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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended March 31, 2001
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 0-11676
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BEL FUSE INC.
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(Exact name of registrant as specified in its charter)
NEW JERSEY 22-1463699
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
206 VAN VORST STREET, JERSEY CITY, NEW JERSEY 07302
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(Address of principal executive offices) (Zip Code)
201-432-0463
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(Registrant's telephone number, including area code)
198 VAN VORST STREET, JERSEY CITY, NEW JERSEY 07302
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(Former name, former address and former fiscal year,
if changed since last report)
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 _____
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
At April 30, 2001, there were 2,655,952 shares of Class A Common Stock,
$.10 par value, outstanding and 8,044,187 shares of Class B Common Stock, $.10
par value, outstanding.
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BEL FUSE INC.
INDEX
Page Number
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Part I. Financial Information
Item 1. Financial Statements 1
Consolidated Balance Sheets as of March 31, 2001
(unaudited) and December 31, 2000 2 - 3
Consolidated Statements of Opera-
tions and Comprehensive Income
for the Three Months Ended
March 31, 2001 and 2000 (unaudited) 4 - 5
Consolidated Statements of
Cash Flows for the Three
Months Ended March 31, 2001 and 2000 (unaudited) 6 - 7
Notes to Consolidated Financial
Statements (unaudited) 8 - 9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10 - 13
Item 3. Quantitative and Qualitative
Disclosures About Market Risk 13 - 14
Part II. Other Information
Item 1. Legal Proceedings 15
Item 6. Exhibits and Reports on Form 8-K 15
Signatures 16
PART I. Financial Information
Item 1. Financial Statements
Certain information and footnote disclosures required under generally
accepted accounting principles have been condensed or omitted from the following
consolidated financial statements pursuant to the rules and regulations of the
Securities and Exchange Commission. It is suggested that the following
consolidated financial statements be read in conjunction with the year-end
consolidated financial statements and notes thereto included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2000.
The results of operations for the three month period ended March 31, 2001
are not necessarily indicative of the results for the entire fiscal year or for
any other period.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
March 31, December 31,
2001 2000
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(Unaudited)
Current Assets:
Cash and cash equivalents $ 63,941,567 $ 62,587,033
Marketable securities 231,431 231,431
Accounts receivable, less allowance
for doubtful accounts of $945,000 19,108,629 25,165,748
Inventories 34,028,090 30,259,606
Prepaid expenses and other current
assets 621,382 318,120
Deferred income taxes 660,000 654,000
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Total Current Assets 118,591,099 119,215,938
Property, plant and equipment - net 41,166,542 39,738,064
Goodwill-net of amortization of
$3,941,907 and $3,548,401 9,847,545 10,241,051
Other assets 308,412 318,352
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TOTAL ASSETS $169,913,598 $169,513,405
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
March 31, December 31,
2001 2000
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(Unaudited)
Current Liabilities:
Accounts payable $ 7,160,411 $ 13,038,299
Accrued expenses 6,332,234 8,058,326
Dividends payable 400,000 399,700
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Total Current Liabilities 13,892,645 21,496,325
Deferred income taxes 7,335,000 7,001,000
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Total Liabilities 21,227,645 28,497,325
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Stockholders' Equity:
Preferred stock, no par value -
authorized 1,000,000 shares;
none issued -- --
Class A common stock, par value
$.10 per share - authorized
10,000,000 shares; outstanding
2,655,952 and 2,646,828 shares
(net of 1,072,770 treasury shares) 265,595 264,683
Class B common stock, par value
$.10 per share - authorized
30,000,000 shares; outstanding
8,041,187 and 7,993,783 shares
(net of 3,218,310 treasury shares) 804,119 799,379
Additional paid-in capital 9,914,648 9,419,553
Retained earnings 137,647,258 130,470,576
Cumulative other comprehensive
income 54,333 61,889
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Total Stockholders' Equity 148,685,953 141,016,080
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TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY 169,913,598 169,513,405
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(unaudited)
Three Months Ended March 31,
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2001 2000
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Sales $33,703,785 $26,133,179
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Costs and Expenses:
Cost of sales 20,271,565 16,704,445
Selling, general and
administrative expenses 5,625,144 5,169,744
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25,896,709 21,874,189
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Income from operations 7,807,076 4,258,990
Other income - net 825,606 1,476,811
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Earnings before income taxes 8,632,682 5,735,801
Income tax provision 1,056,000 1,264,000
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Net earnings $ 7,576,682 $ 4,471,801
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Basic earnings per common share $ 0.71 $ 0.42
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Diluted earnings per common share $ 0.68 $ 0.41
