VIDEO DISPLAY CORPORATION
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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FILE NUMBER: 000-13394 |
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CUSIP NUMBER: 926555103 |
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(Check one): |
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þ Form 10-K |
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o Form 20-F |
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o Form 11-K |
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o Form 10-Q |
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o Form 10-D |
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o Form N-SAR |
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o Form N-CSR |
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For Period Ended: |
February 28, 2007 |
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o Transition Report on Form 10-K |
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o Transition Report on Form 20-F |
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o Transition Report on Form 11-K |
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o Transition Report on Form 10-Q |
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o Transition Report on Form N-SAR |
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For the Transition Period Ended: |
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Read Instructions (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified
any information contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to
which the notification relates:
PART I REGISTRANT INFORMATION
Video Display Corporation
Full Name of Registrant
Former Name if Applicable
1868 Tucker Industrial Road
Address of Principal Executive Office (Street and Number)
Tucker, Georgia 30084
City, State and Zip Code
PART II RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box
if appropriate)
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þ |
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(a) |
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The reason described in reasonable detail in Part
III of this form could not be eliminated without
unreasonable effort or expense |
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(b) |
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The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, Form
11-K, Form N-SAR or Form N-CSR, or portion thereof,
will be filed on or before the fifteenth calendar
day following the prescribed due date; or the
subject quarterly report or transition report on
Form 10-Q or subject distribution report on Form
10-D, or portion thereof, will be filed on or before
the fifth calendar day following the prescribed due
date; and |
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(c) |
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The accountants statement or other exhibit required
by Rule 12b-25(c) has been attached if applicable. |
PART III NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the
transition report or portion thereof, could not be filed within the prescribed time period.
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SEC 1344 (03-05) |
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Persons who are to respond to the
collection of information contained
in this form are not required to
respond unless the form displays a
currently valid OMB control number. |
The Registrant is unable to file its annual Report on Form 10-K for the period ended February
28, 2007, within the prescribed time period, due to unforeseen delays in the collection and review
of information and documents affecting disclosures in the Report on Form 10-K. Accordingly, the
additional time is requested to compile all information necessary to accurately complete the Form
10-K within the time period permitted by Rule 12b-25 of the Securities and Exchange Act of 1934.
The Registrant expects to file the subject report no later than the fifteenth calendar date
following the prescribed due date for the report.
(Attach extra Sheets if Needed)
PART IV OTHER INFORMATION
(1) |
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Name and telephone number of person to contact in regard to this notification |
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Ronald D Ordway |
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770 |
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938-2080 |
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(Name) |
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(Area Code) |
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(Telephone Number) |
(2) |
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Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30
of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was
required to file such report(s) been filed ? If answer is no, identify report(s). |
þ Yes o No
(3) |
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Is it anticipated that any significant change in results of operations from the corresponding period for the last
fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? |
þ Yes o No
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If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state
the reasons why a reasonable estimate of the results cannot be made. |
Explanation of Anticipated Changes
The financial results for the fiscal year ended February 28, 2007 summarized below are
subject to change when the audit of the Registrants financial statements has been completed.
All statements other than statements of historical facts included in this Form 12b-25 are
statements that constitute forward-looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Securities Exchange Act of 1934. The words expect,
estimate, anticipate, predict, believe and similar expressions and variations thereof are
intended to identify forward-looking statements. Such statements appear in a number of places in
this Form and include statements regarding the intent, belief or current expectations of the
Registrant, its directors or its officers with respect to, among other things: (i) trends affecting
the Registrants financial condition or results of operations; (ii) the Registrants financing
plans; (iii) the Registrants business and growth strategies, including potential acquisitions; and
(iv) other plans and objectives for future operations. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve risks and
uncertainties and that actual results may differ materially from those predicted in the
forward-looking statements or which may be anticipated from historical results or trends.
Net sales
Consolidated net sales decreased $1.9 million or 2.4% to $81.9 million for fiscal 2007,
compared to $83.9 million for fiscal 2006. Display Segment sales decreased 11.1% or $7.2 million to
$57.9 million for fiscal 2007, compared to $65.1 million for fiscal 2006. Wholesale Distribution
Segment sales increased 22.4% or $5.3 million from $18.8 million for fiscal 2006 to $24.1 million
for fiscal 2007.
The net decrease in Display Segment sales for fiscal 2007 is primarily attributed to declines
in Monitor, Data Display CRTs, Entertainment CRT and Component sales, as compared to fiscal 2006.
