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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934

 

For quarter ended September 30, 2003

 

Commission File Number 1-7256

 

INTERNATIONAL ALUMINUM CORPORATION

(Exact name of Registrant as specified in its charter)

 

California

 

95-2385235

(State of incorporation)

 

(I.R.S. Employer No.)

 

 

 

767 Monterey Pass Road
Monterey Park, California 91754
(323) 264-1670
(Principal executive office)

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days.  Yes ý  No o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).  Yes ý  No o

 

At November 3, 2003 there were 4,244,794 shares of Common Stock outstanding.

 

 



 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

INDEX

 

PART I.  Financial Information

 

 

 

Consolidated Balance Sheets -
September 30, 2003 and June 30, 2003

 

 

 

Consolidated Statements of Income -
three months ended September 30, 2003 and 2002

 

 

 

Consolidated Statements of Cash Flows -
three months ended September 30, 2003 and 2002

 

 

 

Notes to Consolidated Financial Statements

 

 

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

 

 

Signatures

 

 

 

Exhibits

 

31.1

Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

 

31.2

Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

 

32.1

Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

 

32.2

Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

2



 

PART I

 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

 

 

 

Unaudited

 

Audited

 

 

 

Sept. 30, 2003

 

June 30, 2003

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

18,097,000

 

$

12,570,000

 

Accounts receivable, net

 

33,285,000

 

34,336,000

 

Inventories

 

30,317,000

 

28,551,000

 

Prepaid expenses and deposits

 

2,722,000

 

2,583,000

 

Future income tax benefits

 

2,239,000

 

2,239,000

 

 

 

 

 

 

 

Total current assets

 

86,660,000

 

80,279,000

 

 

 

 

 

 

 

Property, plant and equipment, at cost

 

120,593,000

 

120,829,000

 

Accumulated depreciation

 

(69,930,000

)

(68,999,000

)

 

 

 

 

 

 

Net property, plant and equipment

 

50,663,000

 

51,830,000

 

 

 

 

 

 

 

Other assets:

 

 

 

 

 

Costs in excess of net assets of purchased businesses

 

604,000

 

605,000

 

Other

 

574,000

 

529,000

 

 

 

 

 

 

 

Total other assets

 

1,178,000

 

1,134,000

 

 

 

 

 

 

 

 

 

$

138,501,000

 

$

133,243,000

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

11,248,000

 

$

7,407,000

 

Accrued liabilities

 

9,767,000

 

9,054,000

 

Advances payable to banks

 

263,000

 

590,000

 

Income taxes payable

 

1,043,000

 

299,000

 

 

 

 

 

 

 

Total current liabilities

 

22,321,000

 

17,350,000

 

 

 

 

 

 

 

Deferred income taxes

 

6,357,000

 

6,357,000

 

 

 

 

 

 

 

Total liabilities

 

28,678,000

 

23,707,000

 

 

 

 

 

 

 

Shareholders’ equity

 

109,823,000

 

109,536,000

 

 

 

 

 

 

 

 

 

$

138,501,000

 

$

133,243,000

 

 

See accompanying notes to consolidated financial statements.

 

3



 

Unaudited

 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF INCOME

 

 

 

Three Months Ended
September 30,

 

 

 

2003

 

2002

 

 

 

 

 

 

 

Net sales

 

$

52,956,000

 

$

49,144,000

 

Cost of sales

 

42,398,000

 

39,538,000

 

Gross profit

 

10,558,000

 

9,606,000

 

Selling, general and administrative expenses

 

7,955,000

 

8,160,000

 

Income from operations

 

2,603,000

 

1,446,000

 

Interest (income) expense, net

 

4,000

 

(1,000

)

Income from continuing operations before income taxes

 

2,599,000

 

1,447,000

 

Provision for income taxes

 

1,061,000

 

535,000

 

Income from continuing operations

 

1,538,000

 

912,000

 

Income (loss) from discontinued operations

 

41,000

 

(213,000

)

Net income

 

$

1,579,000

 

$

699,000

 

 

 

 

 

 

 

Earnings per share - Basic and Diluted:

 

 

 

 

 

Continuing operations

 

$

.36

 

$

.21

 

Discontinued operations

 

.01

 

(.05

)

Total

 

$

.37

 

$

.16

 

 

 

 

 

 

 

Shares used to compute EPS:

 

 

 

 

 

Basic and Diluted

 

4,244,794

 

4,244,794

 

 

 

 

 

 

 

Cash dividends per share

 

$

.30

 

$

.30

 

 

See accompanying notes to consolidated financial statements.

