United States Securities and Exchange Commission Washington, D.C. 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 quarterly period ended September 30, 1995 OR [ ] 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 0-19051 LXE Inc. (Exact name of registrant as specified in its charter) Georgia 58-1829757 (State or other jurisdiction of (IRS Employer Identification incorporation or organization) Number) 303 Research Drive Norcross, GA 30092-2993 Address of principal executive offices Zip Code Registrant's Telephone Number, Including Area Code-(404) 447-4224 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 The number of shares outstanding of each of the issuer's classes of common stock, as of the close of business on November 1, 1995: Class Number of Shares Common Stock, $.01 Par Value 5,554,644 2 Index Page No. Part I. Financial Information Item 1. Financial Statements Consolidated Statements of Operations - Three Months Ended and Nine Months Ended September 30, 1995 and 1994 3 Consolidated Balance sheets - September 30, 1995 and December 31, 1994 4-5 Consolidated Statements of Cash Flows - Nine Months Ended September 30, 1995 and 1994 6 Notes to Interim Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. Other Information 9 3 Part I Financial Information Item 1. Financial Statements Consolidated Statements of Operations (Unaudited) (In thousands, except per share data) Three Months Ended Nine Months Ended September 30 September 30 1995 1994 1995 1994 Net sales 11,348 17,031 45,188 45,431 Cost of sales 7,197 8,687 25,718 22,443 Gross profit 4,151 8,344 19,470 22,988 Selling, general and administrative expenses 5,395 4,824 15,170 13,936 Product development and engineering expenses 1,993 1,652 5,100 4,472 Operating income (loss) (3,237) 1,868 (800) 4,580 Interest and other income 55 31 473 90 Interest expense (132) (50) (247) (147) Earnings (loss) before income taxes (3,314) 1,849 (574) 4,523 Income tax expense (benefit) (1,291) 740 (275) 1,729 Net earnings (loss) (2,023) 1,109 (299) 2,794 Earnings (loss) per common and common equivalent share (.36) .19 (.05) .48 Weighted average number of common and common equivalent shares 5,555 5,765 5,525 5,764 See accompanying notes to interim consolidated financial statements. 4 Consolidated Balance Sheets (Unaudited) (In thousands) September 30 December 31 1995 1994 Assets Current assets: Cash and interest bearing deposits 1,708 1,537 Marketable securities (reverse re- purchase agreements in 1994) 307 6,400 Total cash and cash equivalents 2,015 7,937 Trade accounts receivable, net 12,939 16,222 Inventories: Work in process 5,470 3,334 Parts and materials 9,052 6,145 Total inventories 14,522 9,479 Deferred income tax benefit 778 778 Total current assets 30,254 34,416 Property, plant and equipment: Land 250 250 Building and leasehold improvements 4,917 4,872 Machinery and equipment 17,125 13,919 Furniture and fixtures 1,219 1,051 23,511 20,092 Less accumulated depreciation and amortization 11,261 9,376 Net property, plant and equipment 12,250 10,716 Other assets 5,791 609 Total assets 48,295 45,741 See accompanying notes to interim consolidated financial statements. 5 Consolidated Balance Sheets (Unaudited), Continued (In thousands, except share data) September 30 December 31 1995 1994 Liabilities and Stockholders' Equity Current liabilities: Current installments of long-term debt 267 244 Current installments of long-term debt to Parent 275 275 Short term borrowings 4,650 - Accounts payable 5,330 5,552 Income taxes payable - 1,186 Accrued compensation costs 1,177 1,452 Deferred revenue 955 1,147 Other current liabilities 564 593 Due to Parent 372 355 Total current liabilities 13,590 10,804 Long-term debt, excluding current installments 144 350 Long-term debt to Parent, excluding current installments 1,466 1,672 Deferred income taxes 617 617 Total liabilities 15,817 13,433 Stockholders' equity: Preferred stock of $1.00 par value per share. Authorized 5,000,000 shares; none issued or outstanding - - Common stock of $.01 par value per share. Authorized 20,000,000 shares; 5,555,000 issued and outstanding in 1995 and 5,436,000 in 1994 56 54 Additional paid-in capital 18,950 18,473 Retained earnings 13,472 13,771 Total stockholders' equity 32,478 32,298 Total liabilities and stockholders' equity 48,295 45,741 See accompanying notes to interim consolidated financial statements. 6 Consolidated Statements of Cash Flows (Unaudited) (In thousands) Nine Months Ended September 30 1995 1994 Cash flows from operating activities: Net earnings (loss) $ (299) 2,794 Adjustments to reconcile net earnings (loss)to net cash flows from operating activities: Depreciation and amortization 2,038 1,712 Changes in operating assets and liabilities: Trade accounts receivable 3,283 (2,105) Inventories (5,043) 970 Accounts payable (222) 1,069 Income taxes (1,760) 388 Accrued compensation (275) 515 Deferred revenue (192) 52 Due to Parent and other (791) 205 Net cash provided by (used in) operating activities (3,261) 5,600 Cash flows from investing activities: Purchase of property, plant and equipment (3,643) (1,858) Capitalized product software costs and other market-related investments (3,143) - Proceeds from maturity of marketable securities - 800 Net cash used in investing activities (6,786) (1,058) Cash flows from financing activities: Payments on long-term debt (183) (163) Payments on long-term debt to Parent (206) (206) Short term borrowings 4,650 - Proceeds from exercise of stock options, net of withholding taxes paid (136) 69 Net cash provided by (used in) financing activities 4,125 (300) Net change in cash and cash equivalents (5,922) 4,242 Cash and cash equivalents at January 1 7,937 2,697 Cash and cash equivalents at September 30 2,015 6,939 Supplemental disclosure of cash flow information: Cash paid for interest 247 127 Cash paid for income taxes 1,378 1,212 See accompanying notes to interim consolidated financial statements. 