Company Quick10K Filing
Friedman Industries
Price6.43 EPS-0
Shares7 P/E-24
MCap45 P/FCF2
Net Debt-19 EBIT-2
TEV26 TEV/EBIT-11
TTM 2019-09-30, in MM, except price, ratios
10-Q 2020-12-31 Filed 2021-02-22
10-Q 2020-09-30 Filed 2020-11-16
10-Q 2020-06-30 Filed 2020-08-14
10-K 2020-03-31 Filed 2020-06-29
10-Q 2019-12-31 Filed 2020-02-14
10-Q 2019-09-30 Filed 2019-11-14
10-Q 2019-06-30 Filed 2019-08-14
10-K 2019-03-31 Filed 2019-07-01
10-Q 2018-12-31 Filed 2019-02-14
10-Q 2018-09-30 Filed 2018-11-14
10-Q 2018-06-30 Filed 2018-08-14
10-K 2018-03-31 Filed 2018-06-28
10-Q 2017-12-31 Filed 2018-02-14
10-Q 2017-09-30 Filed 2017-11-13
10-Q 2017-06-30 Filed 2017-08-14
10-K 2017-03-31 Filed 2017-06-29
10-Q 2016-12-31 Filed 2017-02-14
10-Q 2016-09-30 Filed 2016-11-14
10-Q 2016-06-30 Filed 2016-08-15
10-K 2016-03-31 Filed 2016-06-29
10-Q 2015-12-31 Filed 2016-02-16
10-Q 2015-09-30 Filed 2015-11-13
10-Q 2015-06-30 Filed 2015-08-13
10-K 2015-03-31 Filed 2015-06-11
10-Q 2014-12-31 Filed 2015-02-13
10-Q 2014-09-30 Filed 2014-11-12
10-Q 2014-06-30 Filed 2014-08-13
10-K 2014-03-31 Filed 2014-06-11
10-Q 2013-12-31 Filed 2014-02-13
10-Q 2013-09-30 Filed 2013-11-13
10-Q 2013-06-30 Filed 2013-08-13
10-K 2013-03-31 Filed 2013-06-13
10-Q 2012-12-31 Filed 2013-02-12
10-Q 2012-09-30 Filed 2012-11-13
10-Q 2012-06-30 Filed 2012-08-13
10-K 2012-03-31 Filed 2012-06-19
10-Q 2011-12-31 Filed 2012-02-10
10-Q 2011-09-30 Filed 2011-11-14
10-Q 2011-06-30 Filed 2011-08-12
10-K 2011-03-31 Filed 2011-06-27
10-Q 2010-12-31 Filed 2011-02-11
10-Q 2010-09-30 Filed 2010-11-12
10-Q 2010-06-30 Filed 2010-08-12
10-K 2010-03-31 Filed 2010-06-28
10-Q 2009-12-31 Filed 2010-02-12
8-K 2021-02-22 Earnings, Exhibits
8-K 2020-11-16
8-K 2020-09-10
8-K 2020-08-14
8-K 2020-06-25
8-K 2019-11-14
8-K 2019-09-12
8-K 2019-07-01
8-K 2019-02-12
8-K 2018-12-12
8-K 2018-08-30

FRD 10Q Quarterly Report

Part I - Financial Information
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
Part II - Other Information
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 6. Exhibits
EX-31.1 ex_223838.htm
EX-31.2 ex_223839.htm
EX-32.1 ex_223840.htm
EX-32.2 ex_223841.htm

Friedman Industries Earnings 2020-12-31

Balance SheetIncome StatementCash Flow
1008060402002012201420172020
Assets, Equity
554332219-12012201420172020
Rev, G Profit, Net Income
10.07.14.11.2-1.8-4.72012201420172020
Ops, Inv, Fin

10-Q 1 frd20210131_10q.htm FORM 10-Q frd20200630_10q.htm
 

 



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 December 31, 2020

 

OR

 

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

 

FROM THE TRANSITION PERIOD FROM                      TO                     

 

COMMISSION FILE NUMBER 1-7521

 


FRIEDMAN INDUSTRIES, INCORPORATED

(Exact name of registrant as specified in its charter)


 

TEXAS

74-1504405

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

 

1121 JUDSON ROAD, SUITE 124, LONGVIEW, TEXAS 75601

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code (903)758-3431

 

Former name, former address and former fiscal year, if changed since last report

 

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

 

Title of each class

 

Trading Symbol

 

Name of each exchange
on which registered

Common Stock, $1 Par Value

 

FRD

 

NYSE American

 


 

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 Exchange Act). (Check one):    Yes  ☐    No   ☒

 

At February 16, 2021, the number of shares outstanding of the issuer’s only class of stock was 6,905,849 shares of Common Stock.

