
Changes in Assets and Liabilities:
Accounts Receivable.......................... 1,274,405 323,366
Inventories.................................. (203,493) 127,123
Other........................................ 308,308 170,024Receivable................... 105,397 88,665
Inventories........................... 161,850 (132,862)
Other................................. (284,263) 234,143
Accounts Payable and Accrued
Expenses........ 679,910 155,836Expenses.......................... 893,529 670,698
Income Taxes................................. (518,303) 54,940Taxes.......................... (458,915) (80 327)
----------- -----------
Total Adjustments.......................... 2,036,549 1,463,032Adjustments................... 1,339,031 1,710,338
Net Cash Provided by
Operating Activities...... 2,752,590 1,547,576Activities.................. 2,553,514 2,024,126
Cash Flows from Investing Activities:
Proceeds from Sales of Securities
Available for Sale.............................. 167,018 3,553,884Sale....................... 2,335,200 8,067,245
Purchases of Securities Available
for Sale...... (1,202,173) (3,757,883)Sale................................. (2,571,075) (8,358,275)
Additions to Property, Plant and
Equipment........ (303,517) (344,826)Equipment................................ (710,696) (549,930)
----------- -----------
Net Cash Used by
Investing Activities........... (1,338,672) (548,825)Activities................... (946,571) (840,960)
Cash Flows from Financing Activities:
Principle Payments on Capital Leases.............. (89,078) (87,896)Leases....... (119,339) (145,082)
Proceeds from Common Shares Issued
Under Employee Benefit Plans.................... 14,069 7,421Plans............. 18,267 14,835
Purchases of Treasury Stock....................... (725,210) (625,125)Stock................ (1,046,709) (1,685,930)
Dividends Paid.................................... (342,310) (383,266)Paid............................. (535,069) (565,225)
----------- -----------
Net Cash Used by Financing Activities........... (1,142,529) (1,088,866)Activities.... (1,682,850) (2,381,402)
Net Increase (Decrease)Decrease in Cash and Cash Equivalents........................................ 271,389 (90,115)Equivalents..... (75,907) (1,198,236)
Cash and Cash Equivalents, Beginning of
Period.......Period................................... 6,561,184 5,659,552
----------- -----------
Cash and Cash Equivalents, End of Period.............Period...... $ 6,832,5736,485,277 $ 5,569,4374,461,316
=========== ===========
Supplemental Disclosures of Cash Flow
Information:
Cash Paid During the Period for:
Interest......................................Interest............................... $ 19,85825,061 $ 13,14620,306
Income Taxes..................................Taxes........................... $ 600,956751,437 $ 0195,917
Other Non-Cash Transactions:
Acquisition of Leased Equipment...............Equipment........ $ 200,000 $ 0
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ASTRO-MED, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
August 1,October 31, 1998
Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) The accompanying financial statements have been prepared by the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission, and reflect all adjustments which, in the opinion of
management, are necessary for a fair statement of the results of the interim
periods presented. These financial statements do not include all disclosures
associated with annual financial statements and, accordingly, should be read in
conjunction with footnotes contained in the Company's annual report on Form 10-K
for the year ended January 31, 1998.
(b) Earnings per common share have been computed and presented pursuant to
the provisions of Statement of Financial Accounting Standards No. 128, Earnings
Per Share, which was adopted in fiscal 1998. Net income per share is based on
the weighted average number of shares outstanding during the period. Net income
per share assuming dilution is based on the weighted average number of shares
and common equivalent shares for stock options outstanding during the period.
Three Months Ended SixNine Months Ended
-------------------------- --------------------------
August 2, August---------------------------- ---------------------------
November 1, August 2, AugustOctober 31, November 1, October 31,
1997 1998 1997 1998
----------- ----------- ----------- --------------- ---- ---- ----
Weighted Average Common Shares
Outstanding-basic...... 4,865,841 4,740,523 4,889,827 4,760,447Outstanding-basic................................ 4,850,339 4,571,792 4,868,570 4,697,649
Diluted Effect of Options
Outstanding................. 61,370 34,575 49,659 36,524Outstanding...................................... 45,732 17,967 51,031 31,199
--------- --------- --------- ---------
Weighted Average Common Shares
Outstanding-diluted.... 4,927,211 4,775,098 4,939,486 4,796,971Outstanding-diluted................................. 4,896,071 4,589,759 4,919,601 4,728,848
========= ========= ========= =========
Note 2 - CHANGE IN ACCOUNTING PRINCIPLES
Effective February 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income". This statement
requires presentation of the components of comprehensive income, including the
changes in equity from non-owner sources such as unrealized gains (losses) on
securities and foreign currency translation adjustments. The Company's total
comprehensive income is as follows.