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Weighted average number of
common shares outstanding-basic 10,670,548 10,556,886
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Weighted average number of
common shares outstanding and
potential common shares - diluted 11,130,130 10,856,269
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(unaudited)
Three Months Ended
March 31,
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2001 2000
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Net earnings $ 7,576,682 $ 4,471,801
Other comprehensive income
(expense), net of income
taxes:
Unrealized loss on marketable
securities -- (502,912)
Foreign currency
translation adjustment (7,556) (7,992)
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Comprehensive income $ 7,569,126 $ 3,960,897
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Three Months Ended
March 31,
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2001 2000
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Cash flows from operating activities:
Net income $ 7,576,682 $ 4,471,801
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 1,653,764 1,588,649
Gain on sale of marketable
securities -- (1,012,095)
Deferred income taxes 328,000 55,000
Other 170,000 93,000
Changes in operating assets and
liabilities (5,607,682) 1,506,682
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Net Cash Provided by Operating
Activities 4,120,764 6,703,037
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Cash flows from investing activities:
Purchase of property, plant and
equipment (2,704,527) (1,246,795)
Proceeds from sale of marketable
securities -- 2,071,157
Proceeds from repayment by contractors 7,250 32,250
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Net Cash (Used in) Provided
by Investing Activities (2,697,277) 856,612
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Cash flows from financing activities:
Proceeds from exercise of stock options 330,747 216,482
Dividends paid to common shareholders (399,700) (393,908)
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Net Cash Used in
Financing Activities (68,953) (177,426)
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Net increase in Cash 1,354,534 7,382,223
Cash and Cash Equivalents -
beginning of period 62,587,033 31,382,629
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Cash and Cash Equivalents -
end of period $ 63,941,567 $ 38,764,852
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
(unaudited)
Three Months Ended
March 31,
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2001 2000
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Changes in operating assets and
liabilities consist of:
Decrease in accounts
receivable $ 6,057,119 $ 2,072,700
Increase in inventories (3,768,484) (665,896)
Increase in prepaid expenses and
other current assets (310,512) (438,588)
(Increase) decrease in other assets 9,940 (3,760)
Decrease in accounts payable (5,877,888) (299,163)
Increase (decrease) in accrued expenses (1,717,862) 216,645
Increase in income taxes payable -- 624,744
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$(5,607,687) $ 1,506,682
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Supplementary information:
Cash paid during the period for:
Income taxes $ 603,000 $ 370,000
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See notes to consolidated financial statements.
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BEL FUSE INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The consolidated balance sheet as of March 31, 2001, and the consolidated
statements of operations and comprehensive income and cash flows for the periods
presented herein have been prepared by the Company and are unaudited. In the
opinion of management, all adjustments (consisting solely of normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and comprehensive income and cash flows for all periods presented
have been made. The information for December 31, 2000 was derived from audited
financial statements.
2. Earnings Per Share
Basic earnings per common share are computed using the weighted average
number of common shares outstanding during the period. Diluted earnings per
common share are computed using the weighted average number of common shares and
potential common shares outstanding during the period.
3. Business Segment Information
The Company does not have reportable operating segments as defined in
Statement of Financial Accounting Standards No.131, "Disclosures about Segments
of an Enterprise and Related Information". The method for attributing revenues
for interim purposes is based on total shipments from the country of origination
less intergeographic revenues. The Company operates facilities in the United
States, Europe and the Far East. The primary criteria by which financial
performance is evaluated and resources are allocated include revenues and
operating income. The following is a summary of key financial data:
Three Months Ended March 31,
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2001 2000
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Total Revenues:
United States $ 16,353,069 $ 14,066,321
Asia 36,236,293 25,997,575
Less intergeographic
revenues (18,885,577) (13,930,717)
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$ 33,703,785 $ 26,133,179
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Income from Operations:
United States $ 1,052,321 $ 989,732
Asia 6,754,755 3,269,258
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$ 7,807,076 $ 4,258,990
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-8-
BEL FUSE INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. On May 10, 2000 the Board of Directors authorized the repurchase of up to 10%
of the Company's outstanding shares. To date the Company purchased and retired
23,600 Class B common shares at a cost of approximately $808,000, which reduced
the number of Class B common shares outstanding.
