1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended January 27, 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 33-27038
JPS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 57-0868166
------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
555 North Pleasantburg Drive, Suite 202, Greenville, South Carolina 29607
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number (864) 239-3900
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 whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. 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: 9,174,549 shares of the
Company's Common Stock were outstanding as of March 9, 2001.
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JPS INDUSTRIES, INC.
INDEX
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Balance Sheets
January 27, 2001 (Unaudited) and October 28, 2000................ 3
Condensed Consolidated Statements of Operations
Three Months Ended January 27, 2001 and
January 29, 2000 (Unaudited)..................................... 4
Condensed Consolidated Statements of Cash Flows
Three Months Ended January 27, 2001 and
January 29, 2000 (Unaudited)..................................... 5
Notes to Condensed Consolidated Financial Statements (Unaudited)..... 6
Item 2. Management"s Discussion and Analysis of Financial Condition
and Results of Operations........................................ 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk........... 11
PART II. OTHER INFORMATION ................................................... 13
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Item 1. Financial Statements
JPS INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(In Thousands)
January 27, October 28,
2001 2000
---------------- ----------------
(Unaudited)
ASSETS
Current assets:
Cash $ 931 $ 2,216
Accounts receivable 22,014 27,640
Inventories (Note 2) 20,219 18,583
Prepaid expenses and other (Note 5) 5,238 6,993
Net assets of discontinued operations (Note 4) 85 27,539
---------------- ----------------
Total current assets 48,487 82,971
Property, plant and equipment, net 45,138 43,439
Reorganization value in excess of amounts allocable
to identifiable assets 2,928 2,971
Other assets 18,848 18,861
---------------- ----------------
Total assets $ 115,401 $ 148,242
================ ================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 9,803 $ 13,303
Accrued interest 229 759
Accrued salaries, benefits and withholdings 3,221 6,776
Other accrued expenses 3,701 4,924
Current portion of long-term debt (Note 3 and Note 4) 25,926 936
---------------- ----------------
Total current liabilities 42,880 26,698
Long-term debt (Note 3 and Note 4) 2,954 51,529
Other long-term liabilities 17,832 17,607
---------------- ----------------
Total liabilities 63,666 95,834
Shareholders' equity:
Common stock - $.01 par value; authorized -
22,000,000 shares; issued - 10,000,000 shares; outstanding -
9,174,549 shares in 2001 and 10,000,000 shares in 2000 100 100
Additional paid-in capital 124,251 124,190
Treasury stock (at cost) - 825,451 in 2001 and
267,500 shares in 2000 (3,296) (1,263)
Accumulated deficit (69,320) (70,619)
---------------- ----------------
Total shareholders' equity 51,735 52,408
Total liabilities and shareholders' equity $ 115,401 $ 148,242
================ ================
Note: The condensed consolidated balance sheet at October 28, 2000 has been
extracted from the audited financial statements.
See notes to consolidated financial statements.
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JPS INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands Except Per Share Data)
(Unaudited)
Three Months Ended
------------------------------------
January 27, January 29,
2001 2000
---------------- ----------------
Net sales $ 38,633 $ 35,137
Cost of sales 29,852 26,767
---------------- ----------------
Gross profit 8,781 8,370
Selling, general and administrative expenses 5,804 6,167
Other income, net 2 3
---------------- ----------------
Operating profit 2,979 2,206
Interest expense 851 853
---------------- ----------------
Income before income taxes and discontinued operations 2,128 1,353
Provision for income taxes 829 498
---------------- ----------------
Income from continuing operations 1,299 855
Loss from discontinued operations - 143
---------------- ----------------
Net income $ 1,299 $ 712
================ ================
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING
Basic 9,453,525 10,000,000
================ ================
Diluted 9,695,691 10,000,000
================ ================
Basic earnings (loss) per common share:
Income from continuing operations $ 0.14 $ 0.08
Discontinued operations, net of taxes:
Loss from discontinued operations - (0.01)
---------------- ----------------
NET INCOME $ 0.14 $ 0.07
================ ================
Diluted earnings (loss) per common share:
Income from continuing operations $ 0.13 $ 0.08
Discontinued operations, net of taxes:
Loss from discontinued operations - (0.01)
---------------- ----------------
NET INCOME $ 0.13 $ 0.07
================ ================
See notes to condensed consolidated financial statements.