Three Months Ended SixNine Months Ended
-------------------------- --------------------------
August 2, AugustNovember 1, August 2, AugustOctober 31, November 1, October 31
1997 1998 1997 1998
----------- ----------- ----------- ---------------- ---- ---- ----
Comprehensive Income:
Net Income............................................ $137,670 $188,407 $716,041 $ 84,544Income.......................... $498,443 $229,245 $1,214,483 $313,788
-------- -------- ------------------ --------
Other Comprehensive Income(Loss):
Foreign currency translation
adjustments............. (37,955) (38,624) (93,053) 19,784adjustments......................... 67,141 38,565 (25,912) 58,349
Unrealized gain(loss) on
securities:
Unrealized holding gain (loss)
arising during the period....................................... 17,593 10,191 (94) (12,604)period.......... 12,066 77,956 11,972 65,352
Less: reclassification adjustment
for gains included in net income...........................income.... - (2,501)(794) - (2,501)(3,295)
-------- -------- ------------------ --------
Other comprehensive Income (Loss): ................... (20,362) (30,934) (93,147) 4,67979,207 115,727 (13,940) 120,406
Income tax benefit (expense) related to
items of other comprehensive income................................ 4,760 8,024 26,547 (1,195)income... (24,555) (30,214) 4,123 (31,253)
-------- -------- ------------------ --------
Other Comprehensive Income (Loss),
net of tax......... (15,602) (22,910) (66,600) 3,484tax........................... 54,652 85,513 (9,817) 89,153
-------- -------- ---------- --------
Comprehensive Income.................................. $122,068 $165,497 $649,441 $ 88,028Income................... $553,095 $314,758 $1,204,666 $402,941
======== ======== ================== ========
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Note 3 - INVENTORIES
Inventories are stated at the lower of cost (first-in, first-out) or market
and include material, labor and manufacturing overhead. The components of
inventories were as follows:
January 31, August 1,October 31,
1998 1998
----------- -----------
Materials and Supplies.......Supplies.. $ 5,620,041 $ 6,017,704
Work-In-Process..............5,957,866
Work-In-Process......... 993,149 802,096909,618
Finished Goods...............Goods.......... 3,728,666 3,394,9333,607,234
----------- -----------
$10,341,856 $10,214,733$10,474,718
=========== ===========
-8-
ASTRO-MED, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations:
- ---------------------
Net Sales in the third quarter were $10,515,000, essentially flat with the
second quarter reached $10,528,000 rising 5% from the first
quarter'snet sales of $10,056,000 but were 1%$10,528,000 and 7% behind last year's secondthird quarter
net sales of $10,677,000. Sales through the$11,344,000. Geographically, sales from our domestic channels were
$7,689,000
whereas our international sales were $2,839,000 in the quarter. Domestic sales$7,780,000, which were lower than last year's secondthird quarter domestic sales of
$8,177,000. International$8,917,000. Internationally, sales were healthy with revenuesrose 13% ahead ofto $2,735,000 from last year's
sales with mostlevel of $2,427,000. The shortfall in the domestic channels was confined
to the Test & Measurement product line, whereas the QuickLabel Systems (QLS) and
Grass Instrument product lines continued their growth profile increasing 4% and
14%, respectively, from last year's sales levels. Sales growth in the
international branches posting double digitchannels was fueled by volume increases in our European and
Canadian markets, whereas our Far East sales increases.
After sixcontinue to be negatively impacted
by the Asian financial crisis.
Through nine months, net sales revenues in the current fiscal year were $20,584,000
which are$31,100,000,
down 8% from the prior year level of $22,383,000. Domestically,$33,727,000. Domestic sales were
$15,606,000, whereas the$23,386,000, while international sales volumewere $7,714,000. Performance by product
line was $4,978,000.mixed with QLS and Grass Instrument products up 10% and 13%
respectively, whereas T & M products are down 26% from last year.