5. New Financial Accounting Standards
Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for
Derivative Instruments and Hedging Activities, is effective for all fiscal years
beginning after June 15, 2000. SFAS 133, as amended, establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. Under SFAS
133, certain contracts that were not formerly considered derivatives may now
meet the definition of a derivative. The Company adopted SFAS 133 effective
January 1, 2001. Management has concluded that the adoption of SFAS 133 will not
have a significant impact on the financial position, results of operations, or
cash flows of the Company.
-9-
Management's Discussion and Analysis of Financial Condition and Results of
Operations
The Company's quarterly and annual operating results are affected by a
wide variety of factors that could materially and adversely affect revenues
and profitability including the following: (a) the risk that the Company
may be unable to respond adequately to rapidly changing technological
developments in its industry, (b) risks associated with its Far East
operations, (c) the highly competitive nature of the Company's industry and
the impact that competitors' new products and pricing may have upon the
Company, (d) the likelihood that revenues may vary significantly from one
accounting period to another accounting period due to a variety of factors,
including customers' buying decisions, the Company's product mix and
general market and economic conditions, (e) the Company's reliance on
certain substantial customers, (f) risks associated with the Company's
ability to manufacture and deliver products in a manner that is responsive
to its customers' needs and (g) market and competitive factors impacting
the Company's customers. As a result of these and other factors, the
Company may experience material fluctuations in future operating results on
a quarterly or annual basis, which could materially and adversely affect
its business, financial condition, operating results, and stock prices.
Furthermore, this document and other documents filed by the Company with
the Securities and Exchange Commission (the "SEC") contain certain
Forward-Looking Statements under the Private Securities Litigation Reform
Act of 1995 ("Forward-Looking Statements") with respect to the business of
the Company. These Forward-Looking Statements are subject to certain risks
and uncertainties, including those mentioned above, and those detailed in
Item 1 of the Company's Annual Report on Form 10-K for the year ended
December 31, 2000, which could cause actual results to differ materially
from these Forward-Looking Statements. The Company undertakes no obligation
to publicly release the results of any revisions to these Forward-Looking
Statements which may be necessary to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events. An
investment in the Company involves various risks, including those mentioned
above and those which are detailed from time to time in the Company's SEC
filings.
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Results of Operations
The following table sets forth, for the periods indicated, the percentage
relationship to net sales of certain items included in the Company's
consolidated statements of operations.
Percentage of
Net Sales
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Three Months Ended
March 31,
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2001 2000
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Net sales 100.0% 100.0%
Cost of sales 60.1 63.9
Selling, general and
administrative expenses 16.7 19.8
Other income - net 2.4 5.7
Earnings before income
tax provision 25.6 22.0
Income tax provision 3.1 4.8
Net earnings 22.5 17.2
The following table sets forth, for the periods indicated, the percentage
increase (decrease) of items included in the Company's consolidated statements
of operations.
Increase (Decrease)
from Prior Period
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Three Months Ended
March 31, 2001
compared with 2000
Net sales 29%
Cost of sales 21.4
Selling, general and
administrative expenses 8.8
Other income - net (4.4)
Earnings before
income tax provision 50.5
Income tax provision (16.5)
Net earnings 69.4
-11-
Three Months ended March 31, 2001 vs.
Three Months ended March 31, 2000
Net Sales
Net sales increased 29.0% from $26,133,179 during the first three months of
2000 to $33,703,785 during the first three months of 2001. The Company
attributes this increase principally to higher sales of new products, including
integrated connector modules ("ICM") and xDSL products.
Several of the Company's customers are facing difficult market conditions.
Some customers have delayed purchase orders, while others have cancelled
purchase orders outright. As a result of these potential difficulties, the
Company does not believe that second quarter 2001 revenue levels or earnings
will reach first quarter 2001 levels.
Cost of Sales
Cost of sales as a percentage of net sales decreased 3.8% to 60.1% during
the first three months of 2001 from 63.9 % during the first three months of
2000. The decrease in the cost of sales percentage is primarily attributable to
lower labor and factory overhead expenses and higher sales volume which results
in greater manufacturing efficiencies offset, in part, by higher raw material
content associated with the current sales mix.
Selling, General and Administrative Expenses
The percentage relationship of selling, general and administrative expenses
to net sales decreased 3.1% to 16.7% during the first three months of 2001 from
19.8 % during the first three months of 2000. The Company attributes the
percentage decrease primarily to increased sales as well as to structural steps
taken in late 2000 to reduce its selling, general and administrative costs.
Selling, general and administrative expenses increased in dollar amount by
approximately 8.8%. The Company attributes the increase in dollar amount of such
expenses primarily to increases in sales and marketing salaries and related
expenses.
