PART I

Securities and Exchange Commission

Washington, DC 20549

 

FORM 10-K

 

(Mark One)

[ X ] Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 (Fee Required)

For the fiscal year ended October 31, 2000 or

[ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 (No Fee Required)

For the transition period from _________ to ___________

 

Commission file number 0-12619

 

Collins Industries, Inc. .

(Exact name of registrant as specified in its charter)

 

Missouri 43-0985160 .

(State or other jurisdiction of incorporation) (I.R.S. Employer Identification Number)

 

15 Compound Drive Hutchinson, Kansas 67502-4349 .

(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number including area code 316-663-5551 .

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Name of each exchange on which registered

 

None . N/A ..

 

Securities registered pursuant to Section 12(g) of the Act:

 

Common Stock, Par Value $.10 per share .

(Title of class)

 

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 by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy of information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ( )

 

The aggregate market value of voting stock held by non-affiliates of the registrant was $ 17,671,260 as of
January 8, 2001 .

 

The number of shares of Common Stock outstanding on January 8, 2001 was 7,294,455 .

 

Documents Incorporated by Reference

 

The following are the documents incorporated by reference and the part of the Form 10-K into which the document is incorporated:

Document: Part of Form 10-K

Proxy Statement for Annual Meeting

of Shareholders on February 23, 2001 _ Part III .

 

 

PART I

 

Item 1. BUSINESS

 

 

General Development of Business

Collins Industries, Inc. was founded in 1971 as a manufacturer of small school buses and ambulances built from modified cargo vans. The Company's initial product was the first "Type A" school bus, designed to carry 16 to 20 passengers. Today the Company manufactures specialty vehicles and accessories for various basic service niches of the transportation industry. The Company's products include ambulances, small school buses, shuttle and mid-size commercial buses, terminal trucks, commercial bus chassis, road construction equipment and industrial rental sweepers. From its inception, Collins' stated goal has been to become the largest manufacturer of specialty vehicles in the U.S. The Company has grown primarily through the internal development of new products and the acquisition of complementary product lines.

In the U.S., Collins is the largest manufacturer of ambulances, the second largest manufacturer of terminal trucks and a leading manufacturer of small school buses, and sweepers used in the road construction industry. The Company sells its products under several well-known trade names, including Wheeled CoachÒ (ambulances), Collins BusÒ and Mid Busæ (small school buses), World TransÒ (commercial buses), CapacityÒ (terminal trucks) and Waldonæ /Lay-Moræ (road construction and industrial rental sweeper equipment).

Most Collins products are built to customer specifications from a wide range of options offered by the Company. Collins sells to niche markets which demand manufacturing processes too sophisticated for small job shop assemblers, but is not the highly automated assembly line operations of mass production vehicle manufacturers. The Company emphasizes specialty engineering and product innovation, and it has introduced new products and product improvements, which include the ModuvanÒ ambulance, the first ambulance of its size with advanced life-support system capability, the Dura-RideÒ suspension system, the first frame-isolating suspension system for terminal trucks, and the innovation of a larger seating capacity, Type A Super BantamÔ school bus capable of carrying up to 24 passengers, the largest Type A in the industry.

 

 

Description of Business

 

The Company principally manufactures and markets Specialty Vehicles.

 

See "Note 7 to Consolidated Financial Statements" for quantitative segment information.

 

Ambulances. The Company manufactures both modular and van-type ambulances at its Hutchinson, Kansas and Orlando, Florida plants. Modular ambulances are produced by attaching an all-aluminum, box-type, patient compartment to either a dual rear-wheel cab chassis ("Type I") ambulance or a dual rear-wheel, van-type, cutaway chassis ("Type III") ambulance or to a single rear-wheel cutaway chassis ("Moduvan") ambulance. A cutaway chassis consists of only the front portion of the driver's compartment, engine, drive train, frame, axle and wheels. Van ("Type II") ambulances are cargo vans modified to include a patient compartment and a raised fiberglass roof. Type II ambulances are smaller and less expensive than modular ambulances.

 

The Company also produces a limited number of medical support vans designed to transport medical and life-support equipment. Medical support vans are modified commercial vehicles which do not have a patient compartment for advanced life support systems.

 

Buses. The Company manufactures small school buses, commercial and shuttle buses at its Bluffton, Ohio and South Hutchinson, Kansas facilities.

 

School Buses. The Company manufactures small Type A school buses which carry from 16 to 24 passengers. The majority of Type A school buses currently built by the Company are produced by fabricating the body and mounting it on a vendor-supplied, dual rear-wheel or single rear-wheel, cutaway chassis. The Company was the first manufacturer to produce a Type A school bus on this type of chassis, which permits greater seating capacity than a van chassis. School buses are produced in compliance with federal, state and local laws regarding school transportation vehicles.

 

Commercial and Shuttle Buses. The Company produces shuttle and transit buses for car rental agencies, transit authorities, hotels and resorts, retirement centers, nursing homes and similar users. These buses are built to customer specifications and are designed to transport 14 to 30 passengers over short distances.

 

Collins offers commercial bus products in various price ranges. The DiplomatÔ is a steel body bus built on a vendor-supplied, cutaway chassis that carries 17 to 25 passengers and targets a low- to mid-price range market. The World Trans 3000 is an aluminum body bus built on the Company's rear-engine, rail-type chassis. This product is designed for the medium duty segment of the transit and shuttle markets.

 

Terminal Trucks. The Company produces two basic models of terminal trucks at its Longview, Texas facility, the Trailer JockeyÒ and the YardmasterÒ . Terminal trucks are designed and built to withstand heavy-duty use by moving trailers and containers at warehouses, rail yards, rail terminals and shipping ports. Most terminal trucks manufactured by the Company are built to customer specifications. The Company manufactures the entire truck except for major drivetrain components which are purchased from outside suppliers.

Bus Chassis. The Company produces a rear-engine bus chassis at its Longview, Texas facility for use by the Company and for sale to other manufacturers. This chassis is suitable for both commercial and large school buses. To date, the Company has produced and sold limited quantities of these chassis. The Company plans to continue manufacturing bus chassis suitable for its own products and for sale to other manufacturers.

 

Road Construction Equipment. The Company produces three and four wheel sweepers, a full line of articulated four-wheel drive loaders, rough terrain lift trucks, compact loaders, backhoes and dozers. These products are principally sold in both commercial and rental markets through direct sales and distributors throughout the United States.

 

Manufacturing

 

Manufacturing consists of the assembly of component parts either purchased from others or fabricated internally. With the exception of chassis, chassis components and certain terminal truck components which are purchased from outside suppliers, the Company fabricates the principal components of its products. Collins' internal capabilities include CNC gas/plasma shape cutting, CNC punching and forming of sheet metal, metal stamping, tooling, molding of fiberglass components, mechanical and electrical component assembly, upholstery, painting and finishing and Computer-Aided-Design and Manufacturing (CAD/CAM) systems.

 

Collins intends to continue to improve its manufacturing facilities from time-to-time through the selective upgrading of equipment and the mechanization or automation of appropriate portions of the manufacturing process. Management believes the Company's manufacturing facilities are in good condition and are adequate for the purposes for which they currently are used. The capacity of the Company's current facilities, particularly if operated on a multiple shift basis, is considered adequate to meet current needs and anticipated sales volumes.

 

New Products

 

The Company is not presently engaged in activities which would require a significant amount of expenditures or use of material amounts of assets for development of products in the planning stage or otherwise for the foreseeable future.

 

Suppliers

 

In order to ensure that it has a readily available supply of chassis for ambulance and bus production, the Company has entered into consignment agreements with General Motors Corporation ("GMC") and Ford Motor Company ("Ford"). Under those agreements, chassis are kept at Company production facilities at no cost to the Company other than chassis storage costs. When an individual chassis is selected from the Company's consignment pool for use in vehicle production, title to the chassis passes to the Company and the Company becomes liable to the consignor for the cost of the chassis. Chassis currently in the consignment pool are supplied by Ford and GMC. While an interruption in supply from one source may cause a temporary slowdown in production, the Company believes that it could obtain adequate numbers of chassis from alternate sources of supply.