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JPS INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Three Months Ended
-------------------------------------
January 27, January 29,
2001 2000
---------------- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,299 $ 712
---------------- -----------------
Adjustments to reconcile net income to net cash provided by
operating activities:
Loss from discontinued operations - 143
Depreciation and amortization 1,488 1,551
Amortization of deferred financing costs 75 44
Deferred income tax provision (benefit) - 1,930
Changes in assets and liabilities:
Accounts receivable 5,626 5,019
Inventories (1,636) (892)
Prepaid expenses and other assets 1,755 (3,360)
Accounts payable (3,500) (1,267)
Accrued expenses and other liabilities (5,308) 605
Other, net 224 85
---------------- ----------------
Total adjustments (1,276) 3,858
---------------- ----------------
Net cash provided by continuing operating activities 23 4,570
Net cash from discontinued operations - 7,676
---------------- ----------------
Net cash provided by operating activities 23 12,246
---------------- ----------------
CASH FLOWS FROM INVESTING ACTIVITIES
Property and equipment additions (3,070) (312)
Proceeds from assets held for sale 27,454 -
---------------- ----------------
Net cash provided by (used in) investing activities 24,384 (312)
---------------- ----------------
CASH FLOWS FROM FINANCING ACTIVITIES
Financing costs incurred (61) -
Purchase of treasury stock (2,033) -
Net proceeds from exercise of stock options (13) -
Revolving credit facility borrowings (repayments), net (23,007) (11,055)
Repayment of other long-term debt (578) (223)
---------------- ----------------
Net cash used in financing activities (25,692) (11,278)
---------------- ----------------
NET INCREASE (DECREASE) IN CASH (1,285) 656
CASH AT BEGINNING OF PERIOD 2,216 427
---------------- ----------------
CASH AT END OF PERIOD $ 931 $ 1,083
================ ================
SUPPLEMENTAL INFORMATION ON CASH FLOWS
FROM CONTINUING OPERATIONS:
Interest paid $ 1,274 $ 1,824
Income taxes paid, net 391 80
See notes to consolidated financial statements.
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JPS INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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1. Basis of Presentation
Unless the context otherwise requires, the terms "JPS" and the
"Company", as used in these condensed consolidated financial
statements, mean JPS Industries, Inc. and JPS Industries, Inc. together
with its subsidiaries, respectively.
The Company has prepared, without audit, the interim condensed
consolidated financial statements and related notes. In the opinion of
management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position,
results of operations and cash flows at January 27, 2001 and for all
periods presented have been made.
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 amount of revenues
and expenses during the reporting period. Actual results could differ
from those estimates.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. It is suggested
that these condensed consolidated financial statements be read in
conjunction with the financial statements and notes thereto included in
the Company's Annual Report on Form 10-K for the fiscal year ended
October 28, 2000 ("Fiscal 2000"). The results of operations for the
interim period are not necessarily indicative of the operating results
for the full year. Certain amounts have been reclassified to conform to
the current presentation, including amounts related to the sale of the
Company's Apparel Division on November 17, 2000.
2. Inventories (in thousands):
January 27, October 28,
2001 2000
---------------- ----------------
Raw materials and supplies $ 5,218 $ 5,796
Work-in-process 5,218 5,135
Finished goods 9,783 7,652
---------------- ----------------
Total $ 20,219 $ 18,583
================ ================
3. Long-Term Debt (in thousands):
January 27, October 28,
2001 2000
---------------- ----------------
Senior credit facility, revolving line of credit $ 25,290 $ 48,000
Equipment financing - 736
Capital lease obligation 3,590 3,729
---------------- ----------------
Total 28,880 52,465
Less current portion (25,926) (936)
---------------- ----------------
Long-term portion $ 2,954 $ 51,529
================ ================
In connection with the November 17, 2000 amendment, the Company
shortened the maturity date of the Revolving Credit Facility to
November 12, 2001. The Company is currently negotiating with various
financing companies and expects to replace the facility prior to its
maturity.