 

4



 

Unaudited

 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

Three Months Ended
September 30,

 

 

 

2003

 

2002

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

1,579,000

 

$

699,000

 

Adjustments for noncash transactions:

 

 

 

 

 

Depreciation and amortization

 

1,654,000

 

1,735,000

 

Changes in assets and liabilities:

 

 

 

 

 

Receivables

 

1,047,000

 

(1,222,000

)

Inventories

 

(1,769,000

)

915,000

 

Prepaid expenses and deposits

 

(184,000

)

135,000

 

Accounts payable

 

3,844,000

 

1,350,000

 

Accrued liabilities

 

713,000

 

267,000

 

Income taxes payable

 

743,000

 

273,000

 

 

 

 

 

 

 

Net cash provided by operating activities

 

7,627,000

 

4,152,000

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Capital expenditures

 

(585,000

)

(391,000

)

Proceeds from sales of capital assets

 

85,000

 

2,497,000

 

 

 

 

 

 

 

Net cash provided by (used in) investing activities

 

(500,000

)

2,106,000

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Dividends paid to shareholders

 

(1,273,000

)

(1,273,000

)

Net borrowing under lines of credit

 

(326,000

)

(333,000

)

 

 

 

 

 

 

Net cash used in financing activities

 

(1,599,000

)

(1,606,000

)

 

 

 

 

 

 

Effect of exchange rate changes

 

(1,000

)

(15,000

)

 

 

 

 

 

 

Net change in cash and cash equivalents

 

5,527,000

 

4,637,000

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

12,570,000

 

3,495,000

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

18,097,000

 

$

8,132,000

 

 

See accompanying notes to consolidated financial statements.

 

5



 

Unaudited

 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Basis of Presentation

 

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (which consist solely of normal recurring adjustments unless otherwise disclosed) necessary to present fairly, in all material respects, its financial position as of September 30, 2003 and June 30, 2003, and the results of operations and cash flows for the three month periods ended September 30, 2003 and 2002.  The results of operations for the three month periods ended September 30, 2003 and 2002 are not necessarily indicative of the results to be expected for the full year.

 

The financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.  It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in the Company’s latest annual report on Form 10-K.

 

Comprehensive Income

 

Comprehensive income, defined as net income and other comprehensive income, for the first quarter ended September 30, 2003 and 2002 was $1,561,000 and $376,000, respectively.  Other comprehensive income includes foreign currency translation adjustments recorded directly in shareholders’ equity.

 

Balance Sheet Components

 

Sept. 30, 2003

 

June 30, 2003

 

 

 

 

 

 

 

Inventories, lower of FIFO Cost or Market

 

 

 

 

 

Raw materials

 

$

25,216,000

 

$

23,374,000

 

Work in process

 

596,000

 

430,000

 

Finished goods

 

4,505,000

 

4,747,000

 

 

 

$

30,317,000

 

$

28,551,000

 

 

 

 

 

 

 

Shareholders’ Equity

 

 

 

 

 

Common stock

 

$

4,765,000

 

$

4,765,000

 

Paid-in capital

 

4,123,000

 

4,123,000

 

Retained earnings

 

99,882,000

 

99,576,000

 

Accumulated other comprehensive income

 

1,053,000

 

1,072,000

 

 

 

$

109,823,000

 

$

109,536,000

 

 

6



 

Unaudited

 

Segment Information

 

The following presents the Company’s net sales, operating income and total assets by operating segment, reconciling to the Company’s totals.  All data presented in thousands of dollars.

 

 

 

Three Months Ended
September 30,

 

Net Sales:

 

2003

 

2002

 

 

 

 

 

 

 

Commercial

 

$

23,820

 

$

25,571

 

Residential

 

16,070

 

12,961

 

Aluminum Extrusion

 

24,893

 

21,114

 

Total Segments

 

64,783

 

59,646

 

Eliminations

 

(11,827

)

(10,502

)

Total

 

$

52,956

 

$

49,144

 

 

 

 

Three Months Ended
September 30,

 

Operating Income (Loss):

 

2003

 

2002

 

 

 

 

 

 

 

Commercial

 

$

1,587

 

$

2,433

 

Residential

 

2,873

 

1,162

 

Aluminum Extrusion

 

857

 

(121

)

Total Segments

 

5,317

 

3,474

 

Eliminations

 

(491

)

(60

)

Corporate

 

(2,223

)

(1,968

)

Total

 

$

2,603

 

$

1,446

 

 

Total Assets:

 

Sept. 30,
2003

 

June 30,
2003

 

 

 

 

