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


FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended

March 31, 2001

Commission File Number 33-98404


T.J.T., INC.
(Exact name of registrant as specified in its charter)

WASHINGTON
(State or other jurisdiction of
incorporation or organization)
  82-0333246
(IRS Employer
Identification No.)

843 North Washington, P.O. Box 278, Emmett, Idaho 83617
(Address of principal executive offices)

(208) 365-5321
(Issuer's telephone number)


    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 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 the past 90 days. Yes /x/  No / /

    At March 31, 2001, the registrant had 4,854,739 shares of common stock outstanding.




T.J.T., INC.
Form 10-Q
March 31, 2001


TABLE OF CONTENTS

 
   
  PAGE
PART I. FINANCIAL INFORMATION

Item 1.

 

Financial Statements (Unaudited)

 

 
    Balance Sheets at March 31, 2001 and September 30, 2000   3
    Statements of Operation for the Three Months and Six Months Ended
    March 31, 2001 and 2000
  4
    Statements of Cash Flows for the Six Months Ended March 31, 2001 and 2000   5
    Notes to Financial Statements   6

Item 2.

 

Management's Discussion and Analysis of Financial Condition and
    Results of Operations

 

8

PART II. OTHER INFORMATION

Item 1.

 

Legal Proceedings

 

10
Item 2.   Changes in Securities and Use of Proceeds   10
Item 3.   Defaults Upon Senior Securitie   10
Item 4.   Submission of Matters to a Vote of Security Holders   10
Item 5.   Other Information   10
Item 6.   Exhibits and Reports on Form 8-K   10
Signatures   11

2


T.J.T., INC.

BALANCE SHEETS

(Dollars in thousands)

 
  March 31,
2001

  Sept. 30,
2000

 
Current assets:              
  Cash and cash equivalents   $ 43   $ 54  
  Accounts receivable and notes receivable
(net of allowances for doubtful accounts of $82 and $8)
    1,458     1,893  
  Inventories     3,472     3,816  
  Income taxes receivable     8     296  
  Prepaid expenses and other current assets     33     43  
   
 
 
      Total current assets     5,014     6,102  
Property, plant and equipment, net of accumulated depreciation     1,155     1,320  
Notes receivable     351     330  
Notes receivable from related parties     228     237  
Real estate held for investment     601     649  
Deferred charges and other assets     152     192  
Deferred tax asset     673     420  
Goodwill     828     867  
   
 
 
      Total assets   $ 9,002   $ 10,117  
   
 
 
Current liabilities:              
  Line of credit   $ 1,129   $ 1,787  
  Accounts payable     784     699  
  Accrued liabilities     357     435  
   
 
 
      Total current liabilities     2,270     2,921  
   
 
 
Deferred credits and other noncurrent obligations     149     149  
   
 
 
      Total liabilities     2,419     3,070  
   
 
 
Shareholders' equity:              
  Common stock, $.001 par value; 10,000,000 shares authorized; 4,854,739 shares issued and outstanding     5     5  
  Common stock warrants         113  
  Capital surplus     6,181     6,068  
  Retained earnings     790     1,254  
  Treasury stock (349,800 shares at cost)     (393 )   (393 )
   
 
 
    Total shareholders' equity     6,583     7,047  
   
 
 
      Total liabilities and shareholders' equity   $ 9,002   $ 10,117  
   
 
 

See accompanying notes to financial statements.

3


T.J.T., INC.

STATEMENTS OF OPERATION

(Dollars in thousands except per share amounts)

 
  Three Months Ended
March 31,

  Six Months Ended
March 31,

 
 
  2001
  2000
  2001
  2000
 
Sales (net of returns and allowances):                          
  Axles and tires   $ 3,479   $ 3,988   $ 7,359   $ 8,375  
  Accessories and siding     1,332     1,646     2,968     3,568  
   
 
 
 
 
      Total sales     4,811     5,634     10,327     11,943  
Cost of goods sold                          
  Axles and tires     3,088     3,524     6,523     7,399  
  Accessories and siding     938     1,241     2,127     2,671  
   
 
 
 
 
      Total cost of goods sold     4,026     4,765     8,650     10,070  
   
 
 
