UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterquarterly period ended JanuaryJuly 31, 20182019
[ ] 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: 000-05378
GEORGE RISK INDUSTRIES, INC.
(Exact name of small business issuerregistrant as specified in its charter)
Colorado | 84-0524756 | |
(State or other jurisdiction of incorporation or organization) | ( Identification No.) |
802 South Elm St. | ||
Kimball, NE | 69145 | |
(Address of principal executive offices) | (Zip Code) | |
(308) 235-4645
(Registrant’s telephone number, including area code)
CheckSecurities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Class A Common Stock, $0.10 par value | RSKIA | OTC Markets | ||
Convertible Preferred Stock, $20 stated value | RSKIA | OTC Markets |
Indicate by check mark whether the issuerregistrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (&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 [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a small reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” andfiler,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] | Accelerated filer [ ] | |
Non-accelerated filer [ ] | Smaller reporting company [X] | |
Emerging growth company [ ] |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes [ ]No [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
The number of shares of the Registrant’s Common Stock outstanding, as of March 16, 2018,September 18, 2019 was 4,968,447.
Transitional Small Business Disclosure Format:Yes [X] No [ ]4,952,110.
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 1.ITEM 1: Financial Statements
The unaudited financial statements for the three and nine-monththree-month period ended JanuaryJuly 31, 2018,2019 are attached hereto.
GEORGE RISK INDUSTRIES, INC.
CONDENSED BALANCE SHEETS
January 31, 2018 | April 30, 2017 | July 31, 2019 | April 30, 2019 | |||||||||||||
(unaudited) | (unaudited) | |||||||||||||||
ASSETS | ||||||||||||||||
Current Assets: | ||||||||||||||||
Cash and cash equivalents | $ | 3,952,000 | $ | 6,456,000 | $ | 5,667,000 | $ | 4,873,000 | ||||||||
Investments and securities | 27,496,000 | 26,382,000 | ||||||||||||||
Investments and securities, at fair value | 27,657,000 | 27,291,000 | ||||||||||||||
Accounts receivable: | ||||||||||||||||
Trade, net of $16,422 and $2,425 doubtful account allowance | 2,471,000 | 1,848,000 | ||||||||||||||
Trade, net of $8,764 and $9,321 doubtful account allowance | 2,534,000 | 2,696,000 | ||||||||||||||
Other | 2,000 | 3,000 | 4,000 | 6,000 | ||||||||||||
Income tax overpayment | 474,000 | 253,000 | — | 259,000 | ||||||||||||
Inventories, net | 3,594,000 | 2,304,000 | 4,863,000 | 4,583,000 | ||||||||||||
Prepaid expenses | 487,000 | 193,000 | 320,000 | 282,000 | ||||||||||||
Total Current Assets | $ | 38,476,000 | $ | 37,439,000 | 41,045,000 | 39,990,000 | ||||||||||
Property and Equipment, net, at cost | 948,000 | 739,000 | 1,095,000 | 984,000 | ||||||||||||
Other Assets | ||||||||||||||||
Investment in Limited Land Partnership, at cost | 273,000 | 273,000 | 293,000 | 293,000 | ||||||||||||
Projects in process | — | 13,000 | 1,000 | 117,000 | ||||||||||||
Other | 77,000 | — | 3,000 | 3,000 | ||||||||||||
Total Other Assets | $ | 350,000 | $ | 286,000 | 297,000 | 413,000 | ||||||||||
Intangible Assets, net | $ | 1,794,000 | — | |||||||||||||
Intangible assets, net | 1,609,000 | 1,640,000 | ||||||||||||||
TOTAL ASSETS | $ | 41,568,000 | $ | 38,464,000 | $ | 44,046,000 | $ | 43,027,000 |
See accompanying notes to the condensed financial statements.statements
GEORGE RISK INDUSTRIES, INC.
CONDENSED BALANCE SHEETS
(continued)
January 31, 2018 | April 30, 2017 | July 31, 2019 | April 30, 2019 | |||||||||||||
(unaudited) | (unaudited) | |||||||||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Current Liabilities | ||||||||||||||||
Accounts payable, trade | $ | 308,000 | $ | 69,000 | $ | 261,000 | $ | 206,000 | ||||||||
Dividends payable | 1,580,000 | 1,416,000 | 1,714,000 | 1,714,000 | ||||||||||||
Accrued expenses: | ||||||||||||||||
Payroll and related expenses | 178,000 | 308,000 | 287,000 | 356,000 | ||||||||||||
Property taxes | 3,000 | — | 3,000 | — | ||||||||||||
Income tax payable | 30,000 | — | ||||||||||||||
Total Current Liabilities | $ | 2,069,000 | $ | 1,793,000 | 2,295,000 | 2,276,000 | ||||||||||
Long-Term Liabilities | ||||||||||||||||
Deferred income taxes | 1,902,000 | 906,000 | 1,247,000 | 1,198,000 | ||||||||||||
Total Long-Term Liabilities | $ | 1,902,000 | $ | 906,000 | 1,247,000 | 1,198,000 | ||||||||||
Total Liabilities | 3,542,000 | 3,474,000 | ||||||||||||||
Commitments and contingencies | — | — | ||||||||||||||
Stockholders’ Equity | ||||||||||||||||
Convertible preferred stock, 1,000,000 shares authorized, Series 1—noncumulative, $20 stated value, 25,000 shares authorized, 4,100 issued and outstanding | 99,000 | 99,000 | 99,000 | 99,000 | ||||||||||||
Common stock, Class A, $.10 par value, 10,000,000 shares authorized, 8,502,881 shares issued and outstanding | 850,000 | 850,000 | 850,000 | 850,000 | ||||||||||||
Additional paid-in capital | 1,934,000 | 1,736,000 | 1,934,000 | 1,934,000 | ||||||||||||
Accumulated other comprehensive income | 2,623,000 | 1,239,000 | 2,890,000 | 2,752,000 | ||||||||||||
Retained earnings | 36,232,000 | 35,981,000 | 39,011,000 | 38,145,000 | ||||||||||||
Less: treasury stock, 3,533,934 and 3,557,606 shares, at cost | (4,141,000 | ) | (4,140,000 | ) | ||||||||||||
Less: treasury stock, 3,550,571 and 3,544,271 shares, at cost | (4,280,000 | ) | (4,227,000 | ) | ||||||||||||
Total Stockholders’ Equity | $ | 37,597,000 | $ | 35,765,000 | 40,504,000 | 39,553,000 | ||||||||||
TOTAL LIABILITES AND STOCKHOLDERS’ EQUITY | $ | 41,568,000 | $ | 38,464,000 | ||||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 44,046,000 | $ | 43,027,000 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
CONDENSED INCOME STATEMENTS
FOR THE THREE MONTHS ENDED JULY 31, 2019 AND 2018
(Unaudited)
Three months | Nine months | Three months | Nine months | |||||||||||||||||||||
ended | ended | ended | ended | July 31, 2019 | July 31, 2018 | |||||||||||||||||||
Jan 31, 2018 | Jan 31, 2018 | Jan 31, 2017 | Jan 31, 2017 | |||||||||||||||||||||
