AMERICAN TECHNICAL CERAMICS CORP "e Item 1A RISK FACTORS "e identify certain factors that could cause such differences |
In addition to statements which explicitly describe risks and uncertainties, readers are urged to consider statements labeled with terms such as "e believes "e , "e belief "e , "e expects "e , "e plans "e , "e anticipates "e , or "e intends "e to be uncertain and forward-looking |
All cautionary statements made and risk factors contained in this Annual Report on Form 10-K should be read as being applicable to all related forward-looking statements wherever they appear |
Any forward-looking statement represents the Companyapstas expectations or forecasts only as of the date it was made and should not be relied upon as representing its expectations or forecasts as of any subsequent date |
The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise, even if its expectations or forecasts change |
ITEM 1A RISK FACTORS The Companyapstas business, operations, and financial condition are subject to various risks |
This section does not describe all risks that may be applicable to the Company, the Companyapstas industry, or the Companyapstas business, and it is intended only as a summary of certain material risk factors |
The Companyapstas products are used in the production of a variety of highly complex electronic products manufactured for the military and for commercial use |
Accordingly, demand for the Companyapstas products is highly dependent upon demand for the products in which they are used |
From time to time, including th e first half of fiscal year 2004, the Companyapstas results have been negatively impacted by a general decrease in demand for technology and electronic products in the United States and abroad |
There can be no assurance that, if demand for such products declines, it will increase again or that, even if it does increase, the demand for the Companyapstas products will increase |
In addition, there can be no assurance that the Company will not receive order cancellations after orders are booked into backlog |
Moreover, a majority of the Companyapstas costs are fixed, and the Company may not be able to reduce costs if sales volumes were to decline |
The Company produces and ships product based upon orders received from its customers |
If these orders are cancelled prior to shipment, it could affect the Companyapstas profitability |
The Company offers a broad variety of products to its customers |
Gross margins can vary significantly from product to product and across product lines |
Accordingly, a change in the mix of products sold by the Company during a particular period could lead to distinctly different financial results for that period as compared to other periods |
The Company expects that international sales will continue to constitute a substantial portion of its total sales |
These sales expose the Company to certain risks, including, without limitation, barriers to trade, fluctuations i n foreign currency exchange rates (which may make the Companyapstas products less price competitive), political and economic instability, changes in monetary policy, tariff regulations and other United States and foreign laws and regulations that may apply to the export of the Companyapstas products, as well as the generally greater difficulties of doing business abroad |
10 During fiscal year 2006, the Companyapstas ten largest customers accounted for approximately 25prca of net sales |
The Company expects that sales to a relatively small number of customers will continue to account for a significant portion of its net sales for the foreseeable future |
A loss of one or more of such key customers could affect the Companyapstas profitability |
Moreover, an increasing amount of the Companyapstas sales are to contract manufacturers |
Several contract manufacturers to whom the Company sells parts could be selling their products t o the same end customer |
The discontinued use of these contract manufacturers &apos products (or of their products which incorporate the Companyapstas parts) by the en d customer could affect the Companyapstas profitability |
The technology upon which the Companyapstas products are based is subject to continuous development of materials and processes |
The Companyapstas business is in large part contingent upon the continuous refinement of its technological and engineering expertise and the development of new or enhanced products and technologies to meet the rapidly developing demands of new applications and increased competition |
There can be no assurance that the Company will continue to be successful in its efforts to develop new or refine existing products, tha t such new products will meet with anticipated levels of market acceptance or tha t the Company will otherwise be able to timely identify and respond to technological improvements made by its competitors |
Significant technological breakthroughs by others could also have a material adverse effect on the Companyapstas business |
The Companyapstas business may be adversely affected by difficulties in obtaining raw materials and other items needed for the production of its products, the effects of quality deviations in raw materials and fluctuations i n prices of such materials |
Palladium, a precious metal used in the production of the Companyapstas capacitors, is currently available from a limited number of metal dealers who obtain product from the Republic of South Africa or the Russian Federation |
A prolonged cessation or reduction of exports of palladium by the Republic of South Africa or the Russian Federation, or a significant increase i n the price of palladium, could have a material adverse effect on the Companyapstas business |