Gross Profit dollars in the secondthird quarter were $4,269,000, 7% better than
last year and 10% higher than the first quarter'swas $4,294,000, representing a 41% gross
profit dollars.margin. The second quarter'sthird quarter gross profit margin percentage of 41% compares favorably to the
prior yearyear's third quarter margin of 38%40%, as well as the first quarter's marginprevious three
quarters' profit margins. This positive trend is the result of 39%. This quarter's
result is an outgrowth of product mix and improved margins
in both the QLS and Grass Instrument product lines.
After sixThrough nine months, Gross Profit dollars were $8,145,000gross profit was $12,439,000 reflecting a margin
of 40%. profit
margin. This year's gross profit margin percentage marks an improvement over the prior
year margin of 38%39%. The improvement is traceable to improved marginsresults stem from margin improvements in the QLS and
Grass product lines as well as overall product mix.
SpendingOperating expenses were $4,265,000 in the Selling, Research and Development and General and
Administrative accounts was $4,238,000 duringthird quarter, increasing 5% from
the prior year's third quarter. This quarter's
expenses were higher by 7% from last year and are traceable to increasesIncreases in sales personnel, R & D&D projects and
Information Technology requirements.have caused this increased spending level. The increased
information technology expenditures include additional personnel as well as Year
2000 remediation expenses. After sixnine months, operating expenses were
$8,503,000,$12,769,000, an increase of 9%8% from last year's expense levels. The increase
was due to higher spending in selling &and marketing, new product development and
G & AInformation Technology expenses.
Other Incomeincome in the third quarter was $223,000 reflecting a sharp increase over$282,000 as compared to $288,000 in
the prior year's income level of $126,000. The improvement is due to increases
in dividend and interest income as well as reductions in losses realized on
foreign currency translations.third quarter. For the six monthnine-month period, other income was
$472,000$754,000 against last year's levelother income of $293,000, and$581,000. The increase was due to
favorable results in foreign currency translation and improved interest and
dividend income.
Net Incomeincome in the secondthird quarter was $188,000$229,000. This reflects an EPS of 5
cents per diluted share vs. $498,000 or 4can EPS of 10 cents per share. This year's
result was an improvement of 37% overdiluted share in
the prior year's second quarterthird quarter. Through nine months, net income and translates intois $314,000 or
an improvementEPS of 1c7 cents per share. Net income after six months
is $85,000 or 2c perdiluted share as compared to the prior year netlast year's income of
$716,000$1,214,000 or 15c per share.an EPS of 25 cents.
-9-
Financial Condition:
- -------------------
The--------------------
Total assets as of October 31, 1998 were $41,294,000, down $1,520,000 or 4%
from fiscal 1998-year end. Cash and marketable securities declined by $846,000
from fiscal 1998 year end due primarily to the Company's balance sheet remains strong withcommon stock
repurchases and the asset purchase described below. Accounts receivable
declined 1% to $7,739,000 at quarter's end. Inventories rose 1% to $10,475,000
due primarily to the asset purchase described below. Working capital excluding
cash and marketable securities increasing $98,000 from year enddeclined by 6% to $13,230,000 at second quarter's
end. Accounts Receivable dollars declined 4% to $7,505,000. Inventories also
declined $127,000 to $10,215,000. The working capital balance declined from year
end to $26,378,000$13,200,000, but still reflects a strongthe current
ratio of 5:42still remains strong at 5 to 1.
Capital expenditures during the first sixnine months were $345,000 reflecting a
mix$549,000 and include
the purchase of purchases including production equipment, hardware and software technology
investments, building improvements, and building improvements.the fixed asset portion of the asset
purchase described below. Depreciation expense for the same nine months was
$995,935.
During the first halfnine months of the current fiscal year, the Company has purchased
90,500273,400 shares of its Common Stock with 62,500common stock, including 182,900 shares purchased during the secondthird
quarter. The Board of Directors approved repurchase plan currently authorizes
the purchase of another 311,176250,000 shares of itsAstro-Med's common stock.
Cash Dividendsdividends of 4c4 cents per share were paid to shareholders of record
during each of the first quarter and second quarterthree quarters of the current fiscal year.