Net Sales | $ | 3,260,000 | $ | 8,597,000 | $ | 2,645,000 | $ | 8,194,000 | $ | 3,552,000 | $ | 3,429,000 | ||||||||||||
Less: Cost of Goods Sold | (1,826,000 | ) | (4,337,000 | ) | (1,229,000 | ) | (3,899,000 | ) | (1,769,000 | ) | (1,801,000 | ) | ||||||||||||
Gross Profit | $ | 1,434,000 | $ | 4,260,000 | $ | 1,416,000 | $ | 4,295,000 | 1,783,000 | 1,628,000 | ||||||||||||||
Operating Expenses | ||||||||||||||||||||||||
Operating Expenses: | ||||||||||||||||||||||||
General and Administrative | 313,000 | 833,000 | 223,000 | 664,000 | 297,000 | 286,000 | ||||||||||||||||||
Sales | 512,000 | 1,371,000 | 461,000 | 1,432,000 | 557,000 | 555,000 | ||||||||||||||||||
Engineering | 22,000 | 69,000 | 17,000 | 59,000 | 14,000 | 9,000 | ||||||||||||||||||
Rent Paid to Related Parties | 5,000 | 14,000 | 5,000 | 14,000 | 5,000 | 5,000 | ||||||||||||||||||
Total Operating Expenses | $ | 852,000 | $ | 2,287,000 | $ | 706,000 | $ | 2,169,000 | 873,000 | 885,000 | ||||||||||||||
Income From Operations | 582,000 | 1,973,000 | 710,000 | 2,126,000 | 910,000 | 773,000 | ||||||||||||||||||
Other Income (Expense) | ||||||||||||||||||||||||
Other | — | 3,000 | 1,000 | 11,000 | 1,000 | 3,000 | ||||||||||||||||||
Dividend and Interest Income | 376,000 | 811,000 | 332,000 | 650,000 | 193,000 | 193,000 | ||||||||||||||||||
Gain (Loss) on Investments | 123,000 | 94,000 | 51,000 | 136,000 | ||||||||||||||||||||
Gain (Loss) on Sale of Assets | — | 4,000 | — | — | ||||||||||||||||||||
Gain (Loss) on Sale of Investments | 49,000 | (68,000 | ) | |||||||||||||||||||||
$ | 499,000 | $ | 912,000 | $ | 384,000 | $ | 797,000 | 243,000 | 128,000 | |||||||||||||||
Income Before Provisions for Income Taxes | 1,081,000 | 2,885,000 | 1,094,000 | 2,923,000 | 1,153,000 | 901,000 | ||||||||||||||||||
Provisions for Income Taxes: | ||||||||||||||||||||||||
Provisions for Income Taxes | ||||||||||||||||||||||||
Current Expense | 281,000 | 852,000 | 313,000 | 896,000 | 294,000 | 247,000 | ||||||||||||||||||
Deferred Tax Expense (Benefit) | 9,000 | 1,000 | (11,000 | ) | (24,000 | ) | ||||||||||||||||||
Deferred tax expense (benefit) | (7,000 | ) | 37,000 | |||||||||||||||||||||
Total Income Tax Expense | $ | 290,000 | $ | 853,000 | $ | 302,000 | $ | 872,000 | 287,000 | 284,000 | ||||||||||||||
Net Income | $ | 791,000 | $ | 2,032,000 | $ | 792,000 | $ | 2,051,000 | $ | 866,000 | $ | 617,000 | ||||||||||||
Cash Dividends | ||||||||||||||||||||||||
Common Stock ($0.36 per share) | $ | — | $ | 1,780,000 | ||||||||||||||||||||
Common Stock ($0.35 per share) | $ | — | $ | 1,758,000 | ||||||||||||||||||||
Basic Earnings Per Share of Common Stock | $ | 0.17 | $ | 0.12 | ||||||||||||||||||||
Diluted Earnings Per Share of Common Stock | $ | 0.17 | $ | 0.12 | ||||||||||||||||||||
Income Per Share of Common Stock | ||||||||||||||||||||||||
Basic | $ | 0.16 | $ | 0.41 | $ | 0.16 | $ | 0.41 | ||||||||||||||||
Diluted | $ | 0.16 | $ | 0.41 | $ | 0.16 | $ | 0.41 | ||||||||||||||||
Weighted Average Number of Common | ||||||||||||||||||||||||
Shares Outstanding | ||||||||||||||||||||||||
Basic | 4,969,013 | 4,955,725 | 4,945,972 | 4,996,453 | ||||||||||||||||||||
Diluted | 4,989,513 | 4,976,225 | 4,966,472 | 5,016,953 | ||||||||||||||||||||
Weighted Average Number of Common Shares Outstanding | 4,956,389 | 4,967,580 | ||||||||||||||||||||||
Weighted Average Number of Shares Outstanding (Diluted) | 4,976,889 | 4,988,080 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
CONDENSED STATEMENTSTATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED JULY 31, 2019 AND 2018
(Unaudited)
Three months | Nine months | Three months | Nine months | |||||||||||||||||||||
ended | ended | ended | ended | July 31, 2019 | July 31, 2018 | |||||||||||||||||||
Jan 31, 2018 | Jan 31, 2018 | Jan 31, 2017 | Jan 31, 2017 | |||||||||||||||||||||
Net Income | $ | 791,000 | $ | 2,032,000 | $ | 792,000 | $ | 2,051,000 | $ | 866,000 | $ | 617,000 | ||||||||||||
Other Comprehensive Income, Net of Tax | ||||||||||||||||||||||||
Unrealized gain (loss) on securities: | ||||||||||||||||||||||||
Unrealized holding gains (losses) arising during period | 1,247,000 | 2,585,000 | 570,000 | 796,000 | ||||||||||||||||||||
Unrealized gain on securities: | ||||||||||||||||||||||||
Unrealized holding gains arising during period | 324,000 | 607,000 | ||||||||||||||||||||||
Reclassification adjustment for gains (losses) included in net income | (88,000 | ) | (205,000 | ) | (5,000 | ) | (88,000 | ) | (130,000 | ) | 44,000 | |||||||||||||
Income tax benefit (expense) related to other comprehensive income | (485,000 | ) | (995,000 | ) | (236,000 | ) | (296,000 | ) | ||||||||||||||||
Income tax expense related to other comprehensive income | (56,000 | ) | (188,000 | ) | ||||||||||||||||||||
Other Comprehensive Income | 674,000 | 1,385,000 | 329,000 | 412,000 | 138,000 | 463,000 | ||||||||||||||||||
Comprehensive Income | $ | 1,465,000 | $ | 3,417,000 | $ | 1,121,000 | $ | 2,463,000 | $ | 1,004,000 | $ | 1,080,000 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE THREE MONTHS ENDED JULY 31, 2019 and 2018
(Unaudited)
Preferred Stock | Common Stock Class A | |||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||
Balances, April 30, 2019 | 4,100 | $ | 99,000 | 8,502,881 | $ | 850,000 | ||||||||||
Purchases of common stock | — | — | — | — | ||||||||||||
Unrealized gain (loss), net of tax effect | — | — | — | — | ||||||||||||
Net Income | — | — | — | — | ||||||||||||
Balances, July 31, 2019 | 4,100 | $ | 99,000 | 8,502,881 | $ | 850,000 |
Preferred Stock | Common Stock Class A | |||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||
Balances, April 30, 2018 | 4,100 | $ | 99,000 | 8,502,881 | $ | 850,000 | ||||||||||
Purchases of common stock | — | — | — | — | ||||||||||||
Unrealized gain (loss), net of tax effect | — | — | — | — | ||||||||||||
Net Income | — | — | — | — | ||||||||||||
Balances, July 31, 2018 | 4,100 | $ | 99,000 | 8,502,881 | $ | 850,000 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
STATEMENTS OF STOCKHOLDERS’ EQUITIY
FOR THE THREE MONTHS ENDED JULY 31, 2019 and 2018
(Unaudited)
Paid-In | Treasury Stock (Common Class A) | Accumulated Other Comprehensive | Retained | |||||||||||||||||||