 



 

 

 
 

TABLE OF CONTENTS

 

   

Part I — FINANCIAL INFORMATION

3

Item 1. Financial Statements

3

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

14

Item 3. Quantitative and Qualitative Disclosures About Market Risk

18

Item 4. Controls and Procedures

18

Part II — OTHER INFORMATION

19

  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 19

Item 6. Exhibits

19

SIGNATURES

20

 

2

 

 

 

Part I — FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

FRIEDMAN INDUSTRIES, INCORPORATED

 

CONDENSED CONSOLIDATED BALANCE SHEETS — UNAUDITED

 

   

DECEMBER 31, 2020

   

MARCH 31, 2020

 

ASSETS

               

CURRENT ASSETS:

               

Cash

  $ 16,485,797     $ 17,057,751  

Accounts receivable, net of allowances for bad debts and cash discounts of $82,417 at December 31, and March 31, 2020

    12,133,375       11,705,344  

Inventories

    30,130,320       35,668,243  

Other current assets

    5,488,176       780,179  

TOTAL CURRENT ASSETS

    64,237,668       65,211,517  

PROPERTY, PLANT AND EQUIPMENT:

               

Land

    1,179,831       1,179,831  

Buildings and yard improvements

    9,180,304       9,008,869  

Machinery and equipment

    28,027,039       29,339,893  

Construction in process

    6,478,594       3,797,364  

Less accumulated depreciation

    (29,898,231 )     (31,825,401 )
      14,967,537       11,500,556  

OTHER ASSETS:

               

Cash value of officers’ life insurance and other assets

    164,016       183,350  

Income taxes recoverable

          448,665  

TOTAL ASSETS

  $ 79,369,221     $ 77,344,088  

LIABILITIES AND STOCKHOLDERS’ EQUITY

               

CURRENT LIABILITIES:

               

Accounts payable and accrued expenses

  $ 6,081,444     $ 8,944,614  

Dividends payable

    139,485       139,989  

Contribution to retirement plan

    200,000       50,250  

Employee compensation and related expenses

    581,796       409,778  
Income taxes payable     88,541        

Current portion of financing lease

    102,196       100,728  

Current portion of Paycheck Protection Program loan

    1,338,114        

TOTAL CURRENT LIABILITIES

    8,531,576       9,645,359  

POSTRETIREMENT BENEFITS OTHER THAN PENSIONS

    108,764       99,864  

DEFERRED INCOME TAX LIABILITY

    732,295       361,146  

OTHER NON-CURRENT LIABILITIES

    291,417       372,352  

LONG TERM PORTION OF PAYCHECK PROTECTION PROGRAM LOAN

    352,271        

TOTAL LIABILITIES

    10,016,323       10,478,721  

COMMITMENTS AND CONTINGENCIES

               

STOCKHOLDERS’ EQUITY:

               

Common stock, par value $1: Authorized shares — 10,000,000 Issued shares — 8,334,785 shares and 8,295,160 shares at December 31, and March 31, 2020, respectively

    8,334,785       8,295,160  

Additional paid-in capital

    29,852,154       29,565,416  
Accumulated other comprehensive income     2,657,923        

Treasury stock at cost (1,355,916 shares and 1,225,716 shares at December 31, and March 31, 2020, respectively)

    (6,619,320 )     (5,525,964 )

Retained earnings

    35,127,356       34,530,755  

TOTAL STOCKHOLDERS’ EQUITY

    69,352,898       66,865,367  

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

  $ 79,369,221     $ 77,344,088  

 

3

 

 

FRIEDMAN INDUSTRIES, INCORPORATED

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS — UNAUDITED

 

   

THREE MONTHS ENDED DECEMBER 31,

   

NINE MONTHS ENDED DECEMBER 31,

 
   

2020

   

2019

   

2020

   

2019

 

Net Sales

  $ 28,502,049     $ 28,150,817     $ 76,888,329     $ 109,121,717  

Costs and expenses

                               