 

The Company uses substantial amounts of steel in the production of its terminal truck products and road construction equipment and purchases certain other major components (primarily engines, transmissions and axles). Collins also uses large amounts of aluminum, steel, fiberglass and glass in the production of ambulances and buses. There is substantial competition among suppliers of such raw materials and components, and the Company does not believe that a loss of a single source of supply would have a material adverse effect on its business.

 

Patents, Trademarks and Licenses

 

The Company owns federal registrations for most of the trademarks which it uses on its products. The Company also owns patents on its bus body design, ambulance design, Dura-Ride air suspension system, ambulance warning light system and air-activated bus door. The Company believes that its patents are helpful, because they may force competitors to do more extensive design work to produce a competitive product. The Company believes that its production techniques and skills are as important as product design, and, therefore, in management's opinion, any lack of patent protection would not adversely affect the Company's business.

 

Seasonality of Business

 

Historically a major portion of the Company's net income has been earned in the second and third fiscal quarters ending April 30 and July 31, respectively. The purchasing patterns of school districts are typically strongest in the spring and summer months which accounts for typically stronger sales of small school buses in the quarters ending April 30 and July 31. Generally, the Company's sales tend to be lower in the fall and winter months due to the purchasing patterns of the Company's customers in general and because purchasing activities are normally lower near the end of the calendar year.

 

Sales Terms

 

The Company produces the majority of its products on an order-only basis. Most products are delivered on a cash basis. Products sold on a direct basis (not through dealers) are sold on trade terms common to the respective industry. Finished goods that are reflected on the financial statements are generally completed units that are ready for customer delivery. Sales to dealers have generally been financed through an unrelated third party for the dealers, resulting in payment generally within days of the sale.

 

Customer Concentration

 

The Company has no single customer whose loss would have a material adverse effect on the Company as a whole.

 

Sales Backlog

 

The sales backlog at October 31, 2000 was approximately $46.7 million compared to $59.6 million at October 31, 1999. In the opinion of management, the majority of this sales backlog will be shipped during the coming year.

 

 

Governmental Sales

 

The Company has pursued, and will continue to pursue, opportunities in government sales as they occur. No material portion of the Company's business, however, is subject to renegotiation of profits or termination of contracts or subcontracts at the election of the government.

 

Marketing and Distribution

 

The Company, through its wholly owned subsidiaries, markets its products throughout the U.S. and, to a limited extent, abroad, through independent dealers and distributors, Company-owned stores and the direct sales efforts of Company personnel. Each of the Company's product groups is responsible for its own marketing activities and maintains independent relationships with dealers and distributors. Support is provided to dealers and distributors in bidding specification writing and customer service.

 

The Company regularly advertises in consumer and trade magazines and other print media and actively participates in national, regional and local trade shows. In addition, Company representatives attend a number of national conventions and regional meetings of important constituent groups such as school boards and emergency medical groups.

 

Competition

 

The markets for most of the Company's product lines are very competitive, and the Company currently has several direct competitors in most markets. Some of these competitors may have greater relative resources. The Company believes it can compete successfully (i) in the ambulance market on the basis of the quality and price of its products, its design engineering and product innovation capabilities and the strength of the Wheeled Coach brand name, (ii) in the small school bus market on the basis of its product price and quality and favorable recognition of its Collins Bus and Mid Bus brand names, (iii) in the road construction equipment market on the strength of its Waldon and Lay-Mor brand names, product quality, price and distribution networks.

 

In the terminal truck market, the Company competes primarily with one larger domestic competitor, Ottawa Truck, which is owned by Kalmar Industries. Kalmar has international distribution channels and may have greater relative resources than the Company. The Company believes it can compete successfully in this market on the basis of its Capacity brand name, price, product quality and customer demand for its exclusive Dura-Ride suspension system.

 

Research and Development Costs

      
 

2000

1999

1998

Research and Development Expenses

$156,475

$154,688

$185,982

 

This table cites the level of research and development costs the Company incurred the past three fiscal years. It should be noted the Company does significant research and development work on the production line and, therefore, the major costs of new programs are recorded as cost of sales and are expensed as prototypes.

 

Regulation

 

The Company is subject to various laws and regulations with respect to employees' health and safety and the protection of the environment. In addition, all of the Company's on-road vehicles must satisfy certain standards applicable to such vehicles established by the United States Department of Transportation. Certain of its products must also satisfy specifications established by other federal, state and local regulatory agencies, primarily dealing with safety and performance standards. In management's opinion, the Company and its products are in compliance in all material respects with all applicable governmental regulations. A substantial change in any such regulation could have a significant impact on the business of the Company.

 

Employees

The Company employs approximately 1,100 persons full time, including officers and administrative personnel. The Company has not experienced any strikes or work stoppages due to labor problems and considers its relations with its employees to be satisfactory.

 

Export Sales

See "Note 7 to the Consolidated Financial Statements".

 

Item 2. PROPERTIES

 

The following table sets forth certain information with respect to the Company's manufacturing and office facilities. The Company owns all properties listed below in fee simple, except as otherwise noted.

 

Location

 

Use

Approximate

Size (sq ft)

     

Hutchinson, Kansas

Corporate headquarters

5,000
     

Hutchinson, Kansas

Ambulance production; Office space

216,000
     

South Hutchinson, Kansas(1),(2)

Small school bus and commercial bus production; Office space

247,000
     

Orlando, Florida (1)

Ambulance production; Office space

309,000
     

Longview, Texas (3)

Terminal truck production; chassis production; Office space

180,000
     

Mansfield, Texas (1)

Ambulance sales, service and distribution center

25,000
     

Fairview, Oklahoma (1)

Road construction equipment fabrication and assembly;

Office space

 

74,000
     

Bluffton, Ohio (4)

Small school bus and commercial bus production; Office space

186,000

   

(1) This property is pledged as collateral to secure payment of the Company's debt obligations. See "Note 2 to Consolidated

Financial Statements."

  1. This facility and certain related equipment are financed by industrial revenue bonds in the original principal amounts of

$1,250,000 in 1999 and $3,500,000 in 1998 issued by the City of South Hutchinson under lease purchase agreements.

  1. This facility and certain related equipment are financed by industrial revenue bonds in the original
    principal amount of $4,200,000 in 1999 issued by the Longview Industrial Corporation, Longview, Texas.
  2. This property is leased until December 31, 2004, with an option to renew for two additional five year terms or purchase

after January 1, 2005.

 

The Company leases several facilities throughout the U.S. for the sale and distribution of
ambulances. Although the Company evaluates opportunities to acquire additional properties at favorable prices as they arise, it believes that its facilities are well maintained and will be adequate to serve its needs in the foreseeable future. Several Company facilities have room to expand in existing buildings and others have land upon which additional buildings can be constructed.

 

Item 3. LEGAL PROCEEDINGS

 

There are no material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the Company is a party or of which any of its property is subject.

 

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

The Company did not submit any matter to a vote of security holders during the fourth quarter of the fiscal year ended October 31, 2000.

 

PART II

 

Item 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS

 

Collins Industries, Inc. common stock is quoted on the Nasdaq Stock Market under the symbol COLL. The following table sets forth the high and low sales prices per share of the common stock as reported by the Nasdaq Stock Market. The Company's common stock had 563 shareholders of record at October 31, 2000.

 

FISCAL 2000

 

     

Volume

Quarter

High

Low

(000s)

First

7

5-3/4

716

Second

6-5/8

4-3/4

815

Third

6

3

896

Fourth

4-3/8

3

697

 

 

FISCAL 1999

 

     

Volume

Quarter

High

Low

(000s)

First

4-5/8

3-5/16

546

Second

5-1/4

3-3/4

544

Third

6-7/8

4

710

Fourth

7-3/16

4-1/2

918

 

During the period covered by this Report, the Company did not sell any equity securities that were not registered under the Securities Act.