 

 

 

Commercial

 

$

58,238

 

$

59,397

 

Residential

 

24,937

 

25,135

 

Aluminum Extrusion

 

37,881

 

36,016

 

Total Segments

 

121,056

 

120,548

 

Corporate

 

17,445

 

12,695

 

Total

 

$

138,501

 

$

133,243

 

 

7



 

Unaudited

 

Discontinued Operations

 

During the fourth quarter of fiscal year 2003, the Company announced the closure of International Window-Colorado, a vinyl window and door subsidiary, which was a component of the Residential Products segment.  In accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the Company wrote-down the net assets of International Window-Colorado to their estimated net realizable value and reported International Window-Colorado’s results as discontinued operations.  Due primarily to favorable results experienced in selling a portion of International Window-Colorado’s equipment and inventory, the Company recognized a net gain in fiscal year 2004 which has also been classified as discontinued operations.

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

 

Significant Changes in Results of Operations

 

Net sales for the first quarter ended September 30, 2003 increased by $3,812,000 or 7.8% from the comparable quarter of the prior year. Sales of the Residential Products Group increased by $3,101,000 or 24.1%.  Low interest rates continue to stimulate demand from the new construction and home improvement markets.  Sales of the Aluminum Extrusion Group increased by $2,498,000 or 23.0%.  Net tonnage shipped, particularly in the area served by our Texas facility, increased by 22.5% compared to the same period last year. Although continuing to experience strong pressure on pricing, the Extrusion Group is benefiting from expanded geographic market penetration, particularly the area served by our Texas facility.  Sales of Commercial Products decreased by $1,787,000 or 7.0%.  This decrease reflects the continuing soft commercial construction market coupled with increased competitive conditions.

 

Cost of sales as a percentage of net sales was 80.1% for the quarter ended September 30, 2003 as opposed to 80.5% for the comparable prior year period. This marginal decrease is attributable to several somewhat offsetting factors. The Residential Products Group decreased their material, labor and overhead cost percentages compared to the prior year reflecting the substantially higher sales volume.  The Aluminum Extrusion Group also achieved decreased labor and overhead cost percentages due to production efficiencies gained from the higher tonnage output.  Partially offsetting these gains were increased material, labor and overhead cost percentages in the Commercial Products Group resulting from normal production costs being spread over significantly diminished sales in a highly competitive marketplace.

 

8



 

Unaudited

 

Selling, general and administrative expenses decreased by $205,000 from the prior year.  The decrease is mainly attributable to retrospective workers’ compensation policies, which provided income of $3,000 in the September 2003 quarter, compared to expense of $463,000 in the same period last year.  This swing results from anticipated refunds of previously expensed premiums due to favorable changes in actual and projected claim activity.  The decrease is partially offset by higher employment related costs.

 

The effective tax rate for the quarter ended September 30, 2003 was 40.8% whereas the comparable period of the prior year was 37.0%.  The lower prior year rate reflects benefits available for foreign losses.

 

Liquidity and Capital Resources

 

Working capital at September 30, 2003 stood at $64,339,000, an increase of $1,410,000 from June 30, 2003.  The ratio of current assets to current liabilities is currently 3.9 as compared to 4.6 as of the beginning of the year.

 

The Company’s projected net capital expenditures for fiscal 2004 and related financing remain unchanged from those described in the June 30, 2003 Annual Report.  The Company’s domestic line of credit remains unchanged from that described in the June 30, 2003 Annual Report to Shareholders.

 

Forward-Looking Information

 

This report contains forward-looking statements with respect to the financial condition, results of operations and business of the Company.  Such items are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in such statements.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made.  The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Controls and Procedures

 

As of the end of the period covered by this report, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures under the supervision and with the participation of our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”).  Based on this evaluation, our management, including the CEO and CFO, concluded that our disclosure controls and procedures were effective.  There have been no significant changes in our internal controls or in other factors that could significantly affect internal control subsequent to the evaluation.

 

9



 

INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES

 

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.

 

 

 

International Aluminum Corporation

 

 

 

(Registrant)

 

 

 

 

 

 

 

 

 

Date:

November 12, 2003

 

MITCHELL K. FOGELMAN

 

 

 

Mitchell K. Fogelman

 

 

 

Senior Vice President - Finance

 

 

 

(Principal Financial Officer)

 

 

 

 

 

 

 

 

 

Date:

November 12, 2003

 

MICHAEL J. NORRING

 

 

 

Michael J. Norring

 

 

 

Controller

 

 

 

(Principal Accounting Officer)

 

 

10