Costs of goods sold

    24,006,200       28,097,884       71,044,629       108,380,110  

General, selling and administrative costs

    1,725,143       1,200,393       4,518,785       3,662,630  

Interest expense

    6,148       2,463       18,356       2,463  
      25,737,491       29,300,740       75,581,770       112,045,203  

EARNINGS (LOSS) FROM OPERATIONS

    2,764,558       (1,149,923 )     1,306,559       (2,923,486 )

Interest and other income

    (4,339 )     (4,370 )     (12,987 )     (15,075 )

EARNINGS (LOSS) BEFORE INCOME TAXES

    2,768,897       (1,145,553 )     1,319,546       (2,908,411 )

Provision for (benefit from) income taxes:

                               

Current

    757,097       244,940       634,056       (49,584 )

Deferred

    (117,945 )     (509,490 )     (335,388 )     (628,459 )
      639,152       (264,550 )     298,668       (678,043 )

NET EARNINGS (LOSS)

  $ 2,129,745     $ (881,003 )   $ 1,020,878     $ (2,230,368 )
                                 

Weighted average number of common shares outstanding:

                               

Basic

    7,039,736       6,999,444       7,062,628       6,999,444  

Diluted

    7,039,736       6,999,444       7,062,628       6,999,444  

Net earnings (loss) per share:

                               

Basic

  $ 0.30     $ (0.13 )   $ 0.14     $ (0.32 )

Diluted

  $ 0.30     $ (0.13 )   $ 0.14     $ (0.32 )

Cash dividends declared per common share

  $ 0.02     $ 0.02     $ 0.06     $ 0.08  

 

4

 

 

 

FRIEDMAN INDUSTRIES, INCORPORATED

 

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) — UNAUDITED

 

    THREE MONTHS ENDED DECEMBER 31,     NINE MONTHS ENDED DECEMBER 31,  
   

2020

   

2019

   

2020

   

2019

 
Net earnings (loss)   $ 2,129,745     $ (881,003 )   $ 1,020,878     $ (2,230,368 )

Other comprehensive income (loss):

                               

Cash flow hedges, net of tax

    2,657,923             2,657,923        

Other comprehensive income:

    2,657,923             2,657,923        

Comprehensive income (loss)

  $ 4,787,668     $ (881,003 )   $ 3,678,801     $ (2,230,368 )

 

 

5

 

 

FRIEDMAN INDUSTRIES, INCORPORATED

 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS — UNAUDITED

 

   

NINE MONTHS ENDED DECEMBER 31,

 
   

2020

   

2019

 

OPERATING ACTIVITIES

               

Net earnings (loss)

  $ 1,020,878     $ (2,230,368 )

Adjustments to reconcile net earnings (loss) to cash provided by operating activities:

               

Depreciation

    730,254       923,966  

Deferred taxes

    (335,388 )     (628,459 )

Compensation expense for restricted stock

    376,363       249,708  

Change in postretirement benefits

    8,900       8,215  

Lower of cost or net realizable value inventory adjustment

    274,093       955,605  
Deferred gain on derivatives     696,400        

Decrease (increase) in operating assets:

               

Accounts receivable

    (428,031 )     3,337,785  

Inventories

    5,263,830       12,562,592  

Federal income taxes recoverable

    448,665       (40,639 )

Other current assets

    (793,679 )     (1,025,125 )

Increase (decrease) in operating liabilities:

               

Accounts payable and accrued expenses

    (2,834,970 )     567,114  

Income taxes payable

    88,541       (159,694 )

Contribution to retirement plan

    149,750       149,750  

Employee compensation and related expenses

    172,018       (42,617 )

NET CASH PROVIDED BY OPERATING ACTIVITIES

    4,837,624       14,627,833  

INVESTING ACTIVITIES

               

Purchase of property, plant and equipment

    (4,228,193 )     (3,223,856 )

Increase in cash surrender value of officers’ life insurance

    (12,970 )     (13,110 )

NET CASH USED IN INVESTING ACTIVITIES

    (4,241,163 )     (3,236,966 )

FINANCING ACTIVITIES

               

Paycheck Protection Program loan proceeds

    1,690,385        

Cash dividends paid

    (424,780 )     (699,945 )

Cash paid for principal portion of finance lease

    (75,364 )     (24,760 )
Cash paid for share repurchases     (1,143,356 )      

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

    46,885       (724,705 )