Capital | Shares | Amount | Income | Earnings | Total | |||||||||||||||||
$ | 1,934,000 | 3,544,271 | $ | (4,227,000 | ) | $ | 2,752,000 | $ | 38,145,000 | $ | 39,553,000 | |||||||||||
— | 6,300 | (53,000 | ) | — | — | (53,000 | ) | |||||||||||||||
— | — | — | 138,000 | — | 138,000 | |||||||||||||||||
— | — | — | — | 866,000 | 866,000 | |||||||||||||||||
$ | 1,934,000 | 3,550,571 | $ | (4,280,000 | ) | $ | 2,890,000 | $ | 39,011,000 | $ | 40,504,000 |
Accumulated | ||||||||||||||||||||||
Paid-In | Treasury Stock (Common Class A) | Other Comprehensive | Retained | |||||||||||||||||||
Capital | Shares | Amount | Income | �� | Earnings | Total | ||||||||||||||||
$ | 1,934,000 | 3,534,784 | $ | (4,148,000 | ) | $ | 2,249,000 | $ | 36,746,000 | $ | 37,730,000 | |||||||||||
— | 650 | (5,000 | ) | — | — | (5,000 | ) | |||||||||||||||
— | — | — | 463,000 | — | 463,000 | |||||||||||||||||
— | — | — | — | 617,000 | 617,000 | |||||||||||||||||
$ | 1,934,000 | 3,535,434 | $ | (4,153,000 | ) | $ | 2,712,000 | $ | 37,363,000 | $ | 38,805,000 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
CONDENSED STATEMENTSTATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JULY 31, 2019 AND 2018
(Unaudited)
Nine months | Nine months | July 31, 2019 | July 31, 2018 | |||||||||||||
ended | ended | |||||||||||||||
Jan 31, 2018 | Jan 31, 2017 | |||||||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||||||||
Cash Flows from Operating Activities: | ||||||||||||||||
Net Income | $ | 2,032,000 | $ | 2,051,000 | $ | 866,000 | $ | 617,000 | ||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||
Depreciation and amortization | 163,000 | 138,000 | 89,000 | 83,000 | ||||||||||||
(Gain) loss on sale of investments | (117,000 | ) | (149,000 | ) | (83,000 | ) | 68,000 | |||||||||
Impairments on investments | 23,000 | 13,000 | 34,000 | — | ||||||||||||
Reserve for bad debts | 13,000 | — | (2,000 | ) | 3,000 | |||||||||||
Reserve for obsolete inventory | — | 5,000 | 8,000 | 6,000 | ||||||||||||
Deferred income taxes | 1,000 | (24,000 | ) | (7,000 | ) | 37,000 | ||||||||||
(Gain) loss on sale of assets | (4,000 | ) | — | |||||||||||||
Changes in assets and liabilities: | ||||||||||||||||
(Increase) decrease in: | ||||||||||||||||
Accounts receivable | (636,000 | ) | 163,000 | 163,000 | 234,000 | |||||||||||
Inventories | (1,291,000 | ) | 426,000 | (288,000 | ) | (389,000 | ) | |||||||||
Prepaid expenses | (359,000 | ) | (48,000 | ) | 79,000 | 166,000 | ||||||||||
Other receivables | 2,000 | (5,000 | ) | |||||||||||||
Employee receivables | 2,000 | — | ||||||||||||||
Income tax overpayment | (221,000 | ) | (43,000 | ) | — | 244,000 | ||||||||||
Increase (decrease) in: | ||||||||||||||||
Accounts payable | 239,000 | 20,000 | 55,000 | (7,000 | ) | |||||||||||
Accrued expenses | (127,000 | ) | (72,000 | ) | (66,000 | ) | (172,000 | ) | ||||||||
Net cash provided by (used in) operating activities | $ | (282,000 | ) | $ | 2,475,000 | |||||||||||
Income tax payable | 289,000 | — | ||||||||||||||
Net cash provided by operating activities | 1,139,000 | 890,000 | ||||||||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||||||||||
Proceeds from sale of assets | 4,000 | — | ||||||||||||||
Cash Flows From Investing Activities: | ||||||||||||||||
(Purchase) of property and equipment | (342,000 | ) | (146,000 | ) | (169,000 | ) | — | |||||||||
Proceeds from sale of marketable securities | 2,013,000 | 586,000 | 9,000 | 2,000 | ||||||||||||
(Purchase) of marketable securities | (653,000 | ) | (668,000 | ) | (132,000 | ) | (233,000 | ) | ||||||||
(Purchase) of intangible assets | (1,624,000 | ) | — | |||||||||||||
(Purchase) of long-term investment | — | (20,000 | ) | |||||||||||||
Net cash provided by (used in) investing activities | $ | (602,000 | ) | $ | (248,000 | ) | ||||||||||
Net cash (used in) investing activities | (292,000 | ) | (231,000 | ) | ||||||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||||||||||
Cash Flows From Financing Activities: | ||||||||||||||||
(Purchase) of treasury stock | (3,000 | ) | (551,000 | ) | (53,000 | ) | (5,000 | ) | ||||||||
Dividends paid | (1,617,000 | ) | (1,596,000 | ) | — | (1,000 | ) | |||||||||
Net cash provided by (used in) financing activities | $ | (1,620,000 | ) | $ | (2,147,000 | ) | ||||||||||
Net cash (used in) financing activities | (53,000 | ) | (6,000 | ) | ||||||||||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | $ | (2,504,000 | ) | $ | 80,000 | |||||||||||
Net Increase in Cash and Cash Equivalents | $ | 794,000 | $ | 653,000 | ||||||||||||
Cash and Cash Equivalents, beginning of period | $ | 6,456,000 | $ | 5,918,000 | $ | 4,873,000 | $ | 4,294,000 | ||||||||
Cash and Cash Equivalents, end of period | $ | 3,952,000 | $ | 5,998,000 | $ | 5,667,000 | $ | 4,947,000 | ||||||||
Supplemental Disclosure for Cash Flow Information: | ||||||||||||||||
Cash payments for: | ||||||||||||||||
Income taxes | $ | 1,320,000 | $ | 1,059,000 | ||||||||||||
Income taxes paid | $ | 0 | $ | 0 | ||||||||||||
Interest paid | $ | 0 | $ | 0 | $ | 0 | $ | 1,000 | ||||||||
Cash receipts for: | ||||||||||||||||
Income taxes | $ | 253,000 | $ | 125,000 | ||||||||||||
Supplemental Disclosure of Noncash Investing and Financing Activities: | ||||||||||||||||
Issuance of treasury stock as part of asset acquisition | $ | 200,000 | $ | 0 |
See accompanying notes to the condensed financial statements
GEORGE RISK INDUSTRIES, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
JANUARYJULY 31, 20182019
Note 1:Unaudited Interim Financial Statements
The accompanying financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s April 30, 20172019 annual report on Form 10-K. In the opinion of management, all adjustments, consisting only of normal recurring adjustments considered necessary for a fair presentation, have been included. Operating results for any quarter are not necessarily indicative of the results for any other quarter or for the full year.
Accounting Estimates—The preparation of these financial statements requires the use of estimates and assumptions including the carrying value of assets. The estimates and assumptions result in approximate rather than exact amounts.
