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International Baler Corp – ‘10-Q’ for 7/31/19

On:  Thursday, 9/12/19, at 1:02pm ET   ·   For:  7/31/19   ·   Accession #:  1607062-19-361   ·   File #:  0-14443

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/12/19  International Baler Corp          10-Q        7/31/19   40:1.3M                                   SimpleSEC/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    173K 
 2: EX-31.1     Certification -- §302 - SOA'02                      HTML     19K 
 3: EX-31.2     Certification -- §302 - SOA'02                      HTML     19K 
 4: EX-32.1     Certification -- §906 - SOA'02                      HTML     13K 
 5: EX-32.2     Certification -- §906 - SOA'02                      HTML     13K 
19: R1          Document and Entity Information                     HTML     40K 
36: R2          Condensed Balance Sheets (Unaudited)                HTML     91K 
26: R3          Condensed Balance Sheets (Unaudited)                HTML     35K 
                (Parenthetical)                                                  
15: R4          Condensed Statements of Income (Unaudited)          HTML     62K 
20: R5          Condensed Statements of Stockholders' Equity        HTML     37K 
                (Unaudited)                                                      
37: R6          Condensed Statements of Cash Flows (Unaudited)      HTML     67K 
27: R7          Nature of Business                                  HTML     17K 
16: R8          Basis of Presentation                               HTML     19K 
18: R9          Summary of Significant Accounting Policies          HTML     28K 
23: R10         Revenue from Contracts with Customers               HTML     22K 
13: R11         Related Party Transactions                          HTML     18K 
32: R12         Inventories                                         HTML     19K 
34: R13         Debt                                                HTML     17K 
24: R14         Income Taxes                                        HTML     18K 
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33: R16         Summary of Significant Accounting Policies          HTML     45K 
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35: R17         Summary of Significant Accounting Policies          HTML     19K 
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25: R18         Revenue from Contracts with Customers (Tables)      HTML     17K 
12: R19         Inventories (Tables)                                HTML     20K 
28: R20         Summary of Significant Accounting Policies -        HTML     24K 
                Warranty Accrual (Details)                                       
38: R21         Revenue from Contracts with Customers -             HTML     21K 
                Disaggregated revenue (Details)                                  
21: R22         Related Party Transactions (Details Narrative)      HTML     24K 
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22: R26         Commitment and Contingencies (Details Narrative)    HTML     22K 
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31: ZIP         XBRL Zipped Folder -- 0001607062-19-000361-xbrl      Zip     38K 


‘10-Q’   —   Quarterly Report


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_________________

FORM 10-Q

_________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: July 31, 2019

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: _____________ to _____________

_________________

International Baler Corporation

(Exact name of registrant as specified in its charter)

_________________

Delaware 0-14443 13-2842053
(State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.)

 

 

5400 Rio Grande Avenue, Jacksonville, FL 32254

(Address of Principal Executive Offices) (Zip Code)

 

904-358-3812

(Registrant’s telephone number, including area code)

N/A
(Former name or former address and former fiscal year, if changed since last report)

_________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒  No ☐  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐
Non-accelerated filer ☐ Smaller reporting company ☒
  Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.)

Yes ☐  No ☒

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

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 ☐  No ☐

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 5,183,895 shares of common stock at July 31, 2019.

 

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INTERNATIONAL BALER CORPORATION

 

TABLE OF CONTENTS

 

  Page
PART I. FINANCIAL INFORMATION 3
ITEM 1. FINANCIAL STATEMENTS  
Balance Sheets as of April 30, 2019, (unaudited) and October 31, 2018 3
Statements of Income for the three months and six months ended April 30, 2019 and 2018 (unaudited) 4
Statements of Stockholders’ Equity for the six months ended April 30, 2019 (unaudited) 5
Statements of Cash Flows for the six months ended April 30, 2019 and 2018 (unaudited) 6
Notes to Financial Statements (unaudited) 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 12
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 13
ITEM 4. CONTROLS AND PROCEDURES 13
PART II. OTHER INFORMATION 14
ITEM 1. LEGAL PROCEEDINGS 14
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 14
ITEM 5. OTHER INFORMATION 14
ITEM 6. EXHIBITS 15
SIGNATURES 16

 

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PART I. FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS 

INTERNATIONAL BALER CORPORATION
CONDENSED BALANCE SHEETS
           
           
    