 
 
Gross profit     785     869     1,677     1,873  
Selling, general and administrative expenses     1,240     1,552     2,517     3,167  
   
 
 
 
 
    Operating loss     (455 )   (683 )   (840 )   (1,294 )
Interest income     19     7     40     27  
Interest expense     35     40     74     74  
Investment property income (expense)     101     (16 )   148     130  
Other income     4     25     10     25  
   
 
 
 
 
      Loss before taxes     (366 )   (707 )   (716 )   (1,186 )
Income tax benefit     125     250     252     418  
   
 
 
 
 
      Net loss   $ (241 ) $ (457 ) $ (464 ) $ (768 )
   
 
 
 
 
Net loss per common share   $ (.05 ) $ (.10 ) $ (.10 ) $ (.17 )
   
 
 
 
 
Weighted average shares outstanding     4,504,939     4,504,939     4,504,939     4,528,396  
   
 
 
 
 

See accompanying notes to financial statements.

4


T.J.T., INC.

STATEMENTS OF CASH FLOWS

(Dollars in thousands)

 
  For the
six months
ended March 31,

 
 
  2001
  2000
 
Cash flows from operating activities:              
  Net loss   $ (464 ) $ (768 )
  Adjustments to reconcile net income to net cash provided by operating activities:              
    Depreciation and amortization     310     415  
    Gain on sale of assets     (158 )   (3 )
    Change in receivables     439     364  
    Change in inventories     344     (229 )
    Change in prepaid expenses and other current assets     10      
    Change in accounts payable     85     (115 )
    Change in taxes     35     (328 )
    Change in other assets and liabilities     (78 )   (30 )
   
 
 
      Net cash provided (used) by operating activities     523     (694 )
   
 
 
Cash flows from investing activities:              
  Additions to property, plant and equipment     (69 )   (68 )
  Proceeds from sale of assets     15     3  
  Issuance of notes receivable         (41 )
  Payments on notes receivable     5     36  
  Land purchased for investment     (3 )   (434 )
  Sale of land purchased for investment     176     334  
   
 
 
      Net cash provided (used) by investing activities     124     (170 )
   
 
 
Cash flows from financing activities:              
  Net proceeds from credit line     (658 )   865  
  Treasury stock transactions         (71 )
   
 
 
      Net cash provided (used) by financing activities     (658 )   794  
   
 
 
Net decrease in cash and cash equivalents     (11 )   (70 )
Beginning cash and cash equivalents     54     129  
   
 
 
Ending cash and cash equivalents   $ 43   $ 59  
   
 
 
Supplemental information:              
  Interest paid   $ 74   $ 74  
  Income taxes paid (received)     (288 )   1  
Noncash transactions:              
  Sale of land by issuance of notes receivable   $ 21   $  

See accompanying notes to financial statements.

5


T.J.T., INC.

NOTES TO FINANCIAL STATEMENTS (unaudited)

NOTE A—UNAUDITED INTERIM FINANCIAL STATEMENTS

    In the opinion of management, the accompanying unaudited financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly the financial position of T.J.T., Inc. (the company) and the results of operations and cash flows. Certain reclassifications of prior quarter amounts were made to conform with current quarter presentation, none of which affect previously recorded net income.

NOTE B—INVENTORIES

    Inventories are stated at the lower of cost (first-in, first-out and average cost methods) or market.

(Dollars in thousands)

  Mar. 31,
2001

  Sept. 30,
2000

Raw materials   $ 1,546   $ 1,337
Finished goods     1,926     2,479
   
 
  Total   $ 3,472   $ 3,816
   
 

NOTE C—PROPERTY, PLANT AND EQUIPMENT

(Dollars in thousands)

  Mar. 31,
2001

  Sept. 30,
2000

Land and building   $ 386   $ 386
Leasehold improvements     370     369
Furniture and equipment     1,112     1,101
Vehicles and trailers     1,379     1,345
   
 
      3,247     3,201
Less accumulated depreciation     2,092     1,881
   
 
  Net property, plant and equipment   $ 1,155   $ 1,320
   
 

NOTE D—SHAREHOLDERS' EQUITY

    Authorized stock of the company consists of 10,000,000 shares of $.001 par value common stock and 5,000,000 shares of $.001 par value preferred stock. No shares of preferred stock have been issued.