 

 

Item 6. SELECTED FINANCIAL DATA

Operating History

(In thousands except share and per-share data)

 

Fiscal years ended October 31,

2000 (b)

1999(a)

1998

1997

1996

Sales

$ 220,912

$ 196,398

$ 156,445

$ 157,522

$ 151,879

Cost of sales

192,621

165,978

134,427

131,807

129,652

Gross profit

28,291

30,420

22,018

25,715

22,227

Selling, general and administrative

         

(includes research & development)

20,725

20,046

16,124

15,379

15,236

Income from operations

7,566

10,374

5,894

10,336

6,991

Other income (expenses):

          

Interest, net

(1,743)

(1,820)

(1,400)

(1,643)

(2,241)

Other, net

125

316

243

150

262

Income from continuing operations

5,948

8,870

4,737

8,843

5,012

Provision for income taxes

1,790

3,460

1,710

1,600

-

Net income

$ 4,158

$ 5,410

$ 3,027

$ 7,243

$ 5,012

Earnings per share-diluted:

          

Net income

.55

.72

.39

.94

.66

Dividends per share

$ .18

$ .10

$ .23

$ .075

$ -

Weighted average shares outstanding - diluted

 

7,574,915

 

7,551,247

 

7,668,543

 

7,711,221

 

7,621,403

Depreciation and amortization

$ 3,099

$ 2,580

$ 1,795

$ 1,782

$ 2,128
    1. 1999 includes results from Mid Bus acquisition.
    2. 2000 includes results from Mobile Products, Inc. acquisition of certain assets of Waldon, Inc., as of September 11, 2000.

 

Financial Position

(In thousands except share and per-share data)

 

Fiscal years ended October 31,

2000

1999

1998

1997

1996
           

Current assets

$ 54,871

$ 43,359

$ 31,747

$ 34,002

$ 32,640

Current liabilities

34,719

26,658

16,072

18,959

18,436

Working capital

20,152

16,702

15,675

15,043

14,204

Total assets

81,022

66,979

49,076

47,163

45,744

Long-term debt and capitalized leases

(less current maturities)

 

19,016

 

15,803

 

12,733

 

8,362

 

13,418

Shareholders' investment

26,673

23,960

20,271

19,842

13,891

Book value per share

3.59

3.21

2.73

2.69

1.91

 

Financial Comparisons

Fiscal years ended October 31,

2000

1999

1998

1997

1996
           

Gross profit margin

12.8%

15.5%

14.0%

16.3%

14.6%

Net profit margin

1.9%

2.8%

1.9%

4.6%

3.3%

Selling, general and administrative

(including R&D) as percent of sales

 

9.4%

 

10.2%

 

10.3%

 

9.8%

 

10.0%

Current ratio

1.6:1

1.6:1

2.0:1

1.8:1

1.8:1

Long-term debt and capitalized leases

          

to shareholders' investment

0.7:1

0.7:1

0.6:1

0.4:1

1.0:1

Manufacturing space (000's square feet)

1,108

1,014

988

898

898

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
 CONDITION AND RESULTS OF OPERATIONS

 

The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of the Company's consolidated results of operations and financial condition. The discussion should be read in conjunction with the consolidated financial statements and notes thereto.

 

RESULTS OF OPERATIONS

 

Fiscal 2000 Compared to Fiscal 1999. Sales for fiscal 2000 increased 12.5% to $220.9 million compared to $196.4 million in fiscal 1999. This increase was principally due to a 48.4% and 8.3% increase in unit sales of terminal trucks and ambulances products respectively. This increase was partially offset by a 20.3% decrease in unit sales of bus products. The sales increase in terminal truck products principally resulted from improvements in its distribution network and from higher sales across rail, trucking and port sectors of its domestic and international markets. Ambulance sales increased principally as a result of higher sales to the fire service sector of the ambulance market. Decreases in bus product unit sales in fiscal 2000 are principally due to a reduction in sales to large national contractors and childcare providers.

 

Average unit selling price for ambulance products increased 9.1% in fiscal 2000 compared to fiscal 1999, and principally resulted from a change in product mix to more complex units which carry higher selling prices. Terminal truck selling prices increased 3.5% in fiscal 2000 compared to fiscal 1999, and principally resulted from increased international sales. Average unit selling price for bus products decreased 7.4% in fiscal 2000 compared to fiscal 1999. Historically, the Company's proprietary bus products have been heavily skewed toward Ford Motor Company (Ford) products, which carry higher gross margins. However, the Type-A school bus market has moved heavily away from Ford chassis to GMC chassis due to price and model availability. Consequently, the Company's mix of bus products in fiscal 2000 has followed this shift to a greater volume of GMC bus products, which carry a lower selling price.

At October 31, 2000, the Company's consolidated sales backlog was $46.7 million compared to $59.6 million at October 31, 1999. The Company believes a majority of its consolidated sales backlog will be shipped in fiscal 2001.

 

Cost of sales for fiscal 2000 was 87.2% of sales compared to 84.5% of sales in fiscal 1999. The percentage increase was principally due to the decreases in average selling price of bus products as discussed above.

 

Selling, general and administrative expenses for fiscal 2000 were $20.6 million or 9.3% of sales compared to $19.9 million or 10.1% of sales in fiscal 1999. This percentage decrease principally resulted from the increase in sales without a corresponding increase in selling, general and administrative expenses for fiscal 2000.

 

Interest expense decreased principally due to reductions in borrowing through the first ten months of fiscal 2000. These reductions were partially offset by interest rate increases. In September 2000 the Company purchased certain assets of Waldon, Inc., for $7.8 million. See "Note 1 to the Consolidated Financial Statements" for quantitative information.

Income tax expense in fiscal 2000 was $1.8 million. Income tax expense as a percentage of pretax income was 31% in fiscal 2000 compared to 39% in fiscal 1999. Income tax expense as a percent of pretax income decreased principally as a result of state tax credits and reductions of prior accruals.

 

The Company's net income in fiscal 2000 decreased to $4.2 million ($.55 per share-diluted) compared to $5.4 million ($.72 per share-diluted) in fiscal 1999. This decrease was principally due to decreases in bus product sales in fiscal 2000, partially offset by lower income tax rates and higher profit from terminal truck and ambulance products.

 

Fiscal 1999 Compared to Fiscal 1998. Sales for fiscal 1999 increased 25.5% to $196.4 million compared to $156.4 million in fiscal 1998. This increase was principally due to a 140.7% and 5.4% increase in unit volume sales of bus and ambulances products respectively in fiscal 1999. The unit sales increase in bus products principally resulted from the impact of nonconforming vans being replaced with small Type A school buses and the acquisition of Mid Bus, Inc. in December, 1998. The unit sales increase in ambulance products principally resulted from increased direct sales and marketing activities. Average manufactured selling price per unit of school buses and ambulances decreased approximately 1.9% and 0.6% respectively in fiscal 1999.

At October 31, 1999, the Company's consolidated sales backlog was $59.6 million compared to $33.6 million at October 31, 1998.

 

Cost of sales for fiscal 1999 was 84.5% of sales compared to 85.9% of sales in fiscal 1998. The percentage decrease was principally due to increased efficiencies in labor and material usage achieved from mechanization, partially offset by an increase in manufacturing overhead.

 

Selling, general and administrative expenses for fiscal 1999 were flat at $19.9 million or 10.1% of sales compared to $15.9 million or 10.2% of sales in fiscal 1998.

 

Interest expense increased principally due to additional borrowings from the Company's lead bank and from additional Industrial Revenue Bond (IRB) debt which was principally used to fund the acquisition of Mid Bus, Inc. and capital expenditures.

 

Income tax expense in fiscal 1999 was $3.5 million. Income tax expense as a percentage of pretax income was 39% in fiscal 1999 compared to 36% in fiscal 1998. Income tax expense as a percent of pretax income increased principally as a result of higher state taxes resulting from the Mid Bus acquisition.

 

The Company's net income in fiscal 1999 increased to $5.4 million ($.72 per share-diluted) compared to $3.0 million ($.39 per share-diluted) in fiscal 1998. This increase was principally attributable to stronger operating results from bus products including those of the newly acquired Mid Bus, Inc., partially offset by higher tax rates and lower profit on ambulances.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Historically, the Company has principally relied on internally generated funds, supplier financing, bank borrowings and industrial revenue bonds to finance its operations and capital expenditures. The Company's working capital requirements vary from period to period depending on the production volume, the timing of vehicle deliveries and the payment terms offered to its customers.

 

Cash provided by operations was $6.6 million in fiscal 2000 compared to $10.2 million in fiscal 1999. Principal sources of the cash provided by operations in fiscal 2000 were from Company profits and increases in accounts payable. These sources of cash from operations were offset by increase in receivables and inventories.

Cash provided by operations was $10.2 million in fiscal 1999 compared to $4.1 million in fiscal 1998. Principal sources of the cash provided by operations in fiscal 1999 were from Company profits, increases in accounts payable and accrued expenses, and a reduction in accounts receivable. These sources of cash from operations were offset by an increase in inventories.