Recently Issued Accounting Pronouncements —In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers. The objective of this update is to provide a robust framework for addressing revenue recognition issues and, upon its effective date, replaces almost all existing revenue recognition guidance. This update is effective in annual reporting periods beginning after December 15, 2017 and the interim periods within that year. The Company is evaluating the impact of this update on the Company’s financial statements.
In February of 2016, the FASB issued ASU 2016-02,Leases “Leases (Topic 842)” (“ASU 2016-02”), which provides guidance for accounting for leases. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record a right-of-use asset and a lease liability for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized based on an effective interest rate method or on a straight-line basis over the term of the lease. Accounting for lessors remains largely unchanged from current GAAP. ASU 2016-02 is effective for the Company beginning May 1, 2019. Early adoption is permitted. In July 2018, the FASB issued ASU No. 2018-10 “Codification Improvements to Topic 842, Leases” (“ASU 2018-10”) and ASU No. 2018-11 “Leases (Topic 842) Targeted Improvements” (“ASU 2018-11”) and ASU 2018-20, “Narrow-Scope Improvements for Lessors”. UnderASU 2018-10 provides certain amendments that affect narrow aspects of the guidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to choose an additional (and optional) transition method of adoption, under which an entity initially applies the new guidance,leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. ASU 2018-11 also allows lessors to not separate non-lease components from the associated lease component if certain conditions are met. During the first quarter of 2019, the FASB issued ASU 2019-01, Leases (Topic 842) to amend ASU 2016-02. This amendment exempts both lessees will be requiredand lessors from having to recognize so-called right-of-use assets and liabilities for mostprovide certain prior year interim disclosure information in the fiscal year in which a company adopts the new leases having lease termsstandard. The Company has adopted the ASUs in the first quarter of 12 months or more. This update is effective in annual reporting periods beginning after December 31, 2019fiscal 2020 and the interim periods starting thereafter. The Company is evaluatingCompany’s accounting systems have been upgraded to comply with the impactrequirements of this updatethe new standard, however, the adoption of ASU 2016-02 did not have a material impact on the Company’s financial statements and related disclosures because leases are not material to the financial statements.
In February ofAugust 2018, the FASB issued ASU 2018-02 Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. Under this update, companies have2018-13, Fair Value Measurement - Disclosure Framework (Topic 820). The updated guidance improves the option to reclassify stranded tax effects caused by US Tax Cuts and Jobs Act (TCJA) from accumulated other comprehensive income (AOCI) to retained earnings. Under current US GAAP, effects from a change in tax law is recorded as a component of the income tax provision related to continuing operations in the period of enactment, even if the deferred taxes were established for a financial statement component not part of continuing operations, such as accumulated other comprehensive income (AOCI). Adopting of this standard will remove tax effects stranded in AOCI by the tax law enactment. Adoption of this ASU is optional. This updatedisclosure requirements on fair value measurements. The updated guidance is effective in annual reportingfor fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 and the interim periods starting thereafter.2019. Early adoption is permitted for any removed or modified disclosures. The Company is currently assessing the timing and impact of adopting the updated provisions.
In August 2018, The FASB issued ASU 2018-14 to improve the effectiveness of disclosures for defined benefit plans under ASC 715-20. The ASU applies to employers that sponsor defined benefit pension or other postretirement plans. The FASB issued ASU 2018-14 as part of its disclosure framework project, which has an objective and primary focus to improve the effectiveness of disclosures in the notes to financial statements. As part of the project, during August 2018, the Board also issued a Concepts Statement, which the FASB used as a basis for amending the disclosure requirements for Subtopic 715-20. The guidance is effective or fiscal years ending after December 15, 2020 and early adoption is permitted. The Company is currently assessing the timing and impact of adopting the updated provisions.
In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires the Company to measure and recognize expected credit losses for financial assets held and not accounted for at fair value through net income. In November 2018, April 2019 and May 2019, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses,” “ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses,” “Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments,” and “ASU No. 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief,” which provided additional implementation guidance on the previously issued ASU. The ASU is effective for fiscal years beginning after December 15, 2020. The ASU requires a modified retrospective adoption method. The Company is still evaluating the impact of this updateadoption on the Company’sits financial statements.statements and disclosures.
Note 2:Investments
The Company has investments in publicly traded equity securities, corporate bonds, state and municipal debt securities, real estate investment trusts, and money markets funds.markets. The investments in securities are classified as available-for-sale securities, and are reported at fair value. Available-for-sale investments in debt securities mature between June 2018September 2019 and November 2048.January 2044. The Company uses the average cost method to determine the cost of securities sold and the amount reclassified out of accumulated other comprehensive income into earnings. Unrealized gains and losses are excluded from earnings and reported separately as a component of stockholders’ equity. Dividend and interest income are reported as earned.
As of JanuaryJuly 31, 20182019 and April 30, 2017,2019, investments consisted of the following:
Gross | Gross | Gross | Gross | |||||||||||||||||||||||||||||
Investments at | Cost | Unrealized | Unrealized | Fair | Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||||
January 31, 2018 | Basis | Gains | Losses | Value | ||||||||||||||||||||||||||||
July 31, 2019 | Basis | Gains | Losses | Value | ||||||||||||||||||||||||||||
Municipal bonds | $ | 5,966,000 | $ | 103,000 | $ | (238,000 | ) | $ | 5,831,000 | $ | 5,475,000 | $ | 117,000 | $ | (43,000 | ) | $ | 5,549,000 | ||||||||||||||
Corporate bonds | $ | 129,000 | $ | 2,000 | $ | — | $ | 131,000 | 26,000 | — | — | 26,000 | ||||||||||||||||||||
REITs | $ | 110,000 | $ | 5,000 | $ | (6,000 | ) | $ | 109,000 | 89,000 | 3,000 | (9,000 | ) | 83,000 | ||||||||||||||||||
Equity securities | $ | 15,720,000 | $ | 4,844,000 | $ | (203,000 | ) | $ | 20,361,000 | 16,729,000 | 4,252,000 | (260,000 | ) | 20,721,000 | ||||||||||||||||||
Money markets and CDs | $ | 1,064,000 | $ | — | $ | — | $ | 1,064,000 | 1,278,000 | — | — | 1,278,000 | ||||||||||||||||||||
Total | $ | 22,989,000 | $ | 4,954,000 | $ | (447,000 | ) | $ | 27,496,000 | $ | 23,597,000 | $ | 4,372,000 | $ | (312,000 | ) | $ | 27,657,000 |
Gross | Gross | Gross | Gross | |||||||||||||||||||||||||||||
Investments at | Cost | Unrealized | Unrealized | Fair | Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||||
April 30, 2017 | Basis | Gains | Losses | Value | ||||||||||||||||||||||||||||
April 30, 2019 | Basis | Gains | Losses | Value | ||||||||||||||||||||||||||||
Municipal bonds | $ | 6,045,000 | $ | 90,000 | $ | (97,000 | ) | $ | 6,038,000 | $ | 5,459,000 | $ | 79,000 | $ | (55,000 | ) | $ | 5,483,000 | ||||||||||||||
Corporate bonds | $ | 129,000 | $ | 1,000 | $ | — | $ | 130,000 | 26,000 | — | — | 26,000 | ||||||||||||||||||||
REITs | $ | 64,000 | $ | 13,000 | $ | (1,000 | ) | $ | 76,000 | 89,000 | 1,000 | (6,000 | ) | 84,000 | ||||||||||||||||||
Equity securities | $ | 15,259,000 | $ | 2,441,000 | $ | (319,000 | ) | $ | 17,381,000 | 16,618,000 | 4,143,000 | (296,000 | ) | 20,465,000 | ||||||||||||||||||
Money markets and CDs | $ | 2,757,000 | $ | — | $ | — | $ | 2,757,000 | 1,233,000 | — | — | 1,233,000 | ||||||||||||||||||||
Total | $ | 24,254,000 | $ | 2,545,000 | $ | (417,000 | ) | $ | 26,382,000 | $ | 23,425,000 | $ | 4,223,000 | $ | (357,000 | ) | $ | 27,291,000 |
The Company evaluates all marketable securities for other-than temporary declines in fair value, which are defined as when the cost basis exceeds the fair value for approximately one year. The Company also evaluates the nature of the investment, cause of impairment and number of investments that are in an unrealized position. When an “other-than-temporary” decline is identified, the Company will decrease the cost of the marketable security to the new fair value and recognize a real loss. The investments are periodically evaluated to determine if impairment changes are required. As a result of this standard, management did not recordrecorded an impairment loss duringof $34,000 for the quarter but did record a loss of $23,000 forended July 31, 2019. For the nine monthsprior quarter ended JanuaryJuly 31, 2018. Likewise, for the corresponding periods last year,2018, management did not need to record a loss for the quarter, but did record a $13,000any impairment loss for the nine months ended January 31, 2017.losses.