7 Notes to Interim Consolidated Financial Statements (Unaudited) (1) Basis of Presentation In the opinion of management, these interim consolidated financial statements reflect all normal and recurring adjustments necessary for a fair presentation of results for such periods. The results of operations for any interim period are not necessarily indicative of results for the full year. These financial statements should be read in conjunction with the financial statements and related notes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1994. (2) Earnings Per Share Earnings per common and common equivalent share for the interim periods were based on the weighted average number of shares of common stock outstanding and equivalent shares derived from dilutive stock options, (except for loss periods). Fully diluted earnings per share are not significantly different from the primary earnings per share presented. (3) Other Assets In the second quarter of 1995, the Company acquired a minority ownership interest in a non-public U.S. company. This investment is valued at cost and is included in other assets on the accompanying balance sheet. (4) New Accounting Standard The Company has adopted SFAS 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of," which was issued by the Financial Accounting Standards Board in March 1995. No adjustments to the carrying value of recorded assets were required as a result of adopting SFAS 121. (5) Capitalization of Software Costs In 1995, the company has capitalized $643,000 of certain costs incurred to develop software which will be licensed to customers. Capitalized software costs, which are included in other assets, will be amortized using the greater of the ratio of current gross revenues for the product to the total of current and anticipated future gross revenues or the straight-line method over three years. 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Net sales and the underlying level of orders activity decreased in the third quarter of 1995 compared with the third quarter for 1994. Management believes that these decreases related to short-term effects of the Company's transition to an expanded product line that will support DOS, Windows and client/server networks. The Company has undertaken efforts during this product line expansion to stimulate orders for its current products, including an initiative to encourage customers to upgrade their systems from the earlier generations of LXE equipment. As a result of this initiative and other specific orders expected to be received, the Company's order and sales activity should increase in the fourth quarter compared with the third quarter; however, the Company's 1995 fourth quarter results are likely to be significantly less profitable than prior profitable quarters in 1995 or the fourth quarter of 1994. Cost of sales, as a percentage of net sales, was 63% in the third quarter of 1995 and 57% in the first nine months of 1995, compared with 51% and 49%, respectively, in the same periods in 1994. The increases in the 1995 cost of sales percentage reflect increased distribution of the Company's products through indirect channels that generally have a lower profit margin than direct sales; the change in the cost of sales percentage also reflects competitive pricing pressures and, for the three months, a lower sales base to absorb fixed overhead expenses. Selling, general and administrative expenses increased due to expansion of the European sales subsidiaries and expansion of the Company's internal sales support efforts. Product development and engineering expenses in 1995 also increased to develop new products with DOS, Windows and client/server capabilities. Other income for the interim periods has been higher in 1995 compared with 1994 due to currency translation gains associated with the Company's European operations. The consolidated tax benefit recognized for the first nine months of 1995 is based upon a weighted average effective tax rate (comparable with the 38% as reported in the previous fiscal year) as well as other tax benefits, including those related to certain export activities. Liquidity and Capital Resources Cash and cash equivalents decreased as a result of several factors, mainly the transition to the expanded product line and associated increase in inventories. In addition, the Company has had total capital expenditures of $6.8 million for market related investments, development of product software and the purchase of equipment and internal software. As a result of the use of cash in the first nine months of the year, the Company borrowed $4.7 million on an unsecured credit agreement with a commercial bank, with interest at the bank's prime rate. Management does not expect to generate significant positive cash flow in the fourth quarter of 1995, however, the Company's sources of cash and financing are believed to be sufficient to fund current business activities. 9 PART II Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - No exhibits are filed as part of this Report on Form 8-K. (b) Reports on Form 8-K - No reports on Form 8-K were filed by the registrant during the period covered by this report on Form 10-Q. 10 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. LXE INC. By: /s/ Date: 11/14/95 Thomas E. Sharon, Chairman of the Board and Chief Executive Officer By: /s/ Date: 11/14/95 Don T. Scartz, Chief Financial Officer and Treasurer