 

Cash provided by operations was $4.1 million in fiscal 1998 compared to $8.1 million in fiscal 1997. Principal sources of the cash provided by operations in fiscal 1998 were from Company profits and reductions of accounts receivable, inventories and prepaid expenses. These sources of cash from operations were offset by reductions in accounts payable and accrued expenses.

 

Cash used in investing activities was $9.7 million in fiscal 2000 compared to $7.6 million in fiscal 1999. In fiscal 2000 the principal use of cash for investing purposes was for the acquisition of certain assets of Waldon, Inc., and capital expenditures related to the Company's expansion of its terminal truck production facilities. Cash used in investing activities was $7.6 million in fiscal 1999 compared to $5.8 million in fiscal 1998. In fiscal 1999 the principal use of cash for investing purposes was for the acquisition of Mid Bus, Inc., and capital expenditures related to the Company's expansion of its bus and terminal truck production facilities. Cash used in investing activities was $5.8 million in fiscal 1998 compared to $1.8 million in fiscal 1997. In fiscal 1998 the principal use of cash for investing purposes was for the acquisition of new property and equipment. Approximately $3.8 million of fiscal 1998 capital expenditures related to the Company's expansion of its bus production facilities.

 

Cash provided by financing activities was $3.0 million in fiscal 2000 compared to cash used in financing activities of $2.4 million in fiscal 1999. In fiscal 2000, the Company made additional long-term borrowings of $6.4 million and used cash of $1.5 million to reduce other long-term debt, $.5 million to purchase and retire common stock and $1.3 million to pay cash dividends. Cash used in financing activities was $2.4 million in fiscal 1999 compared to cash provided by financing activities of $1.7 million in fiscal 1998. In fiscal 1999, the Company made additional long-term borrowings of $5.6 million and used cash of $6.1 million to reduce other long-term debt, $1.2 million to purchase and retire common stock and $.7 million to pay cash dividends. Cash provided by financing activities was $1.7 million in fiscal 1998 compared to cash used in financing activities of $6.4 million in fiscal 1997. In fiscal 1998, the Company made additional long-term borrowings of $6.4 million and used cash of $2.2 million to reduce other long-term debt, $.9 million to purchase and retire common stock and $1.7 million to pay cash dividends.

 

Aggregate maturities of $14.5 million in capitalized leases and long-term debt due in 2002 are principally a result of a loan agreement with the Company's lead bank which expires May 31, 2002. The Company currently anticipates arranging an extension or refinancing of this debt at or prior to maturity. See "Note 2 to the Consolidated Financial Statements" for quantitative information.

 

The Company believes that its cash flows from operations and its credit facility with its lead bank will be sufficient to satisfy its future working capital, capital expenditure requirements and anticipated dividends.

 

At October 31, 2000 there were no significant or unusual contractual commitments or capital expenditure commitments.

 

On September 11, 2000, the Company completed the purchase certain assets of Waldon, Inc., a manufacturer of industrial construction equipment. The purchase was financed through borrowings on the Company's $5.0 million term acquisition line and revolving credit facility.

 

Recently Issued Accounting Standards

 

Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative Investments and Hedging Activities" as amended by (SFAS) No. 137, are effective for the Company's 2001 fiscal year and, based on the companies current understanding, are not expected to have a material effect on the Company's financial position or results of operations.

 

 

Cautionary Statement Regarding Risks and Uncertainties That May Affect Future Results

 

This annual report and other written reports and oral statements made from time to time by the Company may contain so-called "forward-looking statements" about the business, financial condition, and prospects of the Company which are subject to risks and uncertainties. One can identify these forward-looking statements by their use of words such as "expects", "plans", "will", "estimates", "forecasts", "projects", and other words of similar meaning. One can also identify them by the fact that they do not relate strictly to historical or current facts. One should understand that it is not possible to predict or identify all factors which involve risks and uncertainties. Consequently, the reader should not consider any such list or listing to be a complete statement of all potential risks or uncertainties.

 

No forward-looking statement can be guaranteed and actual future results may vary materially. The actual results of the Company could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties including without limitation, changes in product demand, the availability of vehicle chassis, adequate direct labor pools, changes in competition, interest rate fluctuations, development of new products, various inventory risks due to changes in market conditions, changes in tax and other governmental rules and regulations applicable to the Company, substantial dependence on third parties for product quality, reliability and timely fulfillment of orders and other risks indicated in the Company's filings with the Securities and Exchange Commission.

The Company does not assume the obligation to update any forward-looking statement. One should carefully evaluate such statements in light of factors described in the Company's filings with the Securities and Exchange Commission, especially on Forms 10-K, 10-Q and 8-K (if any).

 

Quantitative and Qualitative Disclosures About Market Risk

 

The Company is exposed to market risk relating to interest rates on its fixed rate debt. Interest rate risk is not material to the Company's consolidated financial position or results of operations.

 

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 

Collins Industries, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF INCOME

For the years ended October 31,

 

 

2000

1999

1998
       

Sales

$220,911,785

$196,398,056

$156,445,451

Cost of sales

192,620,891

165,978,436

134,427,383

Gross profit

28,290,894

30,419,620

22,018,068
       

Selling, general and administrative expenses

20,568,277

19,891,803

15,937,649

Research and development expenses

156,475

154,688

185,982
       

Income from operations

7,566,142

10,373,129

5,894,437
       

Other income (expense):

      

Interest, net

(1,742,739)

(1,819,986)

(1,399,984)

Other, net

125,027

316,358

242,647
 

(1,617,712)

(1,503,628)

(1,157,337)
       

Income before provision for income taxes

5,948,430

8,869,501

4,737,100
       

Provision for income taxes

1,790,000

3,460,000

1,710,000
       

Net income

$ 4,158,430

$ 5,409,501

$ 3,027,100
       
       
       
       

Earnings per share:

      

Basic

$.58

$.74

$.40

     

Diluted

$.55

$.72

$.39
       

Dividends per share

$.18

$.10

$.23

 

 

The accompanying notes are an integral part of these consolidated statements.

 

Collins Industries, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

October 31,

 

ASSETS

2000

1999

Current assets:

    

Cash

$ 204,101

$ 344,948

Receivables

10,206,169

5,146,834

Inventories

41,410,790

36,218,152

Prepaid expenses and other current assets

3,049,779

1,650,040

Total current assets

54,870,839

43,359,974
     

Property and equipment, at cost:

    

Land and improvements

2,914,804

2,812,804

Buildings and improvements

18,838,363

17,337,826

Machinery and equipment

18,629,292

17,380,252

Office furniture and fixtures

3,922,755

3,704,020
 

44,305,214

41,234,902

Less - accumulated depreciation

25,157,372

22,895,341
 

19,147,842

18,339,561

Other assets

7,003,486

5,279,028
 

$81,022,167

$66,978,563
     
     

LIABILITIES & SHAREHOLDERS' INVESTMENT

    

Current liabilities:

    

Current maturities of long-term debt and capitalized leases

$ 3,087,968

$ 1,460,113

Accounts payable

25,611,383

19,321,738

Accrued expenses and other current liabilities

6,019,483

5,875,654

Total current liabilities

34,718,834

26,657,505

Long-term debt and capitalized leases

19,015,695

15,803,399

Deferred income taxes

614,922

557,168

Shareholders' investment:

    

Preferred stock, $.10 par value

    

Authorized - 750,000 shares

    

Outstanding - No shares outstanding

    

Capital stock, $.10 par value

    

Authorized - 3,000,000 shares

    

Outstanding - No shares outstanding

    

Common stock, $.10 par value

    

Authorized - 17,000,000 shares

    

Issued and outstanding - 7,424,455 shares in 2000; and 7,465,406

shares in 1999

 

742,446

 

746,541

Paid-in capital

18,026,830

18,094,900

Deferred compensation

(1,071,169)

(1,033,521)

Retained earnings

8,974,609

6,152,571
     

Total shareholders' investment

26,672,716

23,960,491
 

$81,022,167

$66,978,563
     

The accompanying notes are an integral part of these consolidated balance sheets.