11 |
The following tables showtable shows the investments with unrealized losses that are not deemed to be “other-than-temporarily impaired”, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at JanuaryJuly 31, 20182019 and April 30, 2017,2019, respectively.
Unrealized Loss Breakdown by Investment Type at JanuaryJuly 31, 20182019
Less than 12 months | 12 months or greater | Total | Less than 12 months | 12 months or greater | Total | |||||||||||||||||||||||||||||||||||||||||||
Description | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | ||||||||||||||||||||||||||||||||||||
Municipal bonds | $ | 702,000 | $ | (152,000 | ) | $ | 1,674,000 | $ | (86,000 | ) | $ | 2,376,000 | $ | (238,000 | ) | $ | — | $ | — | $ | 448,000 | $ | (43,000 | ) | $ | 448,000 | $ | (43,000 | ) | |||||||||||||||||||
REITs | $ | 56,000 | $ | (5,000 | ) | $ | 27,000 | $ | (1,000 | ) | $ | 83,000 | $ | (6,000 | ) | — | — | 30,000 | (9,000 | ) | 30,000 | (9,000 | ) | |||||||||||||||||||||||||
Equity securities | $ | 534,000 | $ | (35,000 | ) | $ | 590,000 | $ | (168,000 | ) | $ | 1,124,000 | $ | (203,000 | ) | 1,975,000 | (147,000 | ) | 729,000 | (113,000 | ) | 2,704,000 | (260,000 | ) | ||||||||||||||||||||||||
Total | $ | 1,292,000 | $ | (192,000 | ) | $ | 2,291,000 | $ | (255,000 | ) | $ | 3,583,000 | $ | (447,000 | ) | $ | 1,975,000 | $ | (147,000 | ) | $ | 1,207,000 | $ | (165,000 | ) | $ | 3,182,000 | $ | (312,000 | ) |
Unrealized Loss Breakdown by Investment Type at April 30, 20172019
Less than 12 months | 12 months or greater | Total | Less than 12 months | 12 months or greater | Total | |||||||||||||||||||||||||||||||||||||||||||
Description | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | ||||||||||||||||||||||||||||||||||||
Municipal bonds | $ | 1,420,000 | $ | (19,000 | ) | $ | 1,292,000 | $ | (78,000 | ) | $ | 2,712,000 | $ | (97,000 | ) | $ | 772,000 | $ | (4,000 | ) | $ | 580,000 | $ | (50,000 | ) | $ | 1,352,000 | $ | (54,000 | ) | ||||||||||||||||||
REITs | $ | — | $ | — | $ | 27,000 | $ | (1,000 | ) | $ | 27,000 | $ | (1,000 | ) | — | — | 32,000 | (6,000 | ) | 32,000 | (6,000 | ) | ||||||||||||||||||||||||||
Equity securities | $ | 983,000 | $ | (92,000 | ) | $ | 1,689,000 | $ | (227,000 | ) | $ | 2,672,000 | $ | (319,000 | ) | 932,000 | (102,000 | ) | 1,652,000 | (195,000 | ) | 2,584,000 | (297,000 | ) | ||||||||||||||||||||||||
Total | $ | 2,403,000 | $ | (111,000 | ) | $ | 3,008,000 | $ | (306,000 | ) | $ | 5,411,000 | $ | (417,000 | ) | $ | 1,704,000 | $ | (106,000 | ) | $ | 2,264,000 | $ | (251,000 | ) | $ | 3,968,000 | $ | (357,000 | ) |
Municipal Bonds
The unrealized losses on the Company’s investments in municipal bonds were caused by interest rate increases. The contractual terms of these investments do not permit the issuer to settle the securities at a price less than the amortized cost of the investment. Because the Company has the ability to hold these investments until a recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired at JanuaryJuly 31, 2018.2019.
Marketable Equity Securities and REITs
The Company’s investments in marketable equity securities and REITs consist of a wide variety of companies. Investments in these companies include growth, growth income, and foreign investment objectives. The individual holdings have been evaluated, and due to management’s plan to hold on to these investments for an extended period, the Company does not consider these investments to be other-than-temporarily impaired at JanuaryJuly 31, 20182019.
Note 3:Inventories
Inventories at JanuaryJuly 31, 20182019 and April 30, 20172019 consisted of the following:
January 31, | April 30, | |||||||
2018 | 2017 | |||||||
Raw materials | $ | 2,704,000 | $ | 1,579,000 | ||||
Work in process | 348,000 | 442,000 | ||||||
Finished goods | 615,000 | 356,000 | ||||||
3,667,000 | 2,377,000 | |||||||
Less: allowance for obsolete inventory | (73,000 | ) | (73,000 | ) | ||||
Totals | $ | 3,594,000 | $ | 2,304,000 |
Note 4:Asset Purchase
In October 2017, George Risk Industries, Inc. (the “Company”) purchased assets from Labor Saving Devices, Inc. (“LSDI”). The purchase price for the assets consisted of $3,000,000 in cash and 24,097 shares of the Company’s Class A common stock (valued at $200,000, or approximately $8.30 per share). An initial payment of $1,000,000 in cash was made at closing, with the remaining $2,000,000 in cash paid in November 2017.
The value of the assets purchased as described above at January 31, 2018 consisted of the following:
Type of Assets | Beginning Balance | Amortization | Total Assets, Net | |||||||||
Inventory | $ | 1,366,000 | — | $ | 1,366,000 | |||||||
Fixed Assets | $ | 10,000 | — | $ | 10,000 | |||||||
Non-compete agreement | $ | 10,000 | — | $ | 10,000 | |||||||
Intangible assets | $ | 1,814,000 | $ | (30,000 | ) | $ | 1,784,000 | |||||
Total | $ | 3,200,000 | $ | (30,000 | ) | $ | 3,170,000 |
Since the asset purchase took place in October 2017, there was no value to these assets at April 30, 2017.