July 31,

2019

    October 31, 2018 
    Unaudited      
ASSETS          
Current assets:          
Cash and cash equivalents  $3,790,697   $4,733,510 
Accounts receivable, net of allowance for doubtful accounts of $15,000 at July 31, 2019 and at October 31, 2018   579,956    556,666 
Inventories   4,397,474    4,257,085 
Prepaid expense and other current assets   117,614    166,604 
Total current assets   8,885,741    9,713,865 
           
Property, plant and equipment, at cost:   4,336,733    4,092,153 
Less: accumulated depreciation   2,978,878    2,821,448 
Net property, plant and equipment   1,357,855    1,270,705 
           
Other assets          
Deferred income taxes   61,494    61,494 
Total other assets   61,494    61,494 
TOTAL ASSETS  $10,305,090   $11,046,064 
           
LIABILITIES AND STOCKHOLDERS' EQUITY          
Current liabilities:          
Accounts payable  $492,370   $581,651 
Accrued liabilities   286,572    386,416 
Customer deposits   254,819    894,579 
Total current liabilities   1,033,761    1,862,646 
Total liabilities   1,033,761    1,862,646 
           
Commitments and contingencies (Note 9)          
           
Stockholders' equity:          
Preferred stock, par value $.0001, 10,000,000 shares authorized, none issued   —      —   
Common stock, par value $.01, 25,000,000 shares authorized;6,429,875 shares issued   64,299    64,299 
Additional paid-in capital   6,419,687    6,419,687 
Retained earnings   3,468,753    3,380,842 
    9,952,739    9,864,828 
           
Less:Treasury stock, 1,245,980 shares, at cost   (681,410)   (681,410)
Total stockholders' equity   9,271,329    9,183,418 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $10,305,090   $11,046,064 
           
See accompanying notes to condensed financial statements.

 

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INTERNATIONAL BALER CORPORATION
CONDENSED STATEMENTS OF INCOME
FOR THE THREE MONTHS AND NINE MONTHS ENDED JULY 31, 2019 AND 2018
UNAUDITED
             
    
   Three Months  Nine Months
   2019  2018  2019  2018
Net sales:                    
Equipment  $1,676,414   $1,388,022   $5,535,104   $5,822,173 
Parts and service   730,710    633,935    2,255,827    2,173,052 
Total net sales   2,407,124    2,021,957    7,790,931    7,995,225 
                     
Cost of sales   2,072,365    1,721,277    6,790,950    6,921,504 
Gross profit   334,759    300,680    999,981    1,073,721 
                     
Operating expense:                    
Selling expense   157,323    130,843    410,342    346,377 
Administrative expense   217,105    164,381    654,051    486,716 
Total operating expense   374,428    295,224    1,064,393    833,093 
                     
Operating income (loss)   (39,669)   5,456    (64,412)   240,628 
                     
Other income                    
Interest income   2,662    983    4,482    5,028 
Other income   175,841    —      175,841    —   
Total other income   178,503    983    180,323    5,028 
                     
Income before income taxes   138,834    6,439    115,911    245,656 
Income tax provision   34,000    1,500    28,000    94,500 
Net income  $104,834   $4,939   $87,911   $151,156 
                     
Income per share, basic and diluted  $0.02   $0.00   $0.02   $0.03 
Weighted average number of shares outstanding   5,183,895    5,183,895    5,183,895    5,183,895 
                     
See accompanying notes to condensed financial statements.

 

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INTERNATIONAL BALER CORPORATION
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED JULY 31, 2019 AND 2018
UNAUDITED
                      
                      
     Common Stock                Treasury Stock       
    Shares    Amount    Additional Paid in Capital    Retained Earnings    Shares    Amount    Total  
Balance - October 31, 2018   6,429,875   $64,299   $6,419,687   $3,380,842    1,245,980   $(681,410)  $9,183,418 
Net loss                  (18,788)             (18,788)
Balance - January 31, 2019   6,429,875    64,299    6,419,687    3,362,054   1,245,980    (681,410)   9,164,630 
Net income                  1,865              1,865 
Balance - April 30, 2019   6,429,875    64,299    6,419,687    3,363,919   1,245,980    (681,410)   9,166,495 
Net income                  104,834              104,834 
Balance July 31, 2019   6,429,875   $64,299   $6,419,687   $3,468,753   1,245,980   $(681,410)  $9,271,329 
                                    