INCREASE IN CASH AND RESTRICTED CASH

    643,346       10,666,162  

CASH AND RESTRICTED CASH AT BEGINNING OF PERIOD

    17,057,751       11,667,161  

CASH AND RESTRICTED CASH AT END OF PERIOD

  $ 17,701,097     $ 22,333,323  

 

Cash and restricted cash at the end of the nine month period ended December 31, 2020 includes $1,215,300 of cash margin required to collateralize our open derivative positions. This amount is reported in "Other current assets" on the Company's consolidated balance sheet at December 31, 2020. All of the cash and restricted cash at the end of the nine month period ended December 31, 2019 was reported in "Cash" on the Company's consolidated balance sheet at December 31, 2019.

 

6

 

FRIEDMAN INDUSTRIES, INCORPORATED

 

CONDENSED NOTES TO QUARTERLY REPORT — UNAUDITED

 

 

NOTE A — BASIS OF PRESENTATION

 

The accompanying unaudited, condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes of Friedman Industries, Incorporated (the “Company”) included in its annual report on Form 10-K for the year ended March 31, 2020.

 

 

NOTE B — NEW ACCOUNTING STANDARDS

 

Recently Adopted Accounting Standards

 

In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 establishes a new lease accounting standard that requires lessees to recognize a right of use asset and related lease liability for most leases having lease terms of more than 12 months. Leases with a term of 12 months or less will be accounted for similar to prior guidance for operating leases. In July 2018, the FASB issued Accounting Standards Update No. 2018-10, Codification Improvements to Topic 842, Leases, to clarify how to apply certain aspects of the new standard. In July 2018, the FASB also issued Accounting Standards Update No. 2018-11, Leases (Topic 842): Targeted Improvements, to give entities another option for transition and to provide practical expedients to reduce the cost and complexity of implementing the new standard. ASU 2016-02 and all subsequently issued amendments, collectively "ASC 842," is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years.

 

The Company adopted ASC 842 on April 1, 2019 using the optional transition method under which the new standard is applied only to the most current period presented and the cumulative effect of applying the new standard to existing lease agreements is recognized at the date of initial application. The adoption of ASC 842 resulted in the recording of initial right-of-use lease assets and lease liabilities of approximately $63,000. The Company elected the package of transition practical expedients related to lease identification, lease classification, and initial direct costs. In addition, the Company made the following accounting policy elections: (1) the Company will not separate lease and non-lease components by class of underlying asset and (2) the Company will apply the short-term lease exemption by class of underlying asset. The adoption of this standard did not have a material impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative adjustment to retained earnings. See Note E – Leases for additional information.

 

In August 2017, the FASB issued Accounting Standards Update No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 is intended to simplify and clarify the accounting and disclosure requirements for hedging activities by more closely aligning the results of cash flow and fair value hedge accounting with the underlying risk management activities. We adopted ASU 2017-12 on June 18, 2020 when we entered into our first derivative financial instruments. See Note H – Derivative Financial Instruments for additional information.

 

Accounting Standards Not Yet Adopted 

 

In June 2016, the FASB issued Accounting Standards Update 2016-13, Financial Instruments — Credit Losses (ASC 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires, among other things, the use of a new current expected credit loss ("CECL") model to determine the allowance for doubtful accounts with respect to accounts receivable. The CECL model requires estimation of lifetime expected credit loss with respect to receivables and recognition of allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. Subsequently, in November 2018, the FASB issued Accounting Standards Update 2018-19, Codification Improvements to Topic 326, Financial Instruments – Credit Losses (ASC 326), which clarifies that impairment of receivables arising from operating leases should be accounted for in accordance with ASC 842, Leases. ASU 2016-13 called for an effective date for annual periods, including interim periods within those annual periods, beginning after December 15, 2019. In November 2019, the FASB issued Accounting Standards Update 2019-10, Financial Instruments ‒ Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates (“ASU 2019-10”). ASU 2019-10 defers the effective date of ASU 2016-13 for SEC filers that are eligible to be smaller reporting companies, private companies, not-for-profit organizations and employee benefit plans to annual periods beginning after December 15, 2022, including interim periods within those annual periods. The Company qualifies as a smaller reporting company and does not expect to early adopt ASU 2016-13. The Company is currently evaluating the impact of the new guidance on the consolidated financial statements.