 

Collins Industries, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended October 31,

 
 

2000

1999

1998

Cash flow from operations:

      

Cash received from customers

$218,576,230

$197,889,320

$157,845,373

Cash paid to suppliers and employees

(207,842,808)

(183,319,810)

(150,697,953)

Interest paid, net

(1,700,879)

(1,813,342)

(1,456,095)

Income taxes paid

(2,439,176)

(2,561,370)

(1,628,444)

Cash provided by operations

6,593,367

10,194,798

4,062,881
       

Cash flow from investing activities:

      

Capital expenditures and acquisitions

(9,591,116)

(7,939,070)

(5,958,283)

Proceeds from sale of property and equipment

-

994,263

478,150

Expenditures for other assets

(119,690)

(643,526)

(284,849)

Cash used in investing activities

(9,710,806)

(7,588,333)

(5,764,982)
       

Cash flow from financing activities:

      

Principal payments of long-term debt and

      

capitalized leases

(1,539,372)

(6,121,542)

(2,168,041)

Addition to long-term debt and capitalized leases

6,379,522

5,603,872

6,423,421

Purchase of common stock and other

      

capital transactions

(527,166)

(1,155,256)

(862,525)

Payment of dividends

(1,336,392)

(732,586)

(1,735,911)

Cash provided by (used in) financing activities

2,976,592

(2,405,512)

1,656,944
       

Net increase (decrease) in cash

(140,847)

200,953

(45,157)

Cash at beginning of year

344,948

143,995

189,152
       

Cash at end of year

$ 204,101

$ 344,948

$ 143,995
       
       

Reconciliation of net income to net

      

cash provided by operations:

      

Net income

$ 4,158,430

$ 5,409,501

$ 3,027,100

Depreciation and amortization

3,098,615

2,567,718

1,795,336

Changes in assets and liabilities net of acquisitions:

      

Decrease (increase) in receivables

(2,335,555)

1,491,264

1,399,922

Decrease (increase) in inventories

(2,444,572)

(5,924,122)

414,780

Decrease (increase)in prepaid expenses

(548,763)

(76,850)

395,578

Increase (decrease) in accounts payable

4,658,796

5,735,682

(2,183,531)

Increase (decrease) in accrued expenses

(181,171)

1,077,970

(717,215)

Gain on sale of property and equipment

-

(86,365)

(69,089)

Other net

187,587

-

-

Cash provided by operations

$ 6,593,367

$ 10,194,798

$ 4,062,881

 

The accompanying notes are an integral part of these consolidated statements.

 

Collins Industries, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' INVESTMENT

For the years ended October 31,

 
 

 

Common Stock

 

Paid-In

 

Retained

 

Deferred
 

Shares

Amount

Capital

Earnings

Compensation

Balance October 31, 1997

7,385,681

$738,568

$18,918,903

$184,467

$ -
           

Stock issued under stock

          

option plans

228,500

22,850

75,028

-

-

Net income

-

-

-

3,027,100

-

Cash dividends paid

-

-

-

(1,735,911)

-

Purchase and retirement of treasury stock

(183,300)

(18,330)

(955,729)

-

-

Tax benefit from exercise of

          

stock options

- .

- .

13,657 .

- .

- .
           

Balance October 31, 1998

7,430,881

743,088

18,051,859

1,475,656

- .
           

Stock issued under stock

          

option plans

26,320

2,632

90,138

- .

- .

Issuance of restricted stock awards, net

253,000

25,300

1,176,450

- .

(1,201,750)

Amortization of restricted stock awards

- .

- .

- .

- .

168,229

Net income

- .

- .

- .

5,409,501

- .

Cash dividends paid

- .

- .

- .

(732,586)

- .

Purchase and retirement of treasury stock

(244,795)

(24,479)

(1,236,465)

- .

- .

Tax benefit from exercise of

          

stock options

- .

- .

12,918

- .

- .
           

Balance October 31, 1999

7,465,406

746,541

18,094,900

6,152,571

(1,033,521)
           

Stock issued under stock

          

option plans

9,540

954

11,305

-

-

Issuance of restricted stock awards, net

101,222

10,122

444,878

-

(455,000)

Amortization of restricted

          

stock awards

-

-

-

-

417,352

Net income

-

-

-

4,158,430

-

Cash dividends paid

-

-

-

(1,336,392)

-

Purchase and retirement of treasury stock

(151,713)

(15,171)

(524,253)

-

-
           

Balance October 31, 2000

7,424,455

$742,446

$18,026,830

$8,974,609

($1,071,169)
           

 

 

The accompanying notes are an integral part of these consolidated statements.

 

Collins Industries, Inc. and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three years ended October 31, 2000

 

(1) Summary of Significant Accounting Policies

 

(a) Consolidation and Operations - The consolidated financial statements include the accounts of Collins Industries, Inc. (the Company) and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

 

The Company primarily operates in the bus, ambulance, terminal truck, and road construction equipment segments. Manufacturing activities are carried on solely in the United States. However, the Company does market its products in other countries. Revenues derived from export sales to unaffiliated customers were less than 10% of consolidated sales in fiscal 2000, 1999 and 1998.

 

(b) Cash and Cash Management - Cash includes checking accounts and funds invested in overnight and other short-term, interest-bearing accounts of three months or less.

 

The Company maintains controlled disbursement accounts with its lead bank under an arrangement whereby all cash receipts and checks are centralized and presented to the bank daily. All deposits are applied directly against the Company's revolving credit line and all checks presented for payment in the controlled disbursement accounts are funded through borrowings under the Company's revolving credit facility. At October 31, 2000 and 1999 accounts payable included outstanding checks drawn on controlled disbursement accounts of $4,829,978 and $4,302,671, respectively.

 

(c) Inventories - Inventories are stated at the lower of cost (first-in, first-out) or market. Major classes of inventories which include material, labor, and manufacturing overhead required in production of Company products consisted of the following:

 

 

2000

1999

Chassis

$10,822,015

$ 9,969,754

Raw materials & components

13,325,241

11,066,127

Work-in-process

7,941,310

5,329,627

Finished goods

9,322,224

9,852,644
 

$41,410,790

$36,218,152

 

(d) Depreciation and Maintenance - Depreciation is provided using the straight-line method or financial reporting purposes and accelerated methods for income tax purposes. The estimated useful lives of property are as follows:

 

Land improvements

10 to 20 years

Buildings and improvements

10 to 30 years

Machinery and equipment

3 to 15 years

Office furniture and fixtures

3 to 10 years

Goodwill

15 to 20 years

 

Maintenance and repairs are charged to expense as incurred. The cost of additions and betterments are capitalized. The cost and related depreciation of property retired or sold are removed from the applicable accounts and any gain or loss is taken into income.

 

(e) Goodwill - Other assets include goodwill of $5.7 million, $3.6 million and $0, in fiscal years 2000, 1999 and 1998, respectively. Goodwill resulted from the acquisition of certain assets of Waldon, Inc., by the Company's Mobile Products, Inc., subsidiary on September 11, 2000 and the acquisition of Mid Bus on December 1, 1998. The purchase price for Waldon, Inc., assets was $7.8 million. The purchase price of Mid Bus stock was $5.0 million plus liabilities assumed of $3.9 million. The acquisitions were accounted for as purchases and the result of operations have been consolidated with those of the Company since the date of acquisition. The excess cost over the fair value of net assets acquired is being amortized on a straight-line basis over 15 years for Mobile Products, Inc. and 20 years for Mid Bus. Goodwill amortization is reflected as cost of sales in the consolidated statements of income, and totaled $183,750, $165,740 and $0 in fiscal years 2000, 1999 and 1998, respectively. Accumulated amortization of goodwill was $349,490, $165,740 and $0 in fiscal years 2000, 1999 and 1998, respectively.

 

The Company periodically evaluates whether events and circumstances have occurred that indicate the remaining estimated useful life of goodwill may warrant revisions or that the remaining balance of goodwill may not be recoverable. When factors indicate that the goodwill should be evaluated for possible impairment, the Company uses an estimate of undiscounted cash flows over the remaining life of the goodwill in measuring whether the goodwill is recoverable.

 

(f) Revenue Recognition - The Company records vehicle sales at the earlier of completion of the vehicle and receipt of full payment or shipment or delivery to the customer as specified by the customer purchase order. Customer deposits for partial payment of vehicles are deferred and treated as current liabilities until the vehicle is completed and recognized as revenue.