                                    
     Common Stock                Treasury Stock       
    Shares    Amount    Additional Paid in Capital    Retained Earnings    Shares    Amount    Total  
Balance - October 31, 2017   6,429,875   $64,299   $6,419,687   $3,070,613    1,245,980   $(681,410)  $8,873,189 
Net income                  198,689              198,689 
Balance - January 31, 2018   6,429,875    64,299    6,419,687    3,269,302   1,245,980    (681,410)   9,071,878 
Net loss                  (52,472)             (52,472)
Balance - April 30, 2018   6,429,875    64,299    6,419,687    3,216,830    1,245,980    (681,410)   9,019,406 
Net income                  4,939              4,939 
Balance July 31, 2018   6,429,875   $64,299   $6,419,687   $3,221,769    1,245,980   $(681,410)  $9,024,345 
                                    
See accompanying notes to condensed financial statements.

 

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INTERNATIONAL BALER CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED JULY 31, 2019 AND 2018
UNAUDITED
       
       
    2019    2018 
Cash flow from operating activities:          
Net income  $87,911   $151,156 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:          
Depreciation and amortization   157,430    140,500 
Deferred income taxes   —      10,373 
Changes in operating assets and liabilities:          
Accounts receivable   (23,290)   486,035 
Inventories   (140,389)   146,846 
Prepaid expenses and other assets   48,990    (120,024)
Income taxes receivable   —      126,886 
Accounts payable   (89,281)   (219,074)
Accrued liabilities   (99,844)   (45,904)
Customer deposits   (639,760)   (311,424)
Net cash (used in) provided by operating activities   (698,233)   365,370 
           
Cash flows from investing activities:          
Purchase of property and equipment   (244,580)   (91,813)
Net cash used in investing activities   (244,580)   (91,813)
           
Net (decrease) increase in cash and cash equivalents   (942,813)   273,557 
           
Cash and cash equivalents at beginning of period   4,733,510    4,541,767 
Cash and cash equivalents at end of period  $3,790,697   $4,815,324 
           
Supplemental disclosure of cash flow information:          
Cash paid during period for:          
Interest  $—     $—   
Income taxes  $—     $125,000 
           
See accompanying notes to condensed financial statements.

 

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NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

 

1. Nature of Business:

 

International Baler Corporation (the “Company”) is a manufacturer of baling equipment which is designed to compress a variety of materials into bales for easier handling, shipping, disposal, storage, and for recycling. Materials commonly baled include scrap metal, corrugated boxes, newsprint, aluminum cans, plastic bottles, and other solid waste. More sophisticated applications include baling of textile materials, fibers and synthetic rubber. The Company offers a wide variety of balers, standard models as well as custom models, and conveyors to meet specific customer requirements.

 

The Company’s customers include recycling facilities, distribution centers, textile mills, and companies which generate the materials for baling and recycling. The Company sells its products worldwide with annual sales outside the United States typically ranging from 10% to 35%.

 

2. Basis of Presentation:

 

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information in footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the financial statements not misleading have been included. Operating results for the nine month period ended July 31, 2019 are not necessarily indicative of the results that may be expected for the year ending October 31, 2019. The accompanying balance sheet as of October 31, 2018 was derived from the audited financial statements as of October 31, 2018.

 

These unaudited condensed financial statements and notes thereto should be read in conjunction with the Management’s Discussion and the audited financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended October 31, 2018.

 

3. Summary of Significant Accounting Policies:

 

(a) Accounts Receivable & Allowance for Doubtful Accounts:

 

Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable. The Company reviews its allowance for doubtful accounts monthly including the analysis of historical trends, customer credit worthiness and the aging of receivables. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

 

(b) Inventories:

 

Inventories are stated at the lower of cost and net realizable value. Cost is determined by a method that approximates the first-in, first-out method. Work in process and finished goods are valued based on underlying costs to manufacture balers which include direct materials, direct and indirect labor, and overhead. The Company reviews inventory for obsolescence on a regular basis.