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4. Discontinued Operations
Apparel Fabric Business - On November 17, 2000, the Company sold the
assets of its greige apparel fabric business which included three
manufacturing facilities in South Boston, Virginia; Greenville, South
Carolina; and Laurens, South Carolina; and administrative offices in
Greenville, South Carolina, New York and Los Angeles, thereby exiting
its apparel business. The business accounted for sales of $30.0 million
and operating income of $1.1 million in the Three Months Ended January
29, 2000. The consideration for the sale consisted of approximately
$27.1 million in cash and future consideration in the form of an
earn-out based on earnings before interest, depreciation and
amortization, as defined, for the 24-month period following the
transaction plus certain assumed liabilities. The Company has accounted
for the results of the Apparel Fabric Business as a discontinued
operation and a charge for loss on disposal of discontinued operations
of $47.4 million was recorded in Fiscal 2000 related primarily to the
writedown of disposed plant assets and related Reorganization Value to
realizable value and other exit costs. The net proceeds from the sale
of $26.2 million were used to reduce the Company's outstanding
indebtedness on its Revolving Credit Facility which was amended in
connection with the transaction to reflect the Company's lower
borrowing requirements.
5. Contingencies
At January 27, 2001, the Company had net operating loss carryforwards
for regular federal income tax purposes of approximately $94.0 million
(subject to adjustment by the Internal Revenue Service). The net
operating loss carryforwards expire in years 2003 through 2021. The
Company also has federal alternative minimum tax net operating loss
carryforwards of approximately $111.0 million (subject to adjustment)
which expire in 2004 through 2021. In addition, the Company has
alternative minimum tax credits of approximately $1.8 million that can
be carried forward indefinitely and used as a credit against regular
federal taxes, subject to limitation. The increase in net operating
loss carryforwards from year end results primarily from the sale of the
Apparel Division which was recorded in the first quarter for tax
purposes.
The Company"s ability to utilize its net operating loss carryforwards
realized prior to completion of the Plan of Reorganization is limited
under the income tax laws as a result of the change in the ownership of
the Company's stock occurring as a part of the Plan of Reorganization.
The effect of such an ownership change is to limit the annual
utilization of the net operating loss carryforwards to an amount equal
to the value of the Company immediately after the time of the change
(subject to certain adjustments) multiplied by the Federal long-term
tax exempt rate. Due to the Company"s operating history, it is
uncertain that it will be able to utilize all deferred tax assets.
Therefore, a valuation allowance of approximately $29.2 million has
been provided.
The Company is exposed to a number of asserted and unasserted potential
claims encountered in the normal course of business including certain
asbestos-based claims. Except as discussed below, management believes
that none of this litigation, if determined unfavorable to the Company,
would have a material adverse effect on the financial condition or
results of operations of the Company.
In June 1997, Sears Roebuck and Co. ("Sears") filed a multi-count
complaint against JPS Elastomerics Corp. ("Elastomerics"), a
wholly-owned subsidiary of JPS, and two other defendants alleging an
unspecified amount of damages in connection with the alleged premature
deterioration of the Company"s roofing membrane installed on
approximately 150 Sears stores. No trial date has been established. The
Company believes it has meritorious defenses to the claims and intends
to defend the lawsuit vigorously. Management, however, cannot determine
the outcome of the lawsuit or estimate the range of loss, if any, that
may occur. Accordingly, no provision has been made for any loss which
may result. An unfavorable resolution of the actions could have a
material adverse effect on the business, results of operations or
financial condition of the Company.
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6. Business Segments
The Company's reportable segments are JPS Elastomerics and JPS Glass.
The reportable segments were determined using the Company's method of
internal reporting, which divides and analyzes the business by the
nature of the products manufactured and sold, the customer base,
manufacturing process, and method of distribution. The Elastomerics
segment principally manufactures and markets extruded products
including high performance roofing products, environmental
geomembranes, and various polyurethane products. The Glass segment
produces and markets specialty substrates mechanically formed from
fiberglass and other specialty synthetics for a variety of applications
such as printed circuit boards, filtration, advanced composites,
building products, defense, and aerospace.