 

(g) Earnings Per Share - Basic earnings per share are computed based on the weighted average number of common shares outstanding. Potentially dilutive shares, calculated using the treasury stock method, consist of stock options and restricted stock .

 

The following is a reconciliation of shares used to calculate basic and diluted earnings per share:

 

 

2000

1999

1998

Average share outstanding for basic

7,213,825

7,305,310

7,498,751

Effect of potentially dilutive options and restricted stock

 

361,090

 

245,937

 

169,792

Average shares outstanding for diluted

7,574,915

7,551,247

7,668,543

 

(h) Reclassification of Financial Statements - Certain amounts reported for prior years have been reclassified to conform to the 2000 presentation.

 

 

(2) Long-term Debt and Capitalized Leases

 

Long-term debt and capitalized leases at October 31, 2000 and 1999 consist of the following:

 

2000

1999

Bank credit facility:

    

Revolving credit borrowings

$ 8,199,348

$ 7,628,818

Term Loan A

Monthly principal payments of $45,000

 

1,475,516

 

2,065,516

Term Loan B

Monthly principal payments of $9,833

 

442,505

 

560,501

Term Loan C

Monthly principal payments of $27,192

 

1,169,236

 

1,495,540

Term Acquisition Line

Monthly principal payments of $138,888

 

4,861,111

 

-

Capitalized leases:

    

City of South Hutchinson, Kansas, 4.75%-5.80%.

    

Annual principal and sinking fund payments range

    

From $319,000 in 2001 to $323,000 in 2007

2,505,695

2,809,445

City of South Hutchinson, Kansas, 4.80%-5.90%.

    

Annual principal and sinking fund payments range

    

From $106,000 in 2001 to $150,000 in 2009

698,890

680,480

Longview Industrial Corporation, Longview, Texas

   

Variable Rate Demand Revenue Bonds -

   

Annual principal and sinking fund payments beginning in 2002

   

From $500,000 to $700,000 in 2009

2,691,362

1,861,891

Other notes payable

60,000

161,321
 

22,103,663

17,263,512

Less - current maturities

3,087,968

1,460,113
 

$19,015,695

$15,803,399

 

On September 1l, 2000, the Company amended the original Loan Agreement, (the "Agreement"), dated July 31, 1998, with Bank of America, formerly NationsBank of Georgia, N.A., Atlanta, Georgia (the "Bank"). This amendment increased the Company's total credit facility to $45.3 million. The Agreement provides for a revolving credit facility of $30.0 million, and a long-term credit facility (Term Loans A, B, and C) of $10.3 million, and an acquisition credit facility of $5.0 million. The acquisition credit facility was used to partially finance the acquisition of certain assets of Waldon, Inc. in September, 2000. The credit facilities bear interest based on a combination of Eurodollar (LIBOR plus 1.75%) and the Bank's prime lending rate (9.50% at October 31, 2000) and mature May 31, 2002. The revolving credit facility also provides for a maximum of $3.0 million in letters of credit, of which $1.2 million were outstanding at October 31, 2000. The total amount of unused revolving credit available to the Company was $14.5 million at October 31, 2000.

 

The credit facility is collateralized by receivables, inventories, equipment and certain real property. Under the terms of the Agreement, the Company is required to maintain certain financial ratios and other financial conditions. The Agreement also prohibits the Company from incurring certain additional indebtedness, limits certain investments, advances or loans and restricts substantial asset sales and capital expenditures. At October 31, 2000 and 1999, the Company was in compliance with all loan covenants.

 

Certain of the Company's manufacturing facilities were financed from the proceeds of industrial revenue bonds. Lease purchase agreements with the respective cities provide that the Company may purchase the manufacturing facilities at any time during the lease terms by paying the outstanding principal amount of the bonds plus a nominal amount. At October 31, 2000, the net book value of manufacturing facilities subject to these lease purchase agreements was approximately $6.3 million.

 

The carrying amount of the Company's long-term obligations does not differ materially from fair value based on current market rates available to the Company.

 

The aggregate maturities of capitalized leases and long-term debt for the years subsequent to October 31, 2000 are as follows:

 

2001

$ 3,087,968

2002

14,454,998

2003

982,000

2004

1,003,250

2005

1,030,750

2006 and thereafter

1,544,697

(3) Income Taxes

 

The provision for income taxes consists of the following:

 

 

2000

1999

1998

Current

2,136,000

3,368,000

1,424,000

Deferred

(346,000)

92,000

286,000

 

The Company accounts for income taxes in accordance with the liability method. Deferred income taxes are determined based upon the difference between the book and tax basis of the Company's assets and liabilities. Deferred taxes are provided at the enacted tax rates expected to be in effect when the differences reverse. The income tax effect of temporary differences comprising the deferred tax assets are included in other current assets on the accompanying consolidated balance sheet and result from:

 

 

 

 

2000

1999

Deferred tax assets:

    

Self-insurance reserves

$ 79,000

$ 241,000

Vacation

202,000

201,000

Warranty

298,000

266,000

Doubtful accounts

20,000

19,000

Inventories

457,000

357,000

Amortization

193,000

182,000

Revenue recognition

136,000

204,000

Other

30,000

-
 

1,415,000

1,470,000

Deferred tax liabilities:

    

Accelerated depreciation

(947,000)

(946,000)

Other

-

(24,000)
 

(947,000)

(970,000)
     

Net deferred tax assets

$ 468,000

$ 500,000

 

A reconciliation between the statutory federal income tax rate (34%) and the effective rate of income tax expense for each of the three years during the period ended October 31, 2000 follows:

 

2000

1999

1998

Statutory federal income tax rate

34%

34%

34%

Increase (decrease) in taxes

      

Resulting from:

      

State tax, net of federal benefit

4

4

3

Utilization of state tax credits

(3)

-

-

Decrease in prior accruals

(3)

-

-

Other

(2)

1

(1)
       

Effective tax rate

30%

39%

36%

 

 

(4) Capital Stock

 

Preferred Stock - On March 28, 1995 the Company's Board of Directors adopted a stockholders rights plan (Plan) and declared a dividend distribution of one right (Right) for each outstanding share of common stock to stockholders of record on April 20, 1995. Under the terms of the Plan each Right entitles the holder to purchase one one-hundredth of a share of Series A Participating Preferred Stock (Unit) at an exercise price of $7.44 per Unit. The Rights are exercisable a specified number of days following (i) the acquisition by a person or group of persons of 20% or more of the Company's common stock or (ii) the commencement of a tender offer or an exchange offer for 20% or more of the Company's common stock or (iii) when a majority of the Company's unaffiliated directors (as defined) declares that a person is deemed to be an adverse person (as defined) upon determination that such adverse person has become the beneficial owner of at least 10% of the Company's common stock. The Company has authorized and reserved 750,000 shares of preferred stock, $.10 par value, for issuance upon the exercise of the Rights. The Company may redeem the Rights in whole, but not in part, at a price of $.01 per Right in accordance with the provisions of the plan. Rights expire on April 1, 2005 unless redeemed by the Company.

 

Stock-Based Compensation Plans - The Company has two shareholder-approved stock plans, the 1997 Omnibus Incentive Plan (the "1997 Plan") and 1995 Stock Option Plan (the "1995 Plan"). Under the 1997 Plan, directors, officers and key employees may be granted stock options, restricted stock and other stock-based awards. A total of 2,000,000 shares may be granted under the 1997 Plan.

 

Under the 1997 Plan, the Company issued 119,000 shares of common stock on July 19, 2000, in the form of restricted stock awards. Shares were issued as an incentive to retain key employees, officers and directors. Of these shares, 2,000 and 117,000 will vest on July 19, 2002 and July 19, 2003, respectively. In fiscal 1999, the Company issued 253,000 shares of common stock on May 14, 1999, in the form of restricted stock awards. Of these shares, 4,000 and 249,000 will vest on May 14, 2001 and May 14, 2002, respectively. At October 31, 2000, options for 797,500 shares were outstanding under the 1997 Plan.

 

Under the 1995 Plan, a total of 1,000,000 shares of the Company's common stock were available for grant to officers, directors and key employees. As of October 31, 2000, all of these shares had been granted and options for 188,300 shares were outstanding under the 1995 Plan.