 

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(c) Warranties and Service:

 

The Company typically warrants its products for one (1) year from the date of sale as to materials, three (3) years for structural damage and six (6) months as to labor, and offers services for other required repairs and maintenance. Service is rendered by repairing or replacing parts at the Company’s Jacksonville, Florida facility, by on-site service provided by Company personnel who are based in Jacksonville, Florida or by local service agents who are engaged as needed. The Company maintains an accrued liability for expected warranty claims. The warranty accrual is based on historical warranty costs, the quantity and types of balers currently under warranty, and known warranty issues.

 

Following is a tabular reconciliation of the changes in the warranty accrual for the nine-month period ended July 31:

 

   2019  2018
Beginning balance  $80,000   $70,000 
Warranty service provided   (111,987)   (80,986)
New product warranties   55,351    61,192 
Changes to pre-existing warranty accruals   46,636    19,794 
Ending balance  $70,000   $70,000 

 

(d) Fair Value of Financial Instruments:

 

The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, short term certificates of deposit, accounts receivable, accounts payable, accrued liabilities, and customer deposits, approximate their fair value due to the short-term nature of these assets and liabilities.

 

(e) Recent Accounting Pronouncements:

 

Recently Adopted Accounting Pronouncements:

In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740), Amendment to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update), ("ASU-2015-05"). ASU 2018-05 amends certain Securities and Exchange Commission (“SEC”) guidance under Topic 740 related to the Tax Cuts and Jobs Act of 2017. It also adds guidance to the FASB Accounting Standards Codification that answers questions regarding how certain income tax effects from the Tax Cuts and Jobs Act of 2017 should be applied to companies’ financial statements. The guidance lists which financial statement disclosures are required under a measurement period approach. ASU 2018-05 was effective immediately and the Company made the disclosures required by ASU 2018-05 in Note 8 - Income Taxes.

 

In May 2014, the FASB issued ASU 2014-09 establishing Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). ASC 606 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance. This standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also requires certain additional disclosures. The Company adopted this standard effective November 1, 2018 using the modified retrospective approach, which requires applying the new standard to all existing contracts not yet completed as of the effective date and recording a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. Based on an evaluation of the impact of ASC 606 the Company concluded that ASC 606 did not have a material impact on the process for, timing of, and presentation and disclosure of revenue recognition from customers therefore the Company did not record a cumulative transition adjustment.

 

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Recently Issued Accounting Pronouncements Not Yet Adopted:

 

In February 2016, the FASB issued ASU No. 2016-02, Leases, ("ASU 2016-02"). ASU 2016-02 requires lessees to recognize assets and liabilities for most leases. All leases will be required to be recorded on the balance sheet with the exception of short-term leases. Early application is permitted. The guidance must be adopted using a modified retrospective transition method. ASU 2016-02 is effective for financial statements issued for annual periods beginning after December 15, 2018, and interim periods within those annual periods. ASU 2016-02 will therefore be effective in our fiscal year beginning November 1, 2019. We are evaluating the effect that ASU 2016-02 will have on our financial statements and related disclosures, however, we do not expect it to be material as we are not party to a significant number of leases. The Company has not yet selected a transition method.

 

4. Revenue from Contracts with Customers:

 

(a) Overview

 

The Company adopted ASC 606 on November 1, 2018. The Company recognizes revenues from the sale of finished products upon shipment and the transfer of control to the customer. The other elements may include installation and, generally, a one-year warranty. Equipment installation revenue is valued based on estimated service person hours to complete installation and is recognized when the labor has been completed and the equipment has been accepted by the customer, which is generally within a couple of days of the delivery of the equipment. Warranty revenue, if sold separately, is valued based on estimated service person hours to complete a service and generally is recognized over the contract period.

 

All other product sales with customer specific acceptance provisions are recognized at a point in time upon customer acceptance and the delivery of the parts or service. Revenues related to spare part sales are recognized upon shipment or delivery based on the trade terms.

 

Generally, pricing is fixed and the majority of the Company’s contracts have short duration and a single performance obligation to deliver a configured to order baler and related equipment to the customer. The Company has elected to expense shipping and handling costs as incurred.