 

In December 2019, the FASB issued Accounting Standards Update 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies accounting for income taxes by revising or clarifying existing guidance in ASC 740, as well as removing certain exceptions within ASC 740. ASU 2019-12 is effective for annual reporting periods beginning after December 15, 2020 and interim periods within those annual periods, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on the consolidated financial statements.

 

 

NOTE C — INVENTORIES

 

Inventories consist of prime coil, non-standard coil and tubular materials. Prime coil inventory consists primarily of raw materials, non-standard coil inventory consists primarily of raw materials and tubular inventory consists of both raw materials and finished goods. Cost for prime coil inventory is determined using the average cost method. Cost for non-standard coil inventory is determined using the specific identification method. Cost for tubular inventory is determined using the average cost method. All inventories are valued at the lower of cost or net realizable value.

 

7

 

A summary of inventory values by product group follows:

 

   

December 31, 2020

   

March 31, 2020

 

Prime Coil Inventory

  $ 15,459,864     $ 17,190,435  

Non-Standard Coil Inventory

    2,178,029       1,550,734  

Tubular Raw Material

    2,671,140       4,888,542  

Tubular Finished Goods

    9,821,287       12,038,532  
    $ 30,130,320     $ 35,668,243  

 

Tubular raw material inventory consists of hot-rolled steel coils that the Company will manufacture into pipe. Tubular finished goods inventory consists of pipe the Company has manufactured and new mill reject pipe the Company has purchased from U.S. Steel Tubular Products, Inc.

 

 

NOTE D – DEBT

 

In April 2020, the Company received a $1,690,385 loan (the “PPP Loan”) from JPMorgan Chase Bank, N.A. (the “Bank”), under the Paycheck Protection Program, which was established under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), as modified by the Paycheck Protection Flexibility Act of 2020 (the “PPP Flexibility Act”). The term of the PPP Loan is two years from the funding date of the PPP Loan. The interest rate on the PPP Loan is 0.98%. Under the terms of the PPP Loan, interest accrues from the funding date of the PPP Loan but payment of both principal and interest is deferred for six months. Pursuant to the terms of the CARES Act, the Company can apply for and may be granted forgiveness for all or a portion of the PPP Loan, if and to the extent that the Company satisfies certain requirements. Such forgiveness is subject to use of the PPP Loan proceeds for qualifying purposes and is also subject to maintenance or achievement of certain employee and compensation levels. While the Company plans to apply for forgiveness of the PPP Loan in accordance with the requirements and limitations under the CARES Act, the PPP Flexibility Act and the Small Business Administration regulations and requirements, no assurance can be given that all or any portion of the PPP Loan will be forgiven. Payments of principal and interest on the loan have been granted further deferment to provide ample time to file the loan forgiveness application.

 

 

NOTE E — LEASES

 

The Company adopted ASU 2016-02, Leases (“ASC 842”) on April 1, 2019 using the optional transition method under which the new standard is applied only to the most current period presented and the cumulative effect of applying the new standard to existing lease agreements is recognized at the date of initial application. Under this adoption method, reporting periods beginning after April 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. The adoption of ASC 842 resulted in the recording of initial ROU asset and lease liabilities of approximately $63,000 at April 1, 2019.

 

The Company’s lease of its office space in Longview, Texas is the only operating lease included in the ROU asset and lease liability. The lease calls for monthly rent payments of $4,878 and expires on April 30, 2021. The Company’s other operating leases for items such as IT equipment and storage space are either short-term in nature or immaterial.

 

In October 2019, the Company received a new heavy-duty forklift under a 5-year finance lease arrangement with a financed amount of $518,616 and a monthly payment of $9,074.

 

The components of expense related to leases for the three and nine months ended December 31, 2020 and 2019 are as follows:

 

    Three Months Ended December 31,     Nine Months Ended December 31,  
   

2020

   

2019

   

2020

   

2019

 

Finance lease – amortization of ROU asset

  $ 25,243     $ 8,644     $ 75,364     $ 8,644  

Finance lease – interest on lease liability

    1,981       2,463       6,306       2,463  

Operating lease expense

    14,634       8,184       41,652       24,552  
    $ 41,858     $ 19,291     $ 123,322     $ 35,659  

 

8

 

The following table illustrates the balance sheet classification for ROU assets and lease liabilities as of December 31, 2020

 

   

December 31, 2020

 

Balance Sheet Classification

Assets

         

Operating lease right-of-use asset

  $ 19,231  

Other assets

Finance lease right-of-use asset

    488,363  

Property, plant & equipment

Total right-of-use assets

  $ 507,594    

Liabilities

         

Operating lease liability, current

  $ 19,231  

Accrued expenses

Finance lease liability, current

    102,196  

Current portion of finance lease

Finance lease liability, non-current

    291,417  

Other non-current liabilities

Total lease liabilities

  $ 412,844    

 

 

As of December 31, 2020, the weighted-average remaining lease term was 0.3 year for operating leases and 3.7 years for finance leases. The weighted average discount rate was 7% for operating leases and 1.9% for finance leases.