MANAGEMENT &apos S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS "e |
Certain raw materials used by the Company may fluctuate in price |
To the extent that the Company is unable to pass on increases in the costs of such materials to its customers, this may adversely affect the gross profit margins of those products using such materials |
At times, the Company will enter into contracts to purchase certain raw materials in the future at agreed upon prices in order to protect against shortages and rising prices |
If the Company were to do so and prices were to decline, the Company would be required to purchase suc h raw materials at or above market prices which would also negatively impact gros s profit margins |
Competition in the MLC industry is intense and, in general, is based primarily on price |
In the RF/Microwave market segments, where price has historically been less important, competition has been based primarily on high performance product specifications, achieving consistent product reliability, fast deliveries and high levels of customer service |
The Company competes with a number of large MLC manufacturers who have broader product lines and greater financial, marketing and technical resources than the Company |
Growth of some commercial market applications has increased, and is expected to continue to increase, the competitive importance of price |
There can be no assurance that the Company will be able to improve the productivity and efficiency of its manufacturing processes in order to respond to pricing pressures, or to successfully design new processes and products; and the failure to do so could have a material adverse effect on the Companyapstas business |
The Company produces hazardous wastes in the production of its capacitors |
Accordingly, the inherent risks of environmental liability and remediation cost s associated with the Companyapstas manufacturing operations may result in substantia l unforeseen liabilities |
The Company is also subject to various federal, state, local and foreign laws regulating or prohibiting the use of certain materials in the manufacture of its products |
As part of its research and development efforts, the Company continues to develop and test new materials and products designed to comply wit h these laws |
However, there can be no assurance that the Company will be able to develop replacement materials or products for those which may become prohibited in the future, or that competitors will not develop superior compliant products |
11 The Company has not received any claims that its products or the technologies upon which they are based infringe the intellectual property right s of others |
Any such claims in the future may result in the Company being required to enter into royalty arrangements, cease manufacturing the infringing products or utilizing the infringing technologies, pay damages or defend litigation, any of which could have a material adverse effect on the Companyapstas business |
The Companyapstas business may also be adversely affected by matters and event s affecting businesses generally, including, without limitation, political and economic events, labor unrest, acts of God, war, acts of terrorism and other events outside of the Companyapstas control |
REGARDING FORWARD-LOOKING STATEMENTS "e and "e Item 1A RISK FACTORS "e in Part I of this Report |
GENERAL Bookings reached record levels and sales were near record levels for the fiscal year ended June 30, 2006 |
The Company experienced increased sales and bookings to customers in most of the Companyapstas major markets, particularly the wireless infrastructure, fiber optic and semiconductor equipment markets |
Management believes that these increases resulted from improved market conditions, increased market share and the growth in sales of new products |
Sales growth was exceptionally strong in Asia |
In order to improve service to our Asian customers and further foster sales growth in that region, the Company began stocking inventory in China late in fiscal year 2006 |
The Company believes maintaining inventory in the Far East will help it develop a competitive advantage in terms of delivery |
Net income increased from the prior fiscal year due to the increased sales volume |
However, profits were adversely impacted in the first quarter of fiscal year 2006 by difficulties encountered while converting certain of the Companyapstas operations to its Enterprise Resource Planning ( "e ERP "e ) system |
As the Company began to implement the conversion, it encountered a series of unanticipated problems beyond the planned closure period that disrupted its ability to book orders, manufacture and ship product |
As a result, the Company decided to rever t to its legacy systems for these functions so that it could resume shipping products and restore the high level of service its customers have grown to expect |
The Company incurred substantial costs related to these efforts, thereb y tempering profit improvement |
The Companyapstas preliminary analysis of the problem s encountered indicates that they can be successfully overcome, and the Company i s reformulating its ERP implementation plans accordingly |
The Company continues to develop new products and processes |
A considerabl e portion of the capital expenditures for the fiscal year ended June 30, 2006 wer e for equipment related to new processes or new product manufacturing |
During fiscal year 2006, the Company purchased dlra2dtta8 million of equipment from CTS Corporation |
The equipment will be used to increase overall capacity and add additional capabilities to the Companyapstas co-fired ceramic packaging product line |
The Company is in the process of qualifying the equipment |