 

(b) Disaggregation of Revenue

 

Disaggregated revenue is by primary geographic market is as follows:

 

   Nine Months Ended
July 31, 2019
Equipment Revenue by Geographic Area     
United States  $4,818,111 
International   716,993 
Total  $5,535,104 

 

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5. Related Party Transactions:

 

The Estate of Leland E. Boren is a stockholder of the Company and is the owner of Avis Industrial Corporation (Avis). The Estate controls over 80% of the outstanding shares of the Company. Avis owns 100% of The American Baler Company, a competitor of the Company. On January 1, 2014, Avis acquired The Harris Waste Management Group, Inc. (Harris), also a competitor of the Company. On July 31, 2014 Harris acquired the assets of IPS Balers, Inc. in Baxley, Georgia, another competitor of the Company. These baler companies operate completely independent of each other. The Company had no purchases from these companies in the first nine months of fiscal 2019 and in the fiscal year ended October 31, 2018. The Company had no sales to The American Baler Company in the first nine months of fiscal 2019 and in the fiscal year ended October 31, 2018. The Company sold five closed door horizontal balers and one conveyor to Harris Waste Management for $295,032 in fiscal 2018 and sold one closed door horizontal baler for $59,323, to Harris Waste Management during the first nine months of fiscal 2019.

 

6. Inventories:

 

Inventories consisted of the following:

 

  

July 31,

2019

 

October 31,

2018

Raw materials  $2,103,096   $1,901,707 
Work in process   1,805,663    2,166,663 
Finished goods   488,715    188,715 
   $4,397,474   $4,257,085 

 

7. Debt:

 

The Company has a $1,650,000 line of credit agreement with First Merchants Bank of Muncie, Indiana which was renewed on May 15, 2019. The line of credit allows the Company to borrow at an interest rate equal to the Wall Street Journal prime rate minus 0.95%, adjusting daily. The line of credit is secured by all assets of the Company and expires on May 15, 2020.The line of credit had no outstanding balance at July 31, 2019 and at October 31, 2018.

 

8. Income Taxes:

 

Tax assets are recognized in the balance sheet if it is more likely than not that they will be realized on future tax returns. Factors considered included, historical results of operations, volatility of the economic conditions and projected earnings based on current operations. Based on this evidence, it is more likely than not that the deferred tax assets would be realized. Accordingly, there is no valuation allowance as of July 31, 2019 and at October 31, 2018. However, if it is determined that all or part of the deferred tax assets will not be used in the future, an adjustment to the deferred tax assets would be charged against net income in the period such determination is made. As of July 31, 2019 and October 31, 2018, net deferred tax assets were $61,494.

 

The Company records interest related to unrecognized tax benefits in interest expense and penalties in selling, general, and administrative expenses.

 

The Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into United States tax law on December 22, 2017. The Act makes significant changes to the U.S. corporate income tax system, including a Federal corporate rate reduction from 35% to 21%, and changes in business-related exclusions, and deductions and credits. As a result of the income tax rate reduction, the Company recorded a reduction of net deferred income tax assets of approximately $10,000 during the first quarter of the fiscal year ended October 31, 2018.

 

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9. Commitments and Contingencies:

 

The Company, in the ordinary course of business, is subject to claims made, and from time to time is named as a defendant in legal proceedings relating to the sales of its products. The Company believes that the reserves reflected in its financial statements are adequate to pay losses and loss adjustment expenses which may result from such claims and proceedings; however, such estimates may be more or less than the amount ultimately paid when the claims are settled. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s financial position, results of operations, or liquidity.

 

On December 1, 2017 the Company was served with a complaint related to an injury to an employee working at Integrated Coating and Seed Technology Inc.,(INCOTEC). The employee was operating a baler manufactured by the Company in 1994. The injury occurred on December 4, 2015. The plaintiff is Star Insurance Company. The Company believes its exposure is $25,000, the amount of the Company’s deductible on its insurance policy. Accordingly, the Company accrued $25,000 during the second quarter of fiscal 2018.

 

In December 2018 the Company discovered an employee theft of Company property. The Company has researched what items were stolen and our estimate is that the value of the stolen items was approximately $200,000. Since the Company conducts a physical inventory at the end of each fiscal year, any losses incurred for the fiscal year ended October 31, 2018 were reflected in the operating results of the Company for that fiscal year. The Company carries Crime Insurance which has an upper limit of $1,000,000 and a deductible of $25,000. In May 2019 the Company’s insurer approved the crime insurance claim and agreed to reimburse the Company $175,841. Insurance proceeds were received in May of 2019 and were recorded as other income in the accompanying condensed statements of income.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

In this Quarterly Report on Form 10-Q, the terms “Company,” “we,” “us,” and “our,” refer to International Baler Corporation.