    The company has a stock option plan which allows officers, directors and key employees of the company to receive non-qualified and incentive stock options. The company did not award any stock options to directors and officers during the quarter ended March 31, 2001. There were options for 260,000 shares of stock available for grant at March 31, 2001.

NOTE E—SEGMENT DISCLOSURE

    The Company operates in two business segments: Axles and Tire Reconditioning and Housing Accessories. These segments have been determined by evaluating the Company's internal reporting structure and nature of products offered. Investment Real Property was previously reported as a segment but is now a non-operating part of the business due to the low level of sales and management's intent to discontinue these activities when current property is sold.

6


    Axles and Tire Reconditioning: The Company provides reconditioned axles and tires to manufactured housing factories.

    Housing Accessories: The Company provides skirting, siding, and other aftermarket accessories to manufactured housing dealers and contractors.

 
  Axle & Tire
Reconditioning

  Housing
Accessories

  Total
 
Three months ended Mar 31, 2001              
Operating revenue   3,479   1,332   4,811  
Operating income (loss)   (372 ) (83 ) (455 )
Depreciation   117   33   150  

Three months ended Mar 31, 2000

 

 

 

 

 

 

 
Operating revenue   3,988   1,646   5,634  
Operating income (loss)   (344 ) (339 ) (683 )
Depreciation   170   38   208  

Six months ended Mar 31, 2001

 

 

 

 

 

 

 
Operating revenue   7,359   2,968   10,327  
Operating income (loss)   (668 ) (172 ) (840 )
Depreciation   238   72   310  

Six months ended Mar 31, 2000

 

 

 

 

 

 

 
Operating revenue   8,375   3,568   11,943  
Operating income (loss)   (688 ) (606 ) (1,294 )
Depreciation   338   77   415  

    The Company does not assign interest income, interest expense, other expenses or income taxes to operating segments. Identifiable assets and related capital expenditures are assigned to operating locations rather than operating segments, with depreciation allocated to the segments based upon usage.

7


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

    All period references are to the three month or six month periods ended March 31, 2001 and 2000, unless otherwise indicated. Quarterly financial results may not be indicative of the financial results for any future period. This Form 10-Q contains certain forward-looking statements which are based on management's current expectations. The Company has identified risk factors which could cause actual results to differ substantially from the forward looking statements. These risk factors include, but are not limited to, general economic conditions, changes in interest rates, availability of financing, real estate values, competitive pressure on both the purchasing of used axles and tires from manufactured housing dealers and the selling of refurbished axles and tires to manufactured housing factories, adverse weather conditions, the economic viability of our customers and vendors, changes in legislation or regulations, and availability of qualified employees.

    The following table sets forth the operating data of the company as a percentage of net sales for the periods listed below:

 
  Three Months Ended
  Six Months Ended
 
 
  Mar. 31,
2001

  Mar. 31,
2000

  Mar. 31,
2001

  Mar. 31,
2000

 
Axle and tire reconditioning   72.3 % 70.8 % 71.3 % 70.1 %
Manufactured housing accessories and siding   27.7   29.2   28.7   29.9  
Gross margin   16.3   15.4   16.2   15.7  
Selling expense   17.2   18.3   16.8   18.0  
Administrative expense   8.5   9.0   7.6   8.4  
Interest expense   0.7   0.7   0.7   0.6  
Interest income   0.4   0.1   0.4   0.2  
Other income   0.1   0.4   0.1   0.2  
Investment property income (expense)   2.1   (0.3 ) 1.4   1.1  

    Sales were $4.8 million for the three months ended March 31, 2001 compared to $5.6 million in the same quarter a year ago. Gross profit was $785,000 compared to $869,000 for the same quarter in 2000. Gross margin for the quarter was 16.3 percent compared to 15.4 percent for the same period a year ago.

    Selling and general administrative expenses decreased $312,000 during the quarter compared to the same quarter a year ago primarily as a result of decreased payroll costs of $176,000.