July 31, 2019 | April 30, 2019 | |||||||
Raw materials | $ | 3,878,000 | $ | 3,644,000 | ||||
Work in process | 368,000 | 389,000 | ||||||
Finished goods | 715,000 | 641,000 | ||||||
4,961,000 | 4,674,000 | |||||||
Less: allowance for obsolete inventory | (98,000 | ) | (91,000 | ) | ||||
Inventories, net | $ | 4,863,000 | $ | 4,583,000 |
Note 5:4: Business Segments
The following is financial information relating to industry segments:
July 31, | ||||||||
2019 | 2018 | |||||||
Net revenue: | ||||||||
Security alarm products | $ | 2,830,000 | $ | 2,150,000 | ||||
Cable & wiring tools | 536,000 | 679,000 | ||||||
Other products | 186,000 | 600,000 | ||||||
Total net revenue | $ | 3,552,000 | $ | 3,429,000 | ||||
Income from operations: | ||||||||
Security alarm products | $ | 725,000 | $ | 485,000 | ||||
Cable & wiring tools | 137,000 | 153,000 | ||||||
Other products | 48,000 | 135,000 | ||||||
Total income from operations | $ | 910,000 | $ | 773,000 | ||||
Depreciation and amortization: | ||||||||
Security alarm products | $ | 23,000 | $ | 10,000 | ||||
Cable & wiring tools | 31,000 | 31,000 | ||||||
Other products | 20,000 | 27,000 | ||||||
Corporate general | 15,000 | 15,000 | ||||||
Total depreciation and amortization | $ | 89,000 | $ | 83,000 | ||||
Capital expenditures: | ||||||||
Security alarm products | $ | 169,000 | $ | — | ||||
Cable & wiring tools | — | — | ||||||
Other products | — | — | ||||||
Corporate general | — | — | ||||||
Total capital expenditures | $ | 169,000 | $ | — |
Three months | Nine months | Three months | Nine months | |||||||||||||
ended | ended | ended | ended | |||||||||||||
Jan 31, 2018 | Jan 31, 2018 | Jan 31, 2017 | Jan 31, 2017 | |||||||||||||
Net revenue: | ||||||||||||||||
Security alarm products | $ | 2,715,000 | $ | 6,683,000 | $ | 2,214,000 | $ | 6,955,000 | ||||||||
Other products | 545,000 | 1,914,000 | 431,000 | 1,239,000 | ||||||||||||
Total net revenue | $ | 3,260,000 | $ | 8,597,000 | $ | 2,645,000 | $ | 8,194,000 | ||||||||
Income from operations: | ||||||||||||||||
Security alarm products | 452,000 | 1,534,000 | 603,000 | 1,805,000 | ||||||||||||
Other products | 130,000 | 439,000 | 107,000 | 321,000 | ||||||||||||
Total income from operations | $ | 582,000 | $ | 1,973,000 | $ | 710,000 | $ | 2,126,000 | ||||||||
Depreciation and amortization: | ||||||||||||||||
Security alarm products | 10,000 | 28,000 | 7,000 | 29,000 | ||||||||||||
Other products | 52,000 | 94,000 | 27,000 | 80,000 | ||||||||||||
Corporate general | 15,000 | 41,000 | 13,000 | 29,000 | ||||||||||||
Total depreciation and amortization | $ | 77,000 | $ | 163,000 | $ | 47,000 | $ | 138,000 | ||||||||
Capital expenditures: | ||||||||||||||||
Security alarm products | — | 260,000 | — | — | ||||||||||||
Other products | — | — | 16,000 | 130,000 | ||||||||||||
Corporate general | 16,000 | 81,000 | 10,000 | 16,000 | ||||||||||||
Total capital expenditures | $ | 16,000 | $ | 341,000 | $ | 26,000 | $ | 146,000 |
January 31, 2018 | April 30, 2017 | July 31, 2019 | April 30, 2019 | |||||||||||||
Identifiable assets: | ||||||||||||||||
Security alarm products | 4,424,000 | 3,180,000 | $ | 6,369,000 | $ | 6,179,000 | ||||||||||
Cable & wiring tools | 2,725,000 | 2,713,000 | ||||||||||||||
Other products | 2,371,000 | 1,517,000 | 864,000 | 842,000 | ||||||||||||
Corporate general | 34,773,000 | 33,767,000 | 34,088,000 | 33,293,000 | ||||||||||||
Total assets | $ | 41,568,000 | $ | 38,464,000 | $ | 44,046,000 | $ | 43,027,000 | ||||||||
Note 6:5: Earnings per Share
Basic and diluted earnings per share, assuming convertible preferred stock was converted for each period presented, are:
For the three months ended January 31, 2018 | ||||||||||||
Income | Shares | Per-share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net Income | $ | 791,000 | ||||||||||
Basic EPS | $ | 791,000 | 4,969,013 | $ | 0.1592 | |||||||
Effect of dilutive securities: | ||||||||||||
Convertible preferred stock | 0 | 20,500 | ||||||||||
Diluted EPS | $ | 791,000 | 4,989,513 | $ | 0.1585 |
For the three months ended July 31, 2019 | ||||||||||||
Income | Shares | Per-Share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net income | $ | 866,000 | ||||||||||
Basic EPS | $ | 866,000 | 4,956,389 | $ | .1747 | |||||||
Effect of dilutive Convertible Preferred Stock | – | 20,500 | (.0007 | ) | ||||||||
Diluted EPS | $ | 866,000 | 4,976,889 | $ | .1740 |
For the nine months ended January 31, 2018 | ||||||||||||
Income | Shares | Per-share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net Income | $ | 2,032,000 | ||||||||||
Basic EPS | $ | 2,032,000 | 4,955,725 | $ | 0.4100 | |||||||
Effect of dilutive securities: | ||||||||||||
Convertible preferred stock | 0 | 20,500 | ||||||||||
Diluted EPS | $ | 2,032,000 | 4,976,225 | $ | 0.4083 |
For the three months ended January 31, 2017 | ||||||||||||
Income | Shares | Per-share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net Income | $ | 792,000 | ||||||||||
Basic EPS | $ | 792,000 | 4,945,972 | $ | 0.1601 | |||||||
Effect of dilutive securities: | ||||||||||||
Convertible preferred stock | 0 | 20,500 | ||||||||||
Diluted EPS | $ | 792,000 | 4,966,472 | $ | 0.1595 |
For the nine months ended January 31, 2017 | ||||||||||||
Income | Shares | Per-share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net Income | $ | 2,051,000 | ||||||||||
Basic EPS | $ | 2,051,000 | 4,996,453 | $ | 0.4105 | |||||||
Effect of dilutive securities: | ||||||||||||
Convertible preferred stock | 0 | 20,500 | ||||||||||
Diluted EPS | $ | 2,051,000 | 5,016,953 | $ | 0.4088 |
For the three months ended July 31, 2018 | ||||||||||||
Income | Shares | Per-Share | ||||||||||
(Numerator) | (Denominator) | Amount | ||||||||||
Net income | $ | 617,000 | ||||||||||
Basic EPS | $ | 617,000 | 4,967,580 | $ | .1242 | |||||||
Effect of dilutive Convertible Preferred Stock | – | 20,500 | (.0005 | ) | ||||||||
Diluted EPS | $ | 617,000 | 4,988,080 | $ | .1237 |
Note 7:6: Retirement Benefit Plan
On January 1, 1998, the Company adopted the George Risk Industries, Inc. Retirement Savings Plan (the “Plan”). The Plan is a defined contribution savings plan designed to provide retirement income to eligible employees of the corporation. The Plan is intended to be qualified under Section 401(k)401 (k) of the Internal Revenue Code of 1986, as amended. Matching contributions by the Company of approximately $2,000 were paid during both the quartersquarter ending JanuaryJuly 31, 2019 and 2018, and 2017, respectively. Likewise, the Company paid matching contributions of approximately $8,000 during the nine-month period ending January 31, 2018 and $7,000 during the corresponding period the prior fiscal year.
