| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
__________
FORM 10-Q
__________
| |
|
|
| [X] |
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| |
|
|
| For the quarterly period ended September 29, 2001 |
| |
|
|
| OR |
| |
|
|
| [_] |
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| |
|
|
| For the transition period from ___________ to __________ |
| |
|
|
| 1-6112 |
| (Commission File Number) |
| __________ |
| |
|
|
| NORTEK, INC. |
| (Exact name of registrant as specified in its charter) |
| __________ |
|
|
|
| Delaware |
|
05-0314991 |
| (State or other jurisdiction of |
|
(I.R.S. Employer |
| incorporation or organization) |
|
Identification No.) |
| |
|
|
| 50 Kennedy Plaza, Providence, RI |
|
02903-2360 |
| (Address of principal executive offices) |
|
(Zip Code) |
| |
| (401) 751-1600 |
| (Registrants telephone number, including area code) |
| __________ |
| 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 total number of shares of the registrants Common Stock: |
| Class |
|
Shares Outstanding November 02, 2001 |
|
| Common stock, $1.00 par value |
|
10,438,626 |
|
| Special common stock, $1.00 par value |
|
526,318 |
|
| NORTEK, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED BALANCE SHEET |
|
September 29, |
Dec. 31, |
|
2001
|
2000
|
|
(Dollar amounts in thousands) |
|
(Unaudited) |
| |
| Assets |
|
|
| |
|
| |
|
| |
| Current Assets: | | |
| Unrestricted | | |
| Cash and cash equivalents | | |
$ | 79,462 |
|
$ | 130,929 |
|
| Marketable securities available for sale | | |
| 110,121 |
|
| 8,042 |
|
| Restricted | | |
| Investments and marketable securities at cost, which approximates market | | |
| 7,365 |
|
| 10,774 |
|
| Accounts receivable, less allowances of $10,355,000 and $8,161,000 | | |
| 255,957 |
|
| 225,794 |
|
| Inventories: | | |
| Raw materials | | |
| 77,163 |
|
| 69,627 |
|
| Work in process | | |
| 21,015 |
|
| 21,185 |
|
| Finished goods | | |
| 98,528 |
|
| 105,481 |
|
|
| | | |
| 196,706 |
|
| 196,293 |
|
|
| |
| Prepaid expenses | | |
| 12,497 |
|
| 10,304 |
|
| Other current assets | | |
| 16,303 |
|
| 12,940 |
|
| Prepaid income taxes | | |
| 43,900 |
|
| 40,517 |
|
| Assets of discontinued operations | | |
| -- |
|
| 128,023 |
|
|
| Total current assets | | |
| 722,311 |
|
| 763,616 |
|
|
| |
| Property and Equipment, at Cost: | | |
| Land | | |
| 16,122 |
|
| 16,744 |
|
| Buildings and improvements | | |
| 126,186 |
|
| 120,948 |
|
| Machinery and equipment | | |
| 357,820 |
|
| 328,301 |
|
|
| | | |
| 500,128 |
|
| 465,993 |
|
| Less accumulated depreciation | | |
| 211,122 |
|
| 183,539 |
|
|
| Total property and equipment, net | | |
| 289,006 |
|
| 282,454 |
|
|
| |
| Other Assets: | | |
| |
| Goodwill, less accumulated amortization of $85,217,000 and $73,235,000 | | |
| 562,560 |
|
| 582,436 |
|
| Intangible assets, less accumulated amortization of $25,961,000 and | | |
| $21,378,000 | | |
| 116,050 |
|
| 113,117 |
|
| Deferred debt expense | | |
| 19,571 |
|
| 18,916 |
|
| Restricted investments and marketable securities held by pension trusts | | |
| 56,004 |
|
| 32,436 |
|
| Other | | |
| 44,267 |
|
| 43,837 |
|
|
| | | |
| 798,452 |
|
| 790,742 |
|
|
| | | |
$ | 1,809,769 |
|
$ | 1,836,812 |
|
|
|
|
|
| Liabilities and Stockholders Investment |
|
|
|
|
|
|
|
|
| |
| Current Liabilities: | | |
| Notes payable and other short-term obligations | | |
$ | 7,052 |
|
$ | 11,581 |
|
| Current maturities of long-term debt | | |
| 58,278 |
|
| 9,817 |
|
| Accounts payable | | |
| 128,823 |
|
| 133,963 |
|
| Accrued expenses and taxes, net | | |