The Company funded its capital expenditures through cash flow from operations and its credit facility with General Electric Capital Corporation ( "e GECC "e ) |
During the fiscal year ended June 30, 2006, the Company borrowed approximately dlra2dtta5 million under its credit facility with GECC, and the Companyapstas Swedish subsidiary borrowed an additional dlra1dtta5 million from Svenska Handelsbanken, AB ( "e Handelsbanken "e ) |
The funds borrowed by the Companyapstas Swedis h subsidiary were used to pay a dividend to the Company, a portion of which was made under the repatriation provisions of the American Jobs Creation Act of 2004 |
16 RESULTS OF OPERATIONS KEY COMPARATIVE PERFORMANCE INDICATORS Fiscal Year Ended --------------------------------------------- June 30, 2006 June 30, 2005 June 30, 2004 ------------- ------------- ------------- Sales dlra84cmam131cmam000 dlra72cmam965cmam000 dlra61cmam183cmam000 Bookings dlra89cmam163cmam000 dlra73cmam419cmam000 dlra65cmam517cmam000 Gross Margin dlra29cmam097cmam000 dlra24cmam582cmam000 dlra20cmam437cmam000 Gross Margin 34dtta6prca 33dtta7prca 33dtta4prca Operating Expenses dlra20cmam144cmam000 dlra18cmam115cmam000 dlra17cmam909cmam000 Operating Expenses 23dtta9prca 24dtta8prca 29dtta3prca SIGNIFICANT HIGHLIGHTS Sales and bookings for the fiscal year ended June 30, 2006 increased 15prca and 21prca, respectively, over the prior fiscal year |
FISCAL YEAR 2006 COMPARED WITH FISCAL YEAR 2005 Net sales for the fiscal year ended June 30, 2006 were dlra84cmam131cmam000, an increase of 15prca from the dlra72cmam965cmam000 recorded in the fiscal year ended June 30, 2005 |
International sales increased by 21prca to dlra41cmam387cmam000 in fiscal year 2006 from dlra34cmam146cmam000 in fiscal year 2005 |
The increase in sales is due to the improved business climate in a majority of the markets the Company serves, increased market penetration and growth in sales of newer product lines |
Sales growth has been particularly robust in the wireless infrastructure and semiconductor equipment markets since the second half of fiscal year 2005 |
Bookings have improved significantly from the levels experienced in fiscal year 2005 |
Growth has come from a majority of the markets the Company serves, but was particularly strong in the wireless infrastructure, semiconductor equipment and fiber optic markets |
The increase in gross margins is attributable to higher sales volume and the economics associated with higher production volumes, offset in part by increased precious metal costs and difficulties encountered while converting certain of the Companyapstas operations to its ERP system during the first quarter of fiscal year 2006 |
Operating expenses totaled dlra20cmam144cmam000, or 24prca of net sales, in fiscal yea r 2006, compared to dlra18cmam115cmam000, or 25prca of net sales, in fiscal year 2005 |
The increase in operating expenses in absolute terms compared to the prior fiscal year is attributable to increased commissions as a result of increased sales an d bookings, increased bonus expense as a result of increased profit levels, increased stock related compensation due to the adoption of a new accounting standard on share-based payments, increased professional fees (in part related to the adoption of the new accounting standard), increased depreciation and increased costs relating to the Companyapstas sales office in China |
The trend toward customers moving production offshore has continued |
Accordingly, a growing portion of the Companyapstas sales are to customers in Asia |
Consequently, the Company continues to expand its sales offices in China to better service it s customers in that region |
17 Research and development expenses for the fiscal year ended June 30, 2006 decreased 8prca to dlra1cmam986cmam000, compared to dlra2cmam161cmam000 in the prior fiscal year |
Th e decrease was primarily the result of decreased headcount and decreased supply consumption |
The effective income tax rate for both fiscal year 2006 and 2005 was approximately 29prca |
In fiscal year 2006, the Companyapstas effective tax rate was favorably impacted by an approximately dlra500cmam000 reduction of tax reserves primarily due to the expiration of a statute of limitations and audit settlements for less than the amounts reserved |
In fiscal year 2005, the Companyapstas effective tax rate was favorably impacted by Extraterritorial Income Exclusion benefits and benefits from state tax law changes |
As a result of the foregoing, the Company reported net income of dlra5cmam988cmam000, or dlra0dtta70 per common share and dlra0dtta67 per common share assuming dilution, for fiscal year 2006, compared to net income of dlra4cmam268cmam000, or dlra0dtta51 per common share and dlra0dtta49 per common share assuming dilution, for fiscal year 2005 |
FISCAL YEAR 2005 COMPARED WITH FISCAL YEAR 2004 Net sales for the fiscal year ended June 30, 2005 were dlra72cmam965cmam000, an increase of 19prca from the dlra61cmam183cmam000 recorded in the fiscal year ended June 30, 2004 |
International sales increased by 18prca to dlra34cmam146cmam000 in fiscal year 2005 from dlra28cmam949cmam000 in fiscal year 2004 |
The increase in sales was due to the improved business climate in a majority of the markets the Company serves, increased market penetration and growth in sales of newer product lines |
Sales growth was particularly significant in the wireless infrastructure and semiconductor equipment markets in the second half of fiscal year 2005 |
Bookings improved significantly in fiscal year 2005 from the levels experienced in fiscal year 2004 |
Growth has come from a majority of the markets the Company serves, but was particularly strong in the wireless infrastructure and semiconductor equipment markets |