Note 8:7: Fair Value Measurements
Generally accepted accounting principles in the United States of America (US GAAP) defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit risk.
US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurements). The levels of the fair value hierarchy under US GAAP are described below:
Level 1 | Valuation is based upon quoted prices for identical instruments traded in active markets. | |
Level 2 | Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. | |
Level 3 | Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models and similar techniques. |
Investments and Marketable Securities
As of JanuaryJuly 31, 2018,2019, our investments consisted of money markets, certificates of deposits (CDs), publicly traded equity securities, real estate investment trusts (REITS)(REITs) as well as certain state and municipal debt securities and corporate bonds. Our marketable securities are valued using third-party broker statements. The value of the investments is derived from quoted market information. The inputs to the valuation are generally classified as Level 1 given the active market for these securities, however, if an active market does not exist, which is the case for municipal bonds and REITs, the inputs are recorded as Level 2.
Fair Value Hierarchy
The following tables settable sets forth our assets and liabilities measured at fair value on a recurring basis and a non-recurring basis by level within the fair value hierarchy. As required by US GAAP, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
Assets Measured at Fair Value on a Recurring Basis as of January 31, 2018 | Assets Measured at Fair Value on a Recurring Basis as of July 31, 2019 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Municipal Bonds | $ | - | $ | 5,831,000 | $ | - | $ | 5,831,000 | $ | — | $ | 5,549,000 | $ | — | $ | 5,549,000 | ||||||||||||||||
Corporate Bonds | $ | 131,000 | $ | - | $ | - | $ | 131,000 | 26,000 | — | — | 26,000 | ||||||||||||||||||||
REITs | $ | - | $ | 109,000 | $ | - | $ | 109,000 | — | 83,000 | — | 83,000 | ||||||||||||||||||||
Equity Securities | $ | 20,361,000 | $ | - | $ | - | $ | 20,361,000 | 20,721,000 | — | — | 20,721,000 | ||||||||||||||||||||
Money Markets and CDs | $ | 1,064,000 | $ | - | $ | - | $ | 1,064,000 | 1,278,000 | — | — | 1,278,000 | ||||||||||||||||||||
Total fair value of assets measured on a recurring basis | $ | 21,556,000 | $ | 5,940,000 | $ | - | $ | 27,496,000 | $ | 22,025,000 | $ | 5,632,000 | $ | — | $ | 27,657,000 |
Assets Measured at Fair Value on a Recurring Basis as of April 30, 2017 | Assets Measured at Fair Value on a Recurring Basis as of April 30, 2019 | |||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||
Municipal Bonds | $ | — | $ | 6,038,000 | $ | — | $ | 6,038,000 | $ | — | $ | 5,483,000 | $ | — | $ | 5,483,000 | ||||||||||||||||
Corporate Bonds | $ | 130,000 | $ | — | $ | — | $ | 130,000 | 26,000 | — | — | 26,000 | ||||||||||||||||||||
REITs | $ | — | $ | 76,000 | $ | — | $ | 76,000 | — | 84,000 | — | 84,000 | ||||||||||||||||||||
Equity Securities | $ | 17,381,000 | $ | — | $ | — | $ | 17,381,000 | 20,465,000 | — | — | 20,465,000 | ||||||||||||||||||||
Money Markets and CDs | $ | 2,757,000 | $ | — | $ | — | $ | 2,757,000 | 1,233,000 | — | — | 1,233,000 | ||||||||||||||||||||
Total fair value of assets measured on a recurring basis | $ | 20,268,000 | $ | 6,114,000 | $ | — | $ | 26,382,000 | $ | 21,724,000 | $ | 5,567,000 | $ | — | $ | 27,291,000 |
Note 9:8 Subsequent Events
None
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 2.2: Management Discussion and Analysis of Financial Condition and Results of Operations
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This Quarterly Report on Form 10-Q, includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act) and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), which are subject to the “safe harbor” created by those sections. Any statements herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “expect,” “intend,” “believe,” “estimate,” “project” or “continue,” and the negatives of such terms are intended to identify forward-looking statements. The information included herein represents our estimates and assumptions as of the date of this filing. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if newcurrent information becomes available in the future.
The following discussion should be read in conjunction with the attached condensed consolidated financial statements, and with the Company’s audited financial statements and discussion for the fiscal year ended April 30, 2017.2019.
Executive Summary
The Company’s performance has remained steadyincreased through the three quarters, with increased sales, being offset by increased cost of sales, and greatly improved investment returns. This is duefirst quarter in comparison to the continuation ofprior quarter last year. In comparison to the most recent prior quarter, performance has stayed steady with similar sales figures. The main difference between this year’s quarter and last year’s quarter is that the Company doesn’t have a big back order log and is able to get inventory in the stockroom which allows the Company to ship products out on timely basis. Opportunities include continuing to learn and grow with our quality USA madecomputer system and to continue looking at businesses that might be a good fit to purchase. Also, we have new products withthat are scheduled to enter the ability for customization, our notable customer service, andmarketplace by the purchaseend of the assets of Labor Saving Devices, Inc. New challengescalendar year. Challenges in the Company has endured overcoming months include continuing to get product out to customers in a timelier manner. Raw material prices are also a concern with tariffs being levied by the nine months of this fiscal year includeUS government and other factors. Management continues to work at keeping the continuation of training of our new software system, learningfacilities running leaner and incorporating the Labor Saving Devices product line, and dealing with some shortages and defects of raw materials.more profitable than ever before.
Results of Operations
● | Net sales | |
competitors | ||
● | Cost of goods sold | |
is a reflection of having better training and working more efficiently when making product. | ||
● | Operating expenses have increased by |
● | Income from operations for the quarter ended | |
$773,000. | ||
● | Other income and expenses | |
same quarter last year. | ||
● | ||
● | In turn, net income for the quarter ended | |
of $617,000. | ||
● | Earnings per share for the quarter ended July 31, 2019 were $0.17 per common share and $0.12 per common share for the quarter ended |
Liquidity and capital resources
Operating
● | Net cash | |
● | Accounts receivable | |
at July 31, 2019. | ||
● | Inventories increased | |
fact that the Company selling more finished goods at a slightly faster rate than it is replenishing raw materials. | ||
● | ||
process. | ||
● | Accounts payable shows | |
merchandise. | ||
● | Accrued expenses decreased | |
● | Income tax payable for the quarter ended July 31, 2019 increased $289,000, while there was a $244,000 decrease towards income tax overpayment for the quarter ended July 31, 2018. The current increase is due to waiting on tax refunds to be sent and not having to pay income tax estimates yet. |
Investing
● | As for our investment activities, the Company | |
equipment. | ||
● | Additionally, the Company continues to purchase marketable securities, which include municipal bonds and quality stocks. |
Financing
● | ||
The following is a list of ratios to help analyze George Risk Industries’ performance:
Qtr ended | Qtr ended | |||||||
July 31, 2019 | July 31, 2018 | |||||||
Working capital | ||||||||
(current assets – current liabilities) | $ | 38,750,000 | $ | 36,894,000 | ||||
Current ratio | ||||||||
(current assets / current liabilities) | 17.882 | 18.760 | ||||||
Quick ratio | ||||||||
((cash + investments + AR) / current liabilities) | 15.622 | 16.567 |
For the quarter ended | ||||||||
January 31, 2018 | January 31, 2017 | |||||||
Working capital (current assets – current liabilities) | $ | 36,407,000 | $ | 34,041,000 | ||||
Current ratio (current assets / current liabilities) | 18.596 | 17.171 | ||||||
Quick ratio ((cash + investments + AR) / current liabilities) | 16.394 | 15.773 |
New Product Development
The Company and itsits’ engineering department continueperpetually work to develop enhancements to current product lines, develop new products which complement existing products, and look for products that are well suited to our distribution network and manufacturing capabilities. Items currently in various stages of the development process include:
● | A new face plate for our pool alarms is nearing completion. The innovative design is slim in style and will also allow the homeowner to change the plate to match their décor. | |
● | ||
● | ||
● | Wireless technology is a main area of focus for product development. We are | |
● |
Other Information
In addition to researching and developing new products, management is always open to the possibility of acquiring a business or product line that would complement our existing operations. Due to the Company’s strong cash position, management believes this could be achieved without the need for outside financing. The intent is to utilize the equipment, marketing techniques and established customers to deliver new products and increase sales and profits.