 

Under both plans, the exercise price of all options granted through October 31, 2000 equaled the stock's market price on the date of grant and fully vested six months after the date of grant. The expiration dates of the options range from 5 to 10 years. Options outstanding at October 31, 2000 had a weighted average contractual life of six years, nine months and exercise prices ranged from $1.75 to $5.13.

 

A summary of the Company's two stock option plans at October 31, 2000, 1999 and 1998 and changes during the years then ended are presented in the table following:

 

 

 

2000

1999

1998
   

Per

  

Per

  

Per
 

Shares

Share(a)

Shares

Share(a)

Shares

Share(a)

Outstanding at

beginning of year

 

1,048,300

 

 

$4.07

 

 

923,200

 

 

$4.11

 

 

1,072,400

 

 

$3.57
             

Granted

-

-

195,000

3.99

182,500

4.33
             

Exercised

(12,000)

1.87

(40,800)

4.40

(318,000)

1.82
             

Forfeited

(50,500)

4.36

(29,100)

4.53

(13,700)

6.26
             

Outstanding at end of year

 

985,800

 

$4.08

 

1,048,300

 

$4.07

 

923,200

 

$4.11
             

Exercisable at end of year

 

985,800

 

$4.08

 

1,048,300

 

$4.07

 

748,200

 

$4.08
             

(a) Weighted average exercise price per share.
             

Weighted average fair value of options granted

  

 

 

 

$ -

  

 

 

 

$1.99

  

 

 

 

$2.08

 

The fair value of each option grant is estimated using the Black-Scholes option pricing model with the following assumptions used for grants:

 

 

2000

1999

1998

Expected dividend yield

-

1.5%

1.5%

Expected life in years

-

4

4

Expected volatility

-

45.8%

47.5%

 

Risk free interest rate ranging from 4.63% to 6.76% for the 1997 Plan options and ranging from 5.36% to 7.37% for the 1995 Plan options.

The Company applies Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, in accounting for its Plans. Accordingly, no compensation expense has been recognized for its stock options.

Had compensation cost for the Company's stock options been determined consistent with the methodology prescribed under FASB Statement No. 123, "Accounting for Stock-Based Compensation", the Company's net income and income per share would have been reduced to the following pro forma amounts:

 

 

 

2000

1999

1998

Net income:

      

As reported

$4,158,430

$5,409,501

$3,027,100

Pro forma

4,158,430

5,157,925

2,618,431

Diluted earnings per share:

      

As reported

$ .55

$ .72

$ .39

Pro forma

.55

.68

.34

 

(5) Tax Deferred Savings Plan and Trust

 

In 1985, the Company made available to all eligible employees the opportunity to participate in the Company's Tax Deferred Savings Plan and Trust. The Company provides a 50% matching contribution in the form of cash or unregistered common stock of the Company on the eligible amount invested by participants in the plan to purchase common stock of the Company. The Company's contribution to this plan was $130,487 in 2000, $138,881 in 1999, and $75,269 in 1998. This plan held 511,129 shares of the Company's common stock at October 31, 2000 and 461,101 shares at October 31, 1999.

 

(6) Commitments and Contingencies

 

(a) General - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

(b) Letters of Credit - The Company has outstanding letters of credit as more fully described in Note 2.

 

(c) Operating Leases - The Company has operating leases principally for certain manufacturing facilities vehicles and equipment. Operating lease expense was $562,709 in 2000, $593,584 in 1999, and $351,435 in 1998.

The following schedule details operating lease commitments for the years subsequent to October 31, 2000:

 

2001

$576,839

2002

498,075

2003

431,094

2004

357,754

2005

47,500

2006 and thereafter

-0-

 

 

(d) Litigation - At October 31, 2000 the Company has litigation pending which arose in the ordinary course of business. Litigation is subject to many uncertainties and the outcome of the individual matters is not presently determinable. It is management's opinion that this litigation will not result in liabilities that would have a material adverse effect on the Company's financial position or results of operations.

(e) Self-insurance Reserves - The Company is self-insured for workers compensation, health insurance, general liability and product liability claims, subject to specific retention and reinsurance levels.

 

(f) Chassis Contingent Liabilities - The Company obtains certain vehicle chassis from two automotive manufacturers under agreements that do not transfer the vehicle's certificate of origin to the Company and, accordingly, the Company accounts for the chassis as consigned inventory. Chassis are typically converted and delivered to customers within 90 days.

 

(7) Segment Information

 

Collins Industries, Inc., has four reportable segments: Ambulances, buses, terminal trucks, and road construction equipment. The ambulance segment produces modular and van type ambulances for sale to hospitals, ambulance services, fire departments and other governmental agencies. The bus segment produces small school buses, commercial buses and shuttle buses for sale to schools, hotel shuttle services, airports, and other governmental agencies. The terminal truck segment produces off road trucks designed to move trailers and containers for sale to warehouses, truck terminals, rail yards, rail terminals, and shipping ports. The road construction equipment segment produces sweepers, forklifts, loaders and backhoes for sale to the road construction industry and industrial rental outlets.

 

The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance based on profit or loss from operations before income taxes not including nonrecurring gains and losses.

The company accounts for intersegment sales and transfers as if the sales or transfers were to third parties, with all intercompany sales eliminated in consolidation.

 

The Company's reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies. Most of the businesses were acquired as a unit.

 

The following table contains segment information for the years ended October 31, 2000, 1999, and 1998. All amounts in thousands of dollars.

 
   

 

Ambulance

 

Buses

Terminal

Trucks

Road

Construction

 

Other

Consolidated

Total
               

Revenues from external customers

2000

$98,412

$77,920

$43,170

$1,410

-

$220,912
 

1999

81,805

85,372

29,221

-

-

196,398
 

1998

77,265

46,988

32,192

-

-

156,445
               

Intersegment revenues:

2000

88

223

387

-

-

698
 

1999

1,458

2,578

1,026

-

-

5,062
 

1998

9

40

2,162

-

-

2,211
               

Interest income/(expense) net:

2000

(654)

(822)

(432)

(93)

258

(1,743)
 

1999

(599)

(1,036)

(334)

-

149

(1,820)
 

1998

(593)

(600)

(360)

-

153

(1,400)
               

Depreciation and amortization:

2000

(671)

(1,174)

(393)

(39)

(822)

(3,099)
 

1999

(562)

(1,155)

(280)

-

(571)

(2,568)
 

1998

(684)

(521)

(203)

-

(388)

(1,796)
               

Segment profit (loss) pre tax:

2000

3,450

3,755

3,285

(23)

(4,519)

5,948
 

1999

2,992

7,756

1,483

-

(3,361)

8,870
 

1998

3,374

3,032

880

-

(2,549)

4,737
               

Segment assets:

2000

30,583

24,137

12,699

9,212

4,391

81,022
 

1999

26,996

26,713

10,197

-

2,515

66,421
 

1998

21,900

15,598

8,274

-

3,304

49,076
               

Segment expenditures for capital

assets:

 

2000

 

393

 

283

 

1,072

 

2

 

13

 

1,763
 

1999

841

1,129

1,046

-

124

3,140
 

1998

438

3,880

1,131

-

509

5,958

 

Other includes the elimination of intersegment transactions and expenses generated to support corporate activities not directly attributable to any specific organization within the enterprise.

Non-domestic sales were $11.2 million, $11.3 million, and $15.3 million for fiscal years 2000, 1999, and 1998 respectively.

All assets are held by companies operating in the United States.

 

During 2000, 1999 and 1998, sales to any one customer were not in excess of 10% of consolidated sales.