Shareholders' equity was $34,847,000$33,958,000 at the end of the second quarter.third quarter reflecting
a book value of $7.43 per share.
Asset Purchase:
- --------------
During the third quarter, the Company purchased the inventory and certain
assets of Dynell, Inc. and its subsidiary Columbia Labeling Machinery. The
purchase price was financed through cash from operations.
The acquisition of Dynell, Inc. and Columbia Labeling Machinery offers the
Company a strategic complement to its QLS Printing Systems. The Columbia Label
Applicator and Print-and-Apply Systems will serve as a natural extension to the
Company's line of color label printers. After labels are printed, they must be
applied to a wide range of products that require labels. The Company's QLS
product group will in the future be able to offer a turnkey solution featuring
an integrated color printer and requisite applicator.
Year 2000:2000 Readiness Disclosure:
- ----------------------------------------
The Year 2000 issue is the result of computer programs and embedded
computer chips being written using
two digits (rather than four)unable to definedistinguish between the applicable year. AnyYear 1900 and the Year
2000, and therefore being unable to correctly recognize and process date
information beyond the Year 1999. During 1998, the Company commenced a Year
2000 readiness program to assess the impact of the Year 2000 issue on the
Company's operations and address necessary remediation.
Products. All of the Company's computer programsproducts, where applicable, are Year 2000
Compliant: Grass Instruments - Products manufactured before 1997 did not store
time or date; therefore, Year 2000 compliance is not an issue. New products
that do store time and date use only Windows(TM) 95 dates which are compliant.
QuickLabel Systems - Printer products do
-10-
not generate or store time and date, therefore, Year 2000 compliance is not an
issue. Application software that stores time and date uses only Windows(TM) 95
dates which are Year 2000 compliant. Test and Measurement - Data Acquisition
Systems and application software for all instruments use only Windows(TM) 95
dates which are compliant. Stand-alone Recorders use a two-digit year for
reference only. The date is not used for time sorting or any calculations. Our
Quality Assurance Department has verified that there are no anomalies associated
with the turnover of the Year 2000.
Year 2000 Readiness Program. The Company's Year 2000 readiness program is
divided into three major sections - Information Technology (IT) infrastructure
(which includes Manufacturing, Finance, Purchasing and Sales), Applications
Software and Non-IT systems (including environmental, process control, and
manufacturing control systems), and Third-party suppliers and customers. At
October 31, 1998, all of the Company's internal IT infrastructure, Applications
Software and Non-IT systems which are non-compliant have date-sensitivebeen identified and
prioritized. Assessment and remediation are proceeding in tandem, and the
Company currently plans to have all non-compliant systems repaired or replaced
and tested by mid-1999.
The Information Technology infrastructure section of the Year 2000
readiness program includes the Company's IBM AS400 Computer hardware system as
well as its J. D. Edwards Financial, Manufacturing, and Distribution business
software may recognize a
date using "00"system. The AS400 system was made fully compliant as of January, 1998.
In November 1998, the year 1900 rather thanCompany completed the yearinstallation of an upgrade to its J.
D. Edwards software suite, which is now fully Year 2000 which could resultcompliant.
The Applications Software and Non-IT section includes the conversion or
replacement of applications software and equipment that is not Year 2000
compliant. The Company utilizes both in-house and third-party software and
equipment to operate certain aspects of its business, including
telecommunications and sales contact management systems. The Company estimates
that this section of the Year 2000 readiness program is approximately 20%
complete at October 31, 1998, and the remaining conversion and testing projects
are on schedule to be completed by mid-1999. Contingency planning for this
section is scheduled to begin in system failures or miscalculations.early 1999 and be completed by mid-1999.
The Third-party suppliers and customers section includes the process of
identifying and prioritizing critical suppliers and customers, and communicating
with them directly about their plans and progress in addressing the Year 2000
problem. The Company is currently workingin the process of communicating with its
significant vendors, service providers, and customers. Detailed evaluations of
the most critical third parties will be completed in early 1999. These
evaluations will be followed by the completion of contingency plans by mid-1999,
with follow-up reviews scheduled through the remainder of 1999.
The total cost associated with required modifications to resolvebecome Year 2000
compliant is not expected to be material to the Company's financial position.