Other Income and Expense
Other income, consisting principally of gain on the sale of marketable
securities, during the first three months of 2000, and interest earned on cash
equivalents, decreased by approximately $651,000 during the first three months
of 2001 compared to the first three months of 2000. The decrease is due to the
$1.0 million gain on the sale of marketable securities during the quarter ended
March 31, 2000 offset by higher interest income due to higher cash and cash
equivalent balances.
Provision for Income Taxes
The provision for income taxes for the first three months of 2001 was
$1,056,000 as compared to $1,264,000 for the first three months of 2000. The
decrease in the provision is due primarily to lower United States taxes
resulting from the gain on the sale of marketable securities in 2000 versus 2001
offset, in part, by higher foreign earnings subject to taxes in 2001 versus
2000.
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Liquidity and Capital Resources
Historically, the Company has financed its capital expenditures through
cash flows from operating activities. Management believes that the cash flow
from operations, combined with its existing capital base and the Company's
available lines of credit, will be sufficient to fund its operations for the
near term. This statement represents a Forward-Looking Statement. Actual results
could differ materially from such statement if the Company experiences
substantial unanticipated cash requirements.
The Company has lines of credit, all of which were unused at March 31,
2001, in the aggregate amount of $14 million, of which $12 million is from
domestic banks and $2 million is from foreign banks.
The Company has contracted for the renovation and addition of new corporate
offices in Jersey City in the amount of $2.5 million. As of March 31, 2001
approximately $2.2 million has been paid towards this contract.
On May 10, 2000 the Board of Directors authorized the repurchase of up to
10% of the Company's outstanding shares. To date the Company purchased and
retired 23,600 Class B common shares at a cost of approximately $808,000, which
reduced the number of Class B common shares outstanding.
During the first three months of 2001, the Company's cash and cash
equivalents increased by approximately $1.4 million, reflecting approximately
$4.1 million provided by operating activities, offset, in part, by approximately
$2.7 million in purchases of plant and equipment.
Cash and cash equivalents and accounts receivable comprised approximately
49.0% and 51.9% of the Company's total assets at March 31, 2001 and December 31,
2000, respectively. The Company's current ratio (i.e., the ratio of current
assets to current liabilities) was 8.5 to 1 and 5.5 to 1 at March 31, 2001 and
December 31, 2000, respectively.
New Financial Accounting Standards
Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for
Derivative Instruments and Hedging Activities, is effective for all fiscal years
beginning after June 15, 2000. SFAS 133, as amended, establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. Under SFAS
133, certain contracts that were not formerly considered derivatives may now
meet the definition of a derivative. The Company adopted SFAS 133 effective
January 1, 2001. Management has concluded that the adoption of SFAS 133 will not
have a significant impact on the financial position, results of operations, or
cash flows of the Company.
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Item 3. Qualitative and Quantitative Disclosure About Market Risk
Fair Value of Financial Instruments--The following disclosure of the
estimated fair value of financial instruments is made in accordance with the
requirements of Statement of Financial Accounting Standards No. 107,
"Disclosures about Fair Value of Financial Instruments". The estimated fair
values of financial instruments have been determined by the Company using
available market information and appropriate valuation methodologies.
However, considerable judgment is required in interpreting market data to
develop the estimates of fair value. Accordingly, the estimates presented herein
are not necessarily indicative of the amounts that the Company could realize in
a current market exchange.
The Company has not entered into, and does not expect to enter into,
financial instruments for trading or hedging purposes. The Company does not
currently anticipate entering into interest rate swaps and/or similar
instruments.
The Company's carrying values of cash, marketable securities, accounts
receivable, accounts payable and accrued expenses are a reasonable approximation
of their fair value.
The Company's business in this regard is subject to certain risks,
including, but not limited to, differing economic conditions, loss of
significant customers, changes in political climate, differing tax structures,
other regulations and restrictions and foreign exchange rate volatility. The
Company's future results could be materially and adversely impacted by changes
in these or other factors.
-14-
PART II. Other Information
Item 1. Legal Proceedings
The Company is not presently subject to any legal proceedings
which are material to the consolidated results of operations or
financial condition of the Company.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: None
(b) There were no Current Reports on Form 8-K filed by the
registrant during the quarter ended March 31, 2001.
-15-
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.
BEL FUSE INC.
By: /s/ Daniel Bernstein
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Daniel Bernstein, President
By: /s/ Colin Dunn
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Vice President of Finance and
Chief Financial Officer
Dated: May 10, 2001
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