 

Forward Looking Statements

  

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including statements regarding  industry prospects or future results of operations or financial position, made in this Quarterly Report on Form 10-Q are forward-looking. We use words such as anticipates, believes, expects, future, intends, and similar expressions to identify forward-looking statements. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Actual results could differ materially for a variety of reasons, including, but not limited to, changes in general economic conditions, changing competition and our ability to market and sell our commercial and industrial balers. These risks and uncertainties, as well as other risks and uncertainties, could cause our actual results to differ significantly from management’s expectations. The forward-looking statements included in this Quarterly Report on Form 10-Q reflect the beliefs of our management on the date of this Quarterly Report. We undertake no obligation to update publicly any forward-looking statements for any reason.

 

General

 

The following discussion should be read together with our unaudited condensed financial statements and the related notes thereto included in Part I, Item 1 “Financial Statements”. For further information, refer to the Company’s Annual Report on Form 10-K for the year ended October 31, 2018, and the Management Discussion and Analysis of Financial Condition and Results of Operations included in this Form 10-Q.

 

Results of Operations: Three Month Comparison

 

In the third quarter ended July 31, 2019, the Company had net sales of $2,407,124 compared to net sales of $2,021,957 in the third quarter of fiscal 2018. The higher net sales were the result of higher shipments of balers, conveyors and parts in the third quarter of fiscal 2019 versus the same quarter 2018. The Company shipped twenty-eight balers and conveyors in the third quarter of fiscal 2019 with an average price $59,871, compared to fifteen balers and conveyors with an average price $92,535, in the third quarter of fiscal 2018.

 

The Company had an operating loss of $39,669 in the third quarter of fiscal 2019, compared to operating income of $5,465 in the third quarter fiscal 2018. Gross profit was higher in the current quarter by $34,079 due to higher net sales, however, this was offset by higher selling and administrative expenses. The higher net income was the result of the Company recording $175,841 in other income from insurance proceeds received from its crime insurance claim, (see note 9).

 

Results of Operations: Nine Month Comparison

 

The Company had net sales of $7,790,931 in the first nine months of fiscal 2019, compared to net sales of $7,995,225 in the same period of 2018. The lower net sales were the result of lower sales of auto-tie balers, eight in fiscal 2019 versus fifteen in the first nine months of 2018. This was partially offset by higher sales of two-ram balers in the first nine months of 2019, six, versus three in the first nine months of 2018. The Company’s baler sales have been slowed due to the lower prices of OCC (old corrugated cardboard) which have dropped from over $170 per ton in July 2017 to under $30 per ton in July 2019. Also, the activity in the rubber baler markets has slowed significantly in the last three years.

 

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The Company had a loss from operations of $64,412 in the first nine months of fiscal 2019, compared to operating income of $240,628 in the first nine months of fiscal 2018. The lower operating income was the result of lower net sales and gross profit and higher selling and administrative expenses. Selling expenses were higher due to the addition of one sales person and higher advertising expenditures. Administrative expenses were higher due to the addition of a new president, a position which had been held by the Company’s chief financial officer.

 

The sales order backlog was approximately $1,650,000 at July 31, 2019 and $1,820,000 at July 31, 2018.

 

Financial Condition and Liquidity:

 

Net working capital at July 31, 2019 was $7,851,980 as compared to $7,851,219 at October 31, 2018. The Company currently believes that it will have sufficient cash flow to be able to fund operating activities for the next twelve months.

 

Average days sales outstanding (DSO) in the first nine months of fiscal 2019 were 23.0 days, as compared to 22.9 days in the first nine months of fiscal 2018. DSO is calculated by dividing the total of the month-end net accounts receivable balances for the period by three, and dividing that result by the average day’s sales for the period (period sales ÷ 273).

 

During the nine months ended July 31, 2019 and 2018, the Company made additions to plant and equipment of $244,580 and $91,813 respectively.

 

The Company has a $1,650,000 line of credit agreement with First Merchants Bank of Muncie, Indiana which was renewed on May 15, 2019. The line of credit allows the Company to borrow at an interest rate equal to the Wall Street Journal prime rate minus 0.95%, adjusting daily. The line of credit is secured by all assets of the Company and expires on May 15, 2020. The line of credit had no outstanding balance at July 31, 2019 and at October 31, 2018.