    The manufactured housing industry continues to experience an overabundance of new and used homes due in part to overproduction as well as a decrease in consumer demand due to a tightening of credit requirements. Manufactured housing production facilities as well as numerous sales centers have closed and/or filed for bankruptcy. In the Company's market area the decrease in manufactured housing production from the quarter ended March 31, 2000 to the quarter ended March 31, 2001 was approximately 27% according to statistics from the National Conference of States on building Codes and Standards. The decrease in manufactured housing production has also resulted in an relative excess supply of axles and tires. At March 31, 2001 the Company still has a significant amount of inventory purchased at prices higher than current market acquisition prices. Based on current sales prices the company expects to show limited profit margin on sales of the higher priced inventory.

    On January 11, 2001 American Homestar Corp (Homestar) filed a petition for bankruptcy under Chapter 11 of the US Bankruptcy Code. Information is not yet available on the recovery, if any, that the Company will be able to collect of the $72,000 in receivables that was due from Homestar. During the quarter ended December 31, 2000 the Company wrote off $65,000 of the $72,000 that was due from Homestar. During the quarter ended March 31, 2001 the Homestar production facilities in the

8


Company's market area were sold and are currently operating under different ownership. Homestar represented approximately 4% of the Company's sales.

    Due to the losses at the Company's Colorado plant, management decided to scale back activities at the plant to those necessary to service the plants two main customers. Less than ten employees remain after the reduction was completed on February 16, 2001. The Colorado plant incurred losses of $139,000 and $79,000 for the quarters ended March 31, 2001 and 2000, respectively. The Company expects sales to decrease approximately $350,000 annually due to the reduction.

Liquidity and Capital Resources

    Historically, the company's principal sources of liquidity have been retained earnings from operations as well as borrowings under a revolving line of credit with a bank. The company has a $3,000,000 maximum bank line of credit secured by designated percentages of eligible accounts receivable and inventories which expires June 30, 2001. The credit line bears interest at the Federal Funds rate plus 3.25 percent. The Company has not met the various restrictive covenants attached to the revolving credit line and has obtained waivers for the noncompliance through March 31, 2001.

    Authorized stock of the company consists of 10,000,000 shares of $.001 par value common stock and 5,000,000 shares of $.001 par value preferred stock. No shares of preferred stock have been issued.

9


PART II. OTHER INFORMATION

Item 1. Legal Proceedings

    Nothing to report

Item 2. Changes in Securities

    Nothing to report

Item 3. Defaults Upon Senior Securities

    Nothing to report

Item 4. Submission of Matters to a Vote of Security Holders

    On February 20, 2001, a meeting of the holders of common stock was held to elect two individuals to the Company's Board of Directors. Only the holders of record as of the close of business on December 18, 2000 (the record date) were entitled to notice of and to vote at the meeting. On the record date, there were 4,504,939 shares shares of the Company's common stock entitled to vote. The stockholders took the following action at the meeting:

    Elected the following two directors, with the votes indicated opposite each director's name:

 
  For
  Against
  Withheld
Ulysses B. Mori   3,376,819   592,200   59,320
Arthur J. Berry   3,376,819   592,200   59,320

    Ratified the appointment of Balukoff Lindstrom & Co., P.A. as the Company's independent auditors for the 2001 fiscal year with the votes indicated:

 
  For
  Against
  Withheld
    4,017,531   7,500   3,308

Item 5. Other Information

    Nothing to report

Item 6. Exhibits and Reports on Form 8-K

10



SIGNATURES

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

    T.J.T., INC.
Registrant

Date: May 14, 2001

 

By:

 

/s/ 
LARRY B. PRESCOTT   
Larry B. Prescott, Senior Vice President
and Chief Financial Officer

11




QuickLinks

TABLE OF CONTENTS
T.J.T., INC. BALANCE SHEETS (Dollars in thousands)
T.J.T., INC. STATEMENTS OF OPERATION (Dollars in thousands except per share amounts)
T.J.T., INC. STATEMENTS OF CASH FLOWS (Dollars in thousands)
T.J.T., INC. NOTES TO FINANCIAL STATEMENTS (unaudited)
SIGNATURES