 

 

 

 

 

 

 

 

 

 

(8) Quarterly Financial Information (Unaudited)

(Dollars in thousands except per share information)

 

Financial Results

 

 

Net Sales

  

Gross Profit

  

Net Earnings
 

2000

1999

  

2000

1999

  

2000

1999
                 

First Quarter

$ 49,713

$ 38,174

  

$ 7,082

$ 5,683

  

$ 1,003

$ 671

Second Quarter

51,514

46,767

  

6,663

7,622

  

905

1,516

Third Quarter

58,220

52,836

  

7,122

8,704

  

1,263

1,920

Fourth Quarter

61,465

58,621

  

7,424

8,411

  

987

1,303
                 

Fiscal Year

$220,912

$196,398

  

$28,291

$30,420

  

$ 4,158

$ 5,410

 

 

 

   

Basic Earnings

Per Common Share

Diluted Earnings

Per Common Share
     

2000

1999

2000

1999
             

First Quarter

    

$ .14

$ .09

$ .13

$ .09

Second Quarter

    

.13

.21

.12

.20

Third Quarter

    

.18

.27

.17

.26

Fourth Quarter

    

.13

.17

.13

.17
             

Fiscal Year

    

$ .58

$ .74

$ .55

$ .72
             

 

 

 

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

 

 

To the Board of Directors and

Shareholders of Collins Industries, Inc.,

 

We have audited the accompanying consolidated balance sheets of Collins Industries, Inc. (a Missouri corporation) and Subsidiaries as of October 31, 2000 and 1999, and the related consolidated statements of income, shareholders' investment and cash flows for each of the three years in the period ended October 31, 2000. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Collins Industries, Inc. and Subsidiaries as of October 31, 2000 and 1999, and the results of their operations and their cash flows for each of the three years in the period ended October 31, 2000, in conformity with accounting principles generally accepted in the United States.

 

 

 

 

ARTHUR ANDERSEN LLP

 

Kansas City, Missouri

November 21, 2000

 

 

Item 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

 

 

None.

 

PART III

 

 

 

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

 

Information with respect to Directors and Executive Officers is contained in the section entitled "Management" in the Proxy Statement for the Annual Meeting of Shareholders to be held February 23, 2001, and is incorporated herein by reference.

 

 

 

Item 11. EXECUTIVE COMPENSATION

 

Information with respect to executive compensation is contained in the section entitled "Executive Compensation" in the Company's Proxy Statement for the Annual Meeting of Shareholders to be held on February 23, 2001, and is incorporated herein by reference.

 

 

 

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
 MANAGEMENT

 

Information with respect to security ownership of certain beneficial owners and management is contained in the section entitled "Security Ownership of Certain Beneficial Owners and Management" in the Company's Proxy Statement for the Annual Meeting of Shareholders to be held on February 23, 2001, and is incorporated herein by reference.

 

 

 

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

None

 

 

PART IV

 

 

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, REPORTS
 ON FORM 8-K

 

(a) The following documents are filed as a part of this Report:

 

(1) Financial Statements:

 

All financial statements and notes thereto as set
forth under Item 8 of this Report on Form 10-K:

 

Report of Independent Public Accountants

 

Consolidated Statements of Income for
the Three Years Ended October 31, 2000

 

Consolidated Statements of Shareholders' Investment
for the Three Years Ended October 31, 2000

 

Consolidated Statements of Cash Flows for
the Three Years Ended October 31, 2000

 

Consolidated Balance Sheets--October 31, 2000
and 1999

 

 

(2) Financial Statement Schedules:

 

All schedules have been omitted as not applicable

or not required under the instructions contained in

Regulation S-X or the information is included in the

financial statements or notes thereto.

 

(3) Exhibits:

 

Exhibit Number

  

Document
     

3.1

-

Certificate of Incorporation of Registrant, as amended (included as Exhibit 3.1 of the Company's Amendment No. 2 to Form 2-1, No. 2-93247 and incorporated herein by reference).
     

3.2

-

Amendment to Certificate of Incorporation of Registrant (included as Exhibit 3.3 of the Company's Amendment No. 1 to form S-1, No 2-93247 and incorporated herein by reference).
     

3.3

-

Amendment to Certificate of Incorporation of Registrant (included as Exhibit 3.3(c) of the Company's Amendment No. 1 to Form S-1,

No. 33-48323 and incorporated herein by reference).
     

3.4

-

By-Laws of the Registrant, as amended (included as Exhibit 3.4 of the Company's S-1, No. 33-48323 and incorporated herein by reference).
     

4.1

-

Rights Agreement dated as of March 28, 1995 between the Registrant and Mellon Bank, N.A. (included as Exhibit 1 to Form 8-A filed with the SEC as of March 28, 1995).
     

4.2

-

First Amendment to the Rights Agreement dated as of April 25, 1995 (included as Exhibit 4 to Form 8-A/A filed with the SEC as of May 8, 1995).
     

10.1

-

Various bailment and consignment agreements between the Registrant and Automotive manufacturers (included as Exhibit 10.2 to the Company's Registration Statement on Form S-1, No. 33-48323 and incorporated herein by reference).
     

10.2

-

Form of Indemnification Agreement between Registrant and its directors. (Incorporated herein by reference to Exhibit 10.21 to the Registrant's Report on Form 10-K for the fiscal year ended October 31, 1991.)

 

 

Exhibit Number

  

Document

10.3

-

Amended and Restated Lease dated November 15, 1997, between the Registrant and the City of South Hutchinson, Kansas. (Incorporated herein by reference to Exhibit 10.4 to the Registrant's Report on Form 10-K for the fiscal year ended October 31, 1998.)

     

10.4

-

1999 Supplemental Lease dated June 1, 1999, by and between the City of South Hutchinson, Kansas and Collins Bus Corporation. Original Lease dated August 1, 1984 and a November 15, 1997, Amended and Restated Lease between the same parties. (Incorporated herein by reference to Exhibit 10.1 to the Registrant's Report on Form 10-Q for the quarterly period ended July 31, 1999.)
     

10.5

-

Amended and Restated Loan and Security Agreement for credit facility dated July 31, 1998, between Registrant and NationsBank, N.A. (Incorporated herein by reference to Exhibit 10.3 to the Registrant's Report on Form 10-K for the fiscal year ended October 31, 1998.)
     

10.6

-

Amendment No. 1 dated as of April 1, 1999, to the Amended and Restated Loan and Security Agreement dated as of July 31, 1998, by and between Collins Industries, Inc. and NationsBank, N.A. (Incorporated herein by reference to Exhibit 10.3 to the Registrant's Report on Form 10-Q for the quarterly period ended April 30, 1999.)
     

10.7

-

Loan Agreement dated April 1, 1999, between Longview Industrial Corporation and Collins Industries, Inc. (Incorporated herein by reference to Exhibit 10.2 to the Registrant's Report on Form

10-Q for the quarterly period ended July 31, 1999.)

 

 

 

Exhibit Number

Document
     

10.8

-

Amendment No. 2 dated as of September 11, 2000, to the Amended and Restated Loan and Security Agreement dated as of July 31, 1998, by and between Collins Industries, Inc., and Bank of America N.A.
     

22.1

-

The following are the names and jurisdiction of incorporation of the subsidiaries of the Company:
     
     

Jurisdiction
   

Names

of Incorporation
       
   

Collins Bus Corporation

Kansas
   

Capacity of Texas, Inc.

Texas
   

Mid Bus, Inc.

Ohio
   

Wheeled Coach Industries,

Inc.

 

Florida
   

Collins Ambulance Corp.

Kansas
   

Collins Financial Services, Inc.

Kansas
   

Global Captive Casualty and

Surety Company

 

Kansas
   

Mobile Products, Inc.

Kansas
   

Mobile-Tech Corporation

Kansas
   

World Trans, Inc.

Kansas

 

(b) Reports on Form 8-K

The Company filed on Form 8-K, all of which reported information under Item 5 of
Form 8-K on the following date:

 

September 5, 2000

 

 

 

 

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.

 

 

   

COLLINS INDUSTRIES, INC.
     
 

By

/s/ Donald Lynn Collins
   

Donald Lynn Collins, President
   

and Chief Executive Officer
     

Dated:

January 11, 2001

  
     
 

By

  
   

/s/ Larry W. Sayre
   

Larry W. Sayre, Vice President of Finance
   

and Chief Financial Officer
   

(Principal Accounting Officer)

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant, in their capacities as Directors of the Registrant, and on the dates indicated.

 

 

Dated:

January 11, 2001

/s/ Don L. Collins
   

Don L. Collins
     

Dated:

January 11, 2001

/s/ Donald Lynn Collins
   

Donald Lynn Collins
     

Dated:

January 11, 2001

/s/ Lewis W. Ediger
   

Lewis W. Ediger
     

Dated:

January 11, 2001

/s/ Don S. Peters
   

Don S. Peters
     

Dated:

January 11, 2001

/s/ Arch G. Gothard III
   

Arch G. Gothard III
     

Dated:

January 11, 2001

/s/ William R. Patterson
   

William R. Patterson