 

In the event that the Company’s line of credit would not be available, the Company would pursue a line of credit from other sources, and take steps to minimize expenditures, such as delaying capital expenditures and reducing overhead costs.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 


The Company is exposed to changes in interest rates as a result of its financing activities, including its borrowings on the revolving line of credit facility. Based on the current level of borrowings, a change in interest rates is not expected to have a material effect on operations or financial position.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Controls and Procedures

 

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), as appropriate, to allow timely decisions regarding required disclosures.

 

As of July 31, 2019, the end of the period covered by this Quarterly Report on Form 10-Q, and under the supervision and with the participation of the management, including the Company’s CEO and CFO, management evaluated the effectiveness of the Company’s disclosure controls and procedures. Based on this evaluation and subject to the foregoing, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were effective.

 

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Management, with the participation of the Company’s principal executive and principal financial officers, also assessed the effectiveness of the Company’s internal control over financial reporting as of July 31, 2019. This assessment was performed using the criteria established under the Internal Control-Integrated Framework established by Committee of Sponsoring Organization of the Treadway Commission (“COSO”).

 

The Company previously reported a material weakness in certain purchasing and inventory controls in its Annual Report on Form 10-K for the year ended October 31, 2018. During the second quarter of this fiscal year, management made certain improvements to purchasing controls, logical access controls to inventory records, and physical access to inventory items. Management believes the control improvements that were initiated have fully remediated the control weakness previously reported and that and that internal controls over financial reporting were effective as of July 31, 2019.

 

In designing and evaluating the control systems, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is necessarily required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

 

Changes in Internal Control over Financial Reporting

 

The Company’s management, including CEO and CFO, confirm that there were no changes in the Company’s internal control over financial reporting during the fiscal quarter ended July 31, 2019 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

On December 1, 2017 the Company was served with a complaint related to an injury to an employee working at Integrated Coating and Seed Technology Inc., (INCOTEC). The employee was operating a baler manufactured by the Company in 1994. The injury occurred on December 4, 2015. The plaintiff is Star Insurance Company. The Company believes its exposure is within a range of $0 to $25,000, the amount of the Company’s deductible on its insurance policy. Accordingly, the Company accrued $25,000 during the six months ended April 30, 2018.

 

ITEM 5. OTHER INFORMATION

 

On January 10, 2017 Roger Griffin resigned as President, Chief Executive Officer and Director of International Baler Corporation. Mr. Griffin resigned in order to pursue other interests. The Board of Directors named William E. Nielsen, the Company’s Chief Financial Officer, to the position of President and Chief Executive Officer. Mr. Nielsen has been the Company’s Chief Financial Officer since 1994. On October 1, 2018 the Board of Directors of International Baler Corporation named Victor W. Biazis President and Chief Executive Officer of the Company. Mr. Nielsen remains the Chief Financial Officer of the Company.

 

On November 23, 2018, Leland E. Boren, a Director of the Company, passed away. Mr. Boren’s Estate is the largest shareholder of the Company.

 

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ITEM 6. EXHIBITS

 

The following exhibits are submitted herewith:

Exhibit Description
31.1 Certification of Victor W. Biazis, Chief Executive Officer and Chief Financial Officer, pursuant to Rule 13a–14(a)/15d-14(a).
31.2 Certification of William E. Nielsen, Chief Financial, pursuant to Rule 13a-14(a)/15d-14(a).
32.1 Certification of Victor W. Biazis, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of William E. Nielsen, Chief Financial Officer, pursuant To 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned there unto duly authorized.

 

    INTERNATIONAL BALER CORPORATION
     
Dated: September 12, 2019 By:  /s/ Victor W. Biazis
    Victor W. Biazis
    Chief Executive Officer
     
     
Dated: September 12, 2019 By:  /s/ William E. Nielsen
    William E. Nielsen
    Chief Financial Officer

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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
5/15/20
11/1/19
10/31/1910-K
Filed on:9/12/19
For Period end:7/31/19
5/15/19
4/30/1910-Q
1/31/1910-Q
12/15/18
11/23/18
11/1/18
10/31/1810-K
10/1/183
7/31/1810-Q
4/30/1810-Q
1/31/1810-Q
12/22/174
12/1/17
10/31/1710-K
1/10/17
12/4/15
7/31/1410-Q
1/1/14
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