The Company evaluates the performance of its reportable segments and
allocates resources principally based on the segment"s operating
profit, defined as earnings before interest and taxes. Indirect
corporate expenses allocated to each business segment are based on
management's analysis of the costs attributable to each segment. The
following table presents certain information regarding the business
segments (in thousands):
Three Months Ended
------------------------------
January 27, January 29,
2001 2000
------------- -------------
Net sales:
Elastomerics $ 18,976 $ 18,308
Glass 19,657 18,066
------------- -------------
38,633 36,374
Less intersegment sales (1) - (1,237)
------------ -------------
Net sales $ 38,633 $ 35,137
============ =============
Operating profit (2):
Elastomerics $ 947 $ 1,318
Glass 2,032 888
------------ -------------
Operating profit 2,979 2,206
Interest expense 851 853
------------ -------------
Income before income taxes and discontinued operations $ 2,128 $ 1,353
============ =============
January 27, October 28,
2001 2000
------------ -------------
Identifiable assets:
Elastomerics $ 53,844 $ 74,801
Glass 61,557 74,569
Eliminations - (1,128)
------------ -------------
Total assets
$ 115,401 $ 148,242
(1) Intersegment sales consist primarily of the transfer of certain scrim
products manufactured by the Glass segment to the Elastomerics segment. All
intersegment revenues and profits are eliminated in the accompanying
condensed consolidated financial statements. Intersegment sales were
discontinued in Fiscal 2000.
(2) The operating profit of each business segment includes a proportionate
share of indirect corporate expenses. The Company's corporate group is
responsible for finance, strategic planning, legal, tax, and regulatory
affairs for the business segments. Such expense consists primarily of
salaries and employee benefits, professional fees, and amortization of
Reorganization Value.
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Item 2. Management"s Discussion and Analysis of Financial Condition and Results
of Operations
The statements contained in this quarterly report on Form 10-Q that are not
historical facts are forward-looking statements subject to the safe harbor
created by the Private Securities Litigation Reform Act of 1995. The Company
cautions readers of this quarterly report on Form 10-Q that a number of
important factors could cause the Company's actual results in Fiscal 2001 and
beyond to differ materially from those expressed in any such forward-looking
statements. These factors include, without limitation, the general economic and
business conditions affecting manufacturing businesses, the Company's ability to
meet its debt service obligations including the ability to refinance the
maturing debt, competition from a variety of general domestic and foreign
manufacturers, the seasonality of the Company's sales, the volatility of the
Company's raw materials cost and the Company's dependence on key personnel.
The following should be read in conjunction with "Management's Discussion and
Analysis of Financial Condition and Results of Operations" appearing in the
Company's Annual Report on Form 10-K for the fiscal year ended October 28, 2000.
(In Thousands)
Three Months Ended
--------------------------------
January 27, January 29,
2001 2000
------------- --------------
Net sales:
Elastomerics $ 18,976 $ 18,308
Glass 19,657 18,066
------------- --------------
38,633 36,374
Less intersegment sales - (1,237)
------------- --------------
Net sales $ 38,633 $ 35,137
============= ==============
Operating profit:
Elastomerics $ 947 $ 1,318
Glass 2,032 888
------------- --------------
Operating profit 2,979 2,206
Interest expense 851 853
------------- --------------
Income before income taxes and discontinued operations $ 2,128 $ 1,353
============= ==============
RESULTS OF OPERATIONS
Introduction
The Company has repositioned itself from one that was largely textile-oriented
to a diversified manufacturing and marketing company that is focused on a broad
array of industrial applications. On November 17, 2000, the Company sold its
Apparel Division, thereby completely exiting the textile business. The Company
is now focusing solely on improving the performance and profitability of its
remaining core businesses: JPS Elastomerics and JPS Glass.
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Three Months Ended January 27, 2001 (the "2001 First Quarter") Compared to the
Three Months Ended January 29, 2000 (the "2000 First Quarter")
Consolidated net sales increased $3.5 million, or 10.0%, from $35.1 million in
the 2000 first quarter to $38.6 million in the 2001 first quarter. Operating
profit increased $0.8 million from $2.2 million in the 2000 first quarter to
$3.0 million in the 2001 first quarter.
Net sales in the 2001 first quarter in the Elastomerics segment, which includes
single-ply roofing, environmental membrane and extruded urethane products,
increased $0.7 million, or 3.8%, from $18.3 million in the 2000 first quarter to
$19.0 million in the 2001 first quarter. This increase is primarily attributable
to an improvement in demand for the Company's extruded urethane products, which
have a wide variety of end-uses including applications in athletic, high
performance safety glass, automotive, medical, industrial, and consumer products
industries. The urethane sales increase offset lower sales of Stevens(R) Roofing
System products, which declined as a result of slower construction activity in
November and December, 2000.