The Monitor revenues declined $4.8 million primarily due to the fulfillment of a military contract
for replacement CRTs early in fiscal 2006, which has not been renewed and reduced demand for new
flight training systems for commercial and military flight training. Data Display sales in fiscal
2006 benefited from a concentration of new orders for certain projection tubes as production
transferred to the Companys facilities from the original equipment manufacturer. After this
initial spike, sales of these projection tubes leveled off at lower, but steady levels, resulting
in a $0.9 reduction in sales for fiscal 2007. Entertainment CRT net sales continued its trend and
declined $1.1 million in fiscal 2007 compared to fiscal 2006.
Components Parts sales declined $0.3 million from fiscal 2006 to fiscal 2007. Electron Gun and
Components revenues have generally declined in recent years due to weaker demand for electron gun
and stem sales as consumers move towards purchasing new technology as opposed to repairing existing
sets.
Wholesale Distribution Segment net sales growth is attributed to an expansion of the call
center in fiscal 2006.
Gross Margins
Consolidated gross margins increased to 33.7% for fiscal 2007 from 29.2% for
fiscal 2006.
Display Segment margins increased from 22.7% for fiscal 2006 to 28.6% for fiscal 2007. Gross
margins within the Monitor operation increased to 30.1% for fiscal 2007 compared to 25.4% for
fiscal 2006. This increase is primarily attributable to continued streamlining of operational
facilities and cost reduction efforts as well as the one time impact of certain relocation and
integration costs incurred in fiscal 2006. Data Display gross margins increased to 22.1% for fiscal
2007 compared to 8.2% for fiscal 2006. This improvement in margins is primarily attributed to
improved selling prices of certain CRT products. Gross margins in Entertainment CRTs decreased
from 34.8% for fiscal 2006 to 30.3% for fiscal 2007 due to the impact of the reduced sales volume.
Gross margins from Component Parts increased to 2.8% for fiscal 2007 from a negative margin of
(8.3%) for fiscal 2006, primarily reflecting the disposal of the unprofitable Wintron facility in
May 2006.
The Wholesale Distribution segment gross margins decreased from 51.9% for fiscal 2006 to 45.9%
for fiscal 2007, primarily due to the impact of increased sales volume of lower margin call center
service sales during fiscal 2007. Expenses for the call center are classified as operating
expenses.
Operating Expenses
Operating expenses as a percentage of sales increased from 26.7% for fiscal 2006 to 27.8% for
fiscal 2007 primarily reflecting the impact of reduced sales during fiscal 2007.
Display Segment operating expenses decreased $1.2 million or 9.3% to $11.7 million for fiscal
2007 compared to $12.9 million in fiscal 2006. This reduction is primarily due to cost savings
derived from managements efforts to consolidate facilities, reduce overhead personnel and disposal
of unprofitable operations, and decreases in corporate legal and professional fees.
Wholesale Distribution Segment operating expenses increased $1.6 million or 16.8% to $11.1
million for fiscal 2007 compared to $9.5 million in fiscal 2006, primarily due to additional
expenses associated with the call center which was expanded late in fiscal 2006. These expenses
(primarily payroll) are classified in general and administrative expense in the consolidated
financial statements.
Interest Expense
Interest expense increased $0.6 million or 40.0% to $2.1 million for fiscal 2007 compared
to $1.5 million in fiscal 2006. The Company maintains various debt agreements with different
interest rates, most of which are based on the prime rate or LIBOR. These increases in interest
expense primarily reflect a higher proportion of subordinated debt, which has a higher effective
interest rate, and higher market interest rates in effect during Fiscal 2007 compared to Fiscal
2006.
Income Taxes
The effective tax rate for fiscal 2007 was 41.7% compared to 40.7 % for fiscal 2006,
reflecting the impact of an increase in permanent differences in taxable income and foreign taxes.
Video Display Corporation
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date May 29, 2007 |
By |
/s/ Ronald D Ordway |
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Ronald D Ordway |
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Chief Executive Officer |
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INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other
duly authorized representative. The name and title of the person signing the form shall be typed or
printed beneath the signature. If the statement is signed on behalf of the registrant by an
authorized representative (other than an executive officer), evidence of the representatives
authority to sign on behalf of the registrant shall be filed with the form.
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ATTENTION |
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Intentional misstatements or
omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C.
1001). |