The estimated total cost of the Year 2000 issuereadiness program is approximately
$820,000. The total amount expended on the program through October 31, 1998 was
$595,000, of which approximately $540,000 related to Information Technology
Infrastructure, approximately $53,000 related to Applications Software and has
established processes for evaluatingNon-
IT projects, and managingapproximately $2,000 related to the risksThird-
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party project. The future cost of completing the Year 2000 readiness program is
estimated at approximately $225,000, including $15,000 to complete the IT
Infrastructure project, $205,000 to complete the Applications Software and costs associated
with products sold as well as products purchased byNon-
IT phase, and $5,000 to complete the Company.Third-party compliance evaluation. The
Company will utilize both internalhas funded the incurred costs to-date and external resourcesintends to reprogram or replace, and
testfund the software forestimated
costs to complete the Year 2000 modifications. In addition,readiness program through operating cash flows.
Although the Company is communicating with suppliers and customers with whomtaking measures to address the Company does businessimpact, if any, of
Year 2000 issues, it cannot predict the outcome or success of its Year 2000
readiness program, or whether the failure of third party systems or equipment to
coordinateoperate properly in the Year 2000 conversion.will have a material adverse effect on the
Company's business, operating results, or financial condition, or require the
Company to incur unanticipated material expenses to remedy any Year 2000 issue.
The Year 2000 readiness program is expected to significantly reduce the
Company's present statelevel of readiness
and costs to addressuncertainty about the Year 2000 issues have been summarizedproblem and, in particular,
about the following
chart:
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YEAR 2000 COSTS
--------------------------------
Time Table Incurred Est. to Total Est.
System Type for Completion to-Date Complete Cost
------------- ---------------- -------- -------- ----------
IT Systems:
A/S 400 IBM Midrange System Completed - 1/98 $200,751 $ - $200,751
Financial/Manufacturing/ October, 1998 321,243 15,000 336,243
Distribution Business Software Systems
Other Internal IT and Non-IT Hardware and April, 1999 30,294 255,000 285,294
Software -------- -------- --------
$552,288 $270,000 $822,288
======== ======== ========
Year 2000 compliance and readiness of its material external suppliers
and customers. The Company believes that, with the implementation of upgraded
business systems and completion of the Year 2000 readiness program as scheduled,
the possibility of significant interruptions of normal operations should be
reduced.
The foregoing discussion regarding the Company's Year 2000 readiness
program's implementation, effectiveness, and cost contains forward-looking
statements which are based on management's expectations, determined utilizing
certain assumptions of future events including third party compliance and other
factors. However, there can be no guarantee that these expectations will be
realized, and actual results could differ materially from management's
expectations. Specific factors that might cause such material differences
include, but are not limited to, the availability and cost of personnel trained
in this area and other similar uncertainties, and the remediation success of the
Company's suppliers, service providers, and customers.
Safe Harbor Statement
- ---------------------
This document contains forward-looking statements based on current
expectations that involve a number of risks and uncertainties. The factors that
could cause actual results to differ materially include the following: general
economic conditions and growth rates in the data acquisition, digital color
printing, and neurophysiology markets, including but not limited to the
electronic, printing, and medical markets; competitive factors and pricing
pressures; changes in product mix; changes in the seasonality of demand
patterns; the timely development and acceptance of new products; inventory risks
due to shifts in market demand; component constraints and shortages; risk of
non-payment of accounts receivable; ramp up and expansion of manufacturing
capacity; all risks associated with the Year 2000 issue including, but not
limited to, the impact on the Company's business due to internal systems or
systems of suppliers and other third parties adversely affected by Year 2000
problems as previously discussed above; risks associated with the Euro
conversion; and the risks described from time to time in Astro-Med's reports
filed with the Securities and Exchange Commission.
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
None.
(b) Reports on Form 8-K:
No reports on Form 8-K have been filed during the quarter for which
this report is filed.
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.
ASTRO-MED, INC.
(Registrant)
Date: September 4,December 9, 1998 By ---------------------------------____________________________
A. W. Ondis, Chairman
(Principal Executive Officer)
Date: September 4,December 9, 1998 By ---------------------------------____________________________
Joseph P. O'Connell, Vice
President and Treasurer
(Principal Financial Officer)
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