Operating profit in the 2001 first quarter for the Elastomerics segment
decreased $0.4 million from $1.3 million in the 2000 first quarter to $0.9
million in the 2001 first quarter. This decrease resulted principally from lower
roofing sales, the resulting lower product margin contribution and associated
lower manufacturing efficiencies.
Net sales in the Glass segment, which includes mechanically-formed substrates
constructed of synthetics and fiberglass for electronic components, construction
products, aerospace components, industrial insulation, and filtration
applications increased $1.6 million, or 8.8%, from $18.1 million in the 2000
first quarter to $19.7 million in the 2001 first quarter. The increase is
primarily attributable to higher demand for electronic and aerospace substrates.
Operating profit in the 2001 first quarter for the Glass segment increased $1.1
million from $0.9 million in the 2000 first quarter to $2.0 million in the 2001
first quarter primarily as a result of cost savings initiatives and higher
manufacturing efficiencies which offset raw material and energy cost increases.
Interest expense in the 2001 first quarter was consistent with the 2000 first
quarter.
LIQUIDITY AND CAPITAL RESOURCES
The Company's principal sources of liquidity for operations and expansion are
funds generated internally and borrowings under its Revolving Credit Facility
(as defined below). On October 9, 1997, JPS Elastomerics and C&I (the "Borrowing
Subsidiaries") and JPS entered into the Credit Facility Agreement (the "Credit
Agreement"), as amended, by and among the financial institutions party thereto,
Citibank, as agent, and Bank of America, as co-agent. As amended, on November
17, 2000, the Credit Agreement provides for a revolving credit loan facility and
letters of credit (the "Revolving Credit Facility") in a maximum principal
amount equal to the lesser of (a) $45 million and (b) a specified borrowing base
(the "Borrowing Base"), which is based upon eligible receivables, eligible
inventory, and a specified dollar amount (currently $12,600,000 (subject to
reduction) based on fixed assets of the Borrowing Subsidiaries), except that (i)
no Borrowing Subsidiary may borrow an amount greater than the Borrowing Base
attributable to it (less any reserves as specified in the Credit Agreement) and
(ii) letters of credit may not exceed $20 million in the aggregate. The Credit
Agreement contains restrictions on investments, acquisitions and dividends
unless, among other things, the Company satisfies a specified pro forma fixed
charge coverage ratio and maintains a specified minimum availability under the
Revolving Credit Facility for a stated period of time, and no default exists
under the Credit Agreement. The Credit Agreement contains financial covenants
relating to minimum levels of EBITDA, minimum interest coverage ratio, minimum
fixed charge coverage ratio, and maximum capital expenditures. Subsequent to
October 9, 1997, the Credit Agreement has been amended to, among other things
(i) modify the financial covenants relating to minimum levels of EBITDA, minimum
interest coverage ratio, minimum fixed charge coverage ratio, and maximum
capital expenditures, (ii) modify the interest rate margin and unused commitment
fees, (iii) provide additional reduction of the fixed asset portion of the
Borrowing Base and (iv) allow the Company to repurchase its
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common stock under certain circumstances. As of January 27, 2001, the Company
was in compliance with these restrictions and all financial covenants, as
amended. All loans outstanding under the Revolving Credit Facility, as amended,
bear interest at either the Eurodollar Rate (as defined in the Credit Agreement)
or the Base Rate (as defined in the Credit Agreement) plus an applicable margin
(the "Applicable Margin") based upon the Company's fixed charge coverage ratio
(which margin will not exceed 2.50% for Eurodollar Rate borrowings and 1.00% for
Base Rate borrowings). At January 27, 2001, the Company had approximately $11.5
million available for borrowing under the Revolving Credit Facility.
During the 2001 first quarter, cash provided by operating activities was
$27,000. Working capital, excluding assets held for sale, at October 28, 2000
was $28.7 million compared with $5.5 million at January 27, 2001 principally as
a result of classifying the balance of the Company's Revolving Credit Facility
as current maturity of long-term debt. Accounts receivable decreased by $5.6
million from October 28, 2000 to January 27, 2001 due to timing. Inventories
increased $1.6 million from October 28, 2000 to January 27, 2001 due to slower
roofing sales. Prepaid and other assets decreased $1.8 million due to timing.