There are no known seasonal trends with any of GRI’s products, since we sell to distributors and OEM manufacturers. Our products are tied to the housing industry and will fluctuate with building trends.
Recently Issued Accounting Pronouncements
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers. The objective of this update is to provide a robust framework for addressing revenue recognition issues and, upon its effective date, replaces almost all existing revenue recognition guidance. This update is effective in annual reporting periods beginning after December 15, 2017 and the interim periods within that year. The Company is evaluating the impact of this update on the Company’s financial statements.
In February of 2016, the FASB issued ASU 2016-02,Leases. Under the new “Leases (Topic 842)” (“ASU 2016-02”), which provides guidance for accounting for leases. ASU 2016-02 requires lessees will be required to recognize so-calledclassify leases as either finance or operating leases and to record a right-of-use assetsasset and liabilitiesa lease liability for mostall leases having lease terms ofwith a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized based on an effective interest rate method or more. This updateon a straight-line basis over the term of the lease. Accounting for lessors remains largely unchanged from current GAAP. ASU 2016-02 is effective in annual reporting periodsfor the Company beginning after December 31, 2019 and the interim periods starting thereafter. The CompanyMay 1, 2019. Early adoption is evaluating the impact of this update on the Company’s financial statements.
permitted. In February ofJuly 2018, the FASB issued ASU 2018-02 Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. Under this update, companies have the optionNo. 2018-10 “Codification Improvements to reclassify stranded tax effects caused by US Tax CutsTopic 842, Leases” (“ASU 2018-10”) and Jobs Act (TCJA) from accumulated other comprehensive income (AOCI) to retained earnings. Under current US GAAP, effects from a change in tax law is recorded as a componentASU No. 2018-11 “Leases (Topic 842) Targeted Improvements” (“ASU 2018-11”) and ASU 2018-20, “Narrow-Scope Improvements for Lessors”. ASU 2018-10 provides certain amendments that affect narrow aspects of the income tax provision relatedguidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to continuing operationschoose an additional (and optional) transition method of adoption, under which an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of enactment, evenadoption. ASU 2018-11 also allows lessors to not separate non-lease components from the associated lease component if certain conditions are met. During the deferred taxes were established forfirst quarter of 2019, the FASB issued ASU 2019-01, Leases (Topic 842) to amend ASU 2016-02. This amendment exempts both lessees and lessors from having to provide certain prior year interim disclosure information in the fiscal year in which a company adopts the new leases standard. The Company has adopted the ASUs in the first quarter of fiscal 2020 and the Company’s accounting systems have been upgraded to comply with the requirements of the new standard, however, the adoption of ASU 2016-02 did not have a material impact on the Company’s financial statement componentstatements and related disclosures because leases are not part of continuing operations, such as accumulated other comprehensive income (AOCI)material to the financial statements.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820). Adopting of this standard will remove tax effects stranded in AOCI byThe updated guidance improves the tax law enactment. Adoption of this ASU is optional. This updatedisclosure requirements on fair value measurements. The updated guidance is effective in annual reportingfor fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 and the interim periods starting thereafter.2019. Early adoption is permitted for any removed or modified disclosures. The Company is currently assessing the timing and impact of adopting the updated provisions.
In August 2018, The FASB issued ASU 2018-14 to improve the effectiveness of disclosures for defined benefit plans under ASC 715-20. The ASU applies to employers that sponsor defined benefit pension or other postretirement plans. The FASB issued ASU 2018-14 as part of its disclosure framework project, which has an objective and primary focus to improve the effectiveness of disclosures in the notes to financial statements. As part of the project, during August 2018, the Board also issued a Concepts Statement, which the FASB used as a basis for amending the disclosure requirements for Subtopic 715-20. The guidance is effective or fiscal years ending after December 15, 2020 and early adoption is permitted. The Company is currently assessing the timing and impact of adopting the updated provisions.
In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires the Company to measure and recognize expected credit losses for financial assets held and not accounted for at fair value through net income. In November 2018, April 2019 and May 2019, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses,” “ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses,” “Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments,” and “ASU No. 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief,” which provided additional implementation guidance on the previously issued ASU. The ASU is effective for fiscal years beginning after December 15, 2020. The ASU requires a modified retrospective adoption method. The Company is still evaluating the impact of this updateadoption on the Company’sits financial statements.
statements and disclosures.
GEORGE RISK INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 3. Quantitative and Qualitative Disclosures aboutAbout Market Risk
Not applicableThis disclosure does not apply.
Item 4. Controls and Procedures
Our management, under the supervision and with the participation of our chief executive officer (also working as our chief financial officer), evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of JanuaryJuly 31, 2018.2019. Based on that evaluation, our chief executive officer (also working as our chief financial officer) concluded that the disclosure controls and procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
We have taken measurescontinue to improve our disclosure controlsoperate with a limited number of accounting and procedures.financial personnel. A new accounting professional was hired in October 20172018 to fill the Controller position. Regarding this filing, more trainingTraining will be required to fulfill disclosure control and procedure responsibilities, including review procedures for key accounting schedules and timely and proper documentation of material transactions and agreements. Until sufficient training has taken place offor this new Controller, we believe this control deficiency represents material weaknesses in internal control over financial reporting.
Despite the material weaknesses in financial reporting noted above, we believe that our consolidated financial statements included in this report fairly present our financial position, results of operations and cash flows as of and for the periods presented in all material respects.
We are committed to the establishment of effective internal controls over financial reporting and will place emphasis on quarterly and year-end closing procedures, timely documentation and internal review of accounting and financial reporting consequences of material contracts and agreements, and enhanced review of all schedules and account analyses by experienced accounting department personnel or independent consultants.
Changes in Internal Control Over Financial Reporting
There was no change in our internal control over financial reporting during the fiscal quarter ended JanuaryJuly 31, 20182019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
GEORGE RISK INDUSTRIES, INC.
PartPART II. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable
Item 1A. Risk Factors
Not applicable.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information relating to the Company’s repurchase of common stock for the thirdfirst quarter of fiscal year 2018.2020.
Period | Number of shares repurchased | |||
May 31, 2019 | -0- | |||
300 | ||||
6,000 |
Item 3. Defaults upon Senior Securities
Not applicable
Item 4. Mine Safety Disclosures
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits
SIGNATURES
Pursuant toIn accordance with 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.
George Risk Industries, Inc. | |||
(Registrant) | |||
Date | By: | /s/ Stephanie M. Risk-McElroy | |
Stephanie M. Risk-McElroy | |||
President, Chief Executive Officer, Chief Financial Officer and Chairman of the Board |