The increase in gross margins was attributable to higher sale s volume and the economics associated with higher production volumes, offset in part by increased fixed overhead and increased levels of scrap |
During fiscal year 2005, the Company continued to expand its capacity in order to meet the increased demand for its products and to accommodate expected future growth resulting in increased fixed costs |
Operating expenses totaled dlra18cmam115cmam000, or 25prca of net sales, in fiscal yea r 2005, compared to dlra17cmam909cmam000, or 29prca of net sales, in fiscal year 2004 |
The increase in operating expenses in absolute terms compared to the prior fiscal year is attributable to increased sales staff in response to increased booking and quoting activity and increased commissions, partially offset by lower research and development expense |
The trend toward customers moving production offshore has continued |
Accordingly, a growing portion of the Companyapstas sales are to customers in Asia and Europe |
Consequently, the Company continues to expand its foreign sales offices in China and Europe to better service its customers |
Research and development expenses for the fiscal year ended June 30, 2005 decreased 30prca to dlra2cmam161cmam000, compared to dlra3cmam067cmam000 in the prior fiscal year |
The decrease was primarily the result of redesignation of certain research and development personnel to production support in connection with the maturation o f certain new products from the development stage to commercial acceptance |
18 The effective income tax rate for fiscal year 2005 was approximately 29prca, as compared to 2prca for fiscal year 2004 |
In fiscal year 2005, the Companyapstas effective tax rate was favorably impacted primarily by Extraterritorial Income Exclusion benefits and benefits from State tax law changes |
In fiscal year 2004 , the Company benefited from the reduction of tax reserves due to audit settlements and updated evaluations and the impact of foreign tax benefits in relation to the lower level of pre-tax income |
As a result of the foregoing, the Company reported net income of dlra4cmam268cmam000, or dlra0dtta51 per common share and dlra0dtta49 per common share assuming dilution, for fiscal year 2005, compared to net income of dlra2cmam176cmam000, or dlra0dtta27 per common share and dlra0dtta25 per common share assuming dilution, for fiscal year 2004 |
LIQUIDITY AND CAPITAL RESOURCES June 30, 2006 June 30, 2005 ------------- ------------- Cash and Investments $ 8cmam324cmam000 $ 6cmam950cmam000 Working Capital dlra46cmam649cmam000 dlra39cmam032cmam000 Operating Cash Flow $ 5cmam668cmam000 $ 4cmam526cmam000 Capital Expenditures $ 8cmam309cmam000 $ 8cmam784cmam000 Depreciation and Amortization $ 6cmam207cmam000 $ 5cmam383cmam000 Current Ratio 4dtta8:1 5dtta3:1 Quick Ratio 1dtta7:1 1dtta9:1 The Companyapstas financial position at June 30, 2006 remains strong as evidenced by working capital of dlra46cmam649cmam000, compared to working capital of dlra39cmam032cmam000 at June 30, 2005 |
The Companyapstas current ratio and quick ratio at June 30, 2006 remain strong although slightly lower than at June 30, 2005 |
Cash and investments increased to dlra8cmam324cmam000 at June 30, 2006, compared to dlra6cmam950cmam000 at June 30, 2005 |
The increase in cash and investments is primarily the result of positive cash flow from operations, cash from stock option exercises and loan proceeds in excess of capital expenditures |
Accounts receivable increased by dlra2cmam711cmam000 to dlra12cmam719cmam000 at June 30 2006, compared to dlra10cmam008cmam000 at June 30, 2005 |
The increase is primarily due to improved sales i n the fourth quarter of fiscal year 2006 compared to the fourth quarter of fiscal year 2005 |
Inventories increased by dlra5cmam715cmam000 to dlra33cmam255cmam000 at June 30, 2006, compared to dlra27cmam540cmam000 at June 30, 2005, primarily as a result of precious metal purchases during the year, higher precious metal costs, increases to finished goods inventories to support higher sales levels and increases in inventory levels of newer product lines |
The precious metal purchases were made in anticipation of future production requirements and potential price increases |
The Company continues to maintain high finished goods inventory levels to keep customer lead times to a minimum and maintain good customer service |
Current portion of long-term debt increased due to borrowings under the GECC line of credit and borrowings at the Companyapstas Swedish subsidiary |
Account s payable increased by dlra556cmam000, to dlra3cmam005cmam000 at June 30, 2006 compared to dlra2cmam449cmam000 at June 30, 2005, due in part to increased purchasing activity to keep pace with higher production levels and in part to capital expenditures |
Accrued expenses increased by dlra603cmam000 to dlra6cmam192cmam000 at June 30, 2006, compared to dlra5cmam589cmam000 at June 30, 2005, due to increased commission accruals as the result of increased bookings and sales, increased bonus accruals as a result of improved profits and increased payroll related accruals |
Income taxes payable increased dlra1cmam002cmam000 to dlra1cmam002cmam000 at June 30, 2006 compared to dlra14cmam000 income tax receivable at June 30, 2005, primarily due to increased taxable income, partially offset by tax reserve reductions |
The Company leases its facilities in Jacksonville, Florida from a partnership controlled by the Companyapstas President, Chief Executive Officer and principal stockholder under a capital lease |
The rental payments under this lease have been adjusted several times, primarily to reflect certain additions to the facilities and market value adjustments as 19 required by the terms of the lease based upon independent appraisals and for |