Accounts payable decreased by $3.5 million from October 28, 2000 to January 27,
2001 primarily as a result of payment of Fiscal 2000 Incentive Compensation.
The principal use of cash in the 2001 first quarter was for capital expenditures
of $3.1 million for upgrade of the Company's manufacturing operations and the
repayment of long-term debt of approximately $23.6 million. The Company also
used $2.1 million to repurchase outstanding shares of its common stock. On
November 17, 2000, the Company received approximately $27.1 million in proceeds
from the sale of its Apparel division as discussed under the caption "Fiscal
2000 Compared With Fiscal 1999" in the Company's Annual Report on Form 10-K for
the fiscal year ended October 28, 2000. Such funds were used to further reduce
the Company's outstanding indebtedness under its Revolving Credit Facility and
certain equipment loans. The Company anticipates making capital expenditures in
Fiscal 2001 of approximately $5.0 million to $6.0 million and expects such
amounts to be funded by cash from operations and bank financing sources.
Based upon the Company's ability to generate working capital through its
operations and its current or replacement Revolving Credit Facility, the Company
believes that it has the financial resources necessary to pay its capital
obligations and implement its business plan. In connection with the November 17,
2000 amendment, the Company shortened the maturity date of the Revolving Credit
Facility to November 12, 2001. The Company is currently negotiating with various
financing companies and expects to replace the facility prior to its maturity.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Interest rate risk. The Company has exposure to interest rate changes primarily
relating to interest rate changes under its Revolving Credit Facility. The
Company"s Revolving Credit Facility bears interest at rates which vary with
changes in (i) the London Interbank Offered Rate (LIBOR) or (ii) a rate of
interest announced publicly by Citibank in New York, New York. The Company does
not speculate on the future direction of interest rates. As of January 27, 2001,
approximately $25.3 million of the Company"s debt bore interest at variable
rates. The Company believes that the effect, if any, of reasonably possible
near-term changes in interest rates on the Company"s consolidated financial
position, results of operations or cash flows would not be significant.
Raw material price risk. A portion of the Company"s raw materials are
commodities and are, therefore, subject to price volatility caused by weather,
production problems, delivery difficulties, and other factors which are outside
the control of the Company. In most cases, essential raw materials are available
from several sources. For several raw materials, however, branded goods or other
circumstances may prevent such diversification and an interruption of the supply
of these raw materials could have a significant impact on the Company"s ability
to produce certain products. The Company has established long-term relationships
with key suppliers and may enter into purchase contracts or commitments of one
year or less for certain raw materials. Such agreements generally include a
pricing schedule for the period covered by the contract or commitment. The
Company believes that any changes in raw material pricing, which cannot be
adjusted for by changes in its product pricing or other strategies, would not be
significant.
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General Economic Conditions. Demand for the Company's products is affected by a
variety of economic factors including, but not limited to, the cyclical nature
of the construction industry, demand for electronic and aerospace products which
ultimately utilize components manufactured by the Company, and general consumer
demand. Adverse economic developments could affect the financial performance of
the Company.
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JPS INDUSTRIES, INC.
PART II - OTHER INFORMATION
Item
----
1. Legal Proceedings None
2. Changes in Securities None
3. Defaults Upon Senior Securities None
4. Submission of Matters to a Vote of Security Holders None
5. Other Information None
6. Exhibits and Reports on Form 8-K:
(a) Exhibits:
(11) Statement re: Computation of Per Share Earnings - not required
since such computation can be clearly determined from the
material contained herein.
(b) Current Reports on Form 8-K:
Form 8-K dated December 4, 2000 (Incorporated by Reference):
Item 2. Acquisition or Disposition of Assets - Apparel Division
Sale
Item 7. Financial Statements and Exhibits - ProForma Financial
Information
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.
JPS INDUSTRIES, INC.
Date: March 9, 2001 /s/ Charles R. Tutterow
-------------------------
Charles R. Tutterow
Executive Vice President, Chief
Financial Officer & Secretary
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