| 149,524 |
|
| 140,814 |
|
| Liabilities of discontinued operations | | |
| -- |
|
| 55,291 |
|
|
| Total current liabilities | | |
| 343,677 |
|
| 351,466 |
|
|
| |
| Other Liabilities: | | |
| Deferred income taxes | | |
| 53,436 |
|
| 52,434 |
|
| Other | | |
| 154,715 |
|
| 130,375 |
|
|
| | | |
| 208,151 |
|
| 182,809 |
|
|
| |
| Notes, Mortgage Notes and Obligations | | |
| Payable, Less Current Maturities | | |
| 991,419 |
|
| 1,020,326 |
|
|
| Stockholders Investment: | | |
| Preference stock, $1 par value; authorized |
|
|
|
| 7,000,000 shares, none issued | | |
| -- |
|
| -- |
|
| Common stock, $1 par value; authorized 40,000,000 shares; | | |
| 18,814,764 and 18,752,974 shares issued | | |
| 18,815 |
|
| 18,753 |
|
| Special common stock, $1 par value; authorized 5,000,000 |
|
|
|
| shares; 817,018 and 827,504 shares issued | | |
| 817 |
|
| 828 |
|
| Additional paid-in capital | | |
| 210,006 |
|
| 208,813 |
|
| Retained earnings | | |
| 185,366 |
|
| 184,866 |
|
| Accumulated other comprehensive loss | | |
| (36,798 |
) |
| (19,367 |
) |
| Less --treasury common stock at cost, 8,377,910 and |
|
|
|
| 8,377,834 shares | | |
| (109,615 |
) |
| (109,613 |
) |
| --treasury special common stock | | |
| at cost, 290,128 and 290,107 shares | | |
| (2,069 |
) |
| (2,069 |
) |
|
| Total stockholders investment | | |
| 266,522 |
|
| 282,211 |
|
|
| | | |
$ | 1,809,769 |
|
$ | 1,836,812 |
|
|
The
accompanying notes are an integral part of these unaudited condensed consolidated
financial statements.
| NORTEK, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS |
| (In thousands except per share amounts) |
|
For The |
|
Three Months Ended
|
|
September 29, |
September 30, |
|
2001
|
2000
|
|
(Unaudited) |
| |
| Net Sales |
|
|
$ |
487,510 |
|
$ |
494,627 |
|
|
| |
| Costs and Expenses: | | |
| Cost of products sold | | |
| 359,218 |
|
| 367,480 |
|
| Selling, general and administrative expense | | |
| 82,800 |
|
| 72,933 |
|
| Amortization of goodwill and intangible assets | | |
| 5,745 |
|
| 5,666 |
|
|
| | | |
| 447,763 |
|
| 446,079 |
|
|
| |
| Operating earnings | | |
| 39,747 |
|
| 48,548 |
|
| Interest expense | | |
| (26,405 |
) |
| (24,400 |
) |
| Investment income | | |
| 4,058 |
|
| 1,752 |
|
| |
| Earnings from continuing operations before provision | | |
| for income taxes | | |
| 17,400 |
|
| 25,900 |
|
| Provision for income taxes | | |
| 10,500 |
|
| 12,900 |
|
|
| Earnings from continuing operations | | |
| 6,900 |
|
| 13,000 |
|
| Earnings (loss) from discontinued operations | | |
| (20,100 |
) |
| 2,700 |
|
| Extraordinary loss from debt retirement | | |
| (3,600 |
) |
| -- |
|
|
| Net Earnings(loss) | | |
$ | (16,800 |
) |
$ | 15,700 |
|
|
| Earnings (loss) per share of common stock: | | |
| Earnings from continuing operations: | | |
| Basic | | |
$ | .63 |
|
$ | 1.18 |
|
|
| Diluted | | |
$ | .61 |
|
$ | 1.18 |
|
|
| |
| Earnings (loss) from discontinued operations: | | |
| Basic | | |
$ | (1.84 |
) |
$ | .24 |
|
|
| Diluted | | |
$ | (1.79 |
) |
$ | .24 |
|
|
| |
| Extraordinary loss from debt retirement: | | |
| Basic | | |
$ | (.33 |
) |
$ | -- |
|
|
| Diluted | | |
$ | (.32 |
) |
$ | -- |
|
|
| |
| Net earnings (loss): | | |
| Basic | | |
$ | (1.54 |
) |
$ | 1.42 |
|
|
| Diluted | | |
$ | (1.50 |
) |
$ | 1.42 |
|
|
| |
| Weighted Average Number of Shares: | | |
| Basic | | |
| 10,941 |
|
| 11,025 |
|
|
| Diluted | | |
| 11,220 |
|
| 11,057 |
|
|
The
accompanying notes are an integral part of these unaudited condensed consolidated
financial statements.
| NORTEK, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS |
| (In thousands except per share amounts) |
|
For The |
|
Nine Months Ended
|
|
September 29, |
September 30, |
|
2001
|
2000
|
|
(Unaudited) |
| |
| Net Sales |
|
|
$ |
1,411,113 |
|
$ |
1,420,264 |
|
|
| |
| Costs and Expenses: | | |
| Cost of products sold | | |
| 1,043,382 |
|
| 1,053,332 |
|
| Selling, general and administrative expense | | |
| 229,742 |
|
| 212,647 |
|
| Amortization of goodwill and intangible assets | | |
| 17,011 |
|
| 16,816 |
|
|
| | | |
| 1,290,135 |
|
| 1,282,795 |
|
|
| |
| Operating earnings | | |
| 120,978 |
|
| 137,469 |
|
| Interest expense | | |
| (77,437 |
) |
| (72,994 |
) |
| Investment income | | |
| 8,259 |
|
| 5,125 |
|
|
| |
| Earnings from continuing operations before provision | | |
| for income taxes | | |
| 51,800 |
|
| 69,600 |
|
| Provision for income taxes | | |
| 24,800 |
|
| 32,300 |
|
|
| Earnings from continuing operations | | |
| 27,000 |
|
| 37,300 |
|
| Earnings (loss) from discontinued operations | | |
| (22,900 |
) |
| 1,500 |
|
| Extraordinary loss from debt retirement | | |
| (3,600 |
) |
| -- |
|
|
| Net Earnings | | |
$ | 500 |
|
$ | 38,800 |
|
|
| Earnings (loss) per share of common stock: | | |
| Earnings from continuing operations: | | |
| Basic | | |
$ | 2.47 |
|
$ | 3.30 |
|
|
| Diluted | | |
$ | 2.41 |
|
$ | 3.29 |
|
|
| |
| Earnings (loss) from discontinued operations: | | |
| Basic | | |
$ | (2.09 |
) |
$ | .13 |
|
|
| Diluted | | |
$ | (2.05 |
) |
$ | .13 |
|
|
| |
| Extraordinary loss from debt retirement: | | |
| Basic | | |
$ | (.33 |
) |
$ | -- |
|
|
| Diluted | | |
$ | (.32 |
) |
$ | -- |
|
|
| |
| Net earnings: | | |
| Basic | | |
$ | .05 |
|
$ | 3.43 |
|
|
| Diluted | | |
$ | .04 |
|
$ | 3.42 |
|
|
| |
| Weighted Average Number of Shares: | | |
| Basic | | |
| 10,927 |
|
| 11,299 |
|
|
| Diluted | | |
| 11,195 |
|
| 11,344 |
|
|
The
accompanying notes are an integral part of these unaudited condensed consolidated
financial statements.
| NORTEK, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS |
| (Amounts in thousands) |
|
For the |
|
Nine Months Ended
|
|
September 29, |
September 30, |
|
2001
|
2000
|
|
(Unaudited) |
| |
| Cash flows from operating activities: |
|
|
|
|
|
|
|
|
| Net earnings from continuing operations | | |
$ | 27,000 |
|
$ | 37,300 |
|
| Earnings (loss) from discontinued operations | | |
| (22,900 |
) |
| 1,500 |
|
| Extraordinary loss from debt retirement | | |
| (3,600 |
) |
| -- |
|
|
| Net earnings | | |
$ | 500 |
|
$ | 38,800 |
|
|
| |
| Adjustments to reconcile net earnings to cash: | | |
| Depreciation and amortization expense | | |
| 43,936 |
|
| 41,236 |
|
| Non-cash interest expense | | |
| 4,571 |
|
| 3,111 |
|