 

Maturities of lease liabilities as of December 31, 2020 were as follows:

 

   

Operating Leases

   

Finance Leases

 

Fiscal 2021 (remainder of fiscal year)

    14,634       27,222  

Fiscal 2022

    4,878       108,888  

Fiscal 2023

          108,888  

Fiscal 2024

          108,888  

Fiscal 2025

          54,444  

Total undiscounted lease payments

  $ 19,512     $ 408,330  

Less: imputed interest

    (281 )     (14,717 )

Present value of lease liability

  $ 19,231     $ 393,613  

 

 

NOTE F — PROPERTY, PLANT AND EQUIPMENT

 

The Company continued the previously announced capital expenditure project at our Decatur, Alabama facility during the third quarter of fiscal 2021. This project involves the purchase and installation of a stretcher leveler coil processing line. This newly acquired equipment replaces the prior processing equipment at the Decatur plant and will expand both the size range and grade of material that the Decatur plant is able to process. The equipment was purchased from and is being constructed, fabricated and installed by Delta Steel Technologies. Installation of the equipment began in December 2020 and the Company expects commercial use of the equipment to begin in March 2021. The Company currently estimates the cost of this project to be $7,200,000. As of December 31, 2020, expenditures related to the Decatur project totaled $6,478,594 with this amount reported as Construction in Process on the Company’s consolidated balance sheet.

 

 

NOTE G — STOCK BASED COMPENSATION

 

The Company maintains the Friedman Industries, Incorporated 2016 Restricted Stock Plan (the “Plan”). The Plan is administered by the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) and continues indefinitely until terminated by the Board or until all shares allowed by the Plan have been awarded and earned. The aggregate number of shares of the Company’s Common Stock eligible for award under the Plan is 500,000 shares. Subject to the terms and provisions of the Plan, the Committee may, from time to time, select the employees to whom awards will be granted and shall determine the amount and applicable restrictions of each award. Forfeitures are accounted for upon their occurrence.

 

9

 

The following table summarizes the activity related to restricted stock awards for the nine months ended December 31, 2020:

 

           

Weighted Average

 
   

Number of Shares

   

Grant Date Fair Value Per Share

 

Unvested at March 31, 2020

    270,000     $ 6.37  

Cancelled or forfeited

           

Granted

    89,625       5.64  

Vested

           

Unvested at December 31, 2020

    359,625     $ 6.19  

 

Compensation expense is recognized over the requisite service period applicable to each award. The Company recorded compensation expense of $376,363 and $249,708 in the nine months ended December 31, 2020 and 2019, respectively, relating to the stock awards issued under the Plan. As of December 31, 2020, unrecognized compensation expense related to stock awards was approximately $1,014,541, which is expected to be recognized over a weighted average period of approximately 2.8 years.

 

 

NOTE H — DERIVATIVE FINANCIAL INSTRUMENTS

 

In June 2020, the Company implemented its first commodity price risk management activities by transacting hot-rolled coil futures. From time to time, we expect to use derivative financial instruments to minimize our exposure to commodity price risk that is inherent in our business. At the time derivative contracts are entered into, we assess whether the nature of the instrument qualifies for hedge accounting treatment according to the requirements of ASC 815 – Derivatives and Hedging (“ASC 815”). By using derivatives, the Company is exposed to credit and market risk. The Company’s exposure to credit risk includes the counterparty’s failure to fulfill its performance obligations under the terms of the derivative contract. The Company minimizes its credit risk by entering into transactions with high quality counterparties, and uses exchange-traded derivatives when available. Market risk is the risk that the value of the financial instrument might be adversely affected by a change in commodity prices. The Company manages market risk by continually monitoring exposure within its risk management strategy and portfolio. For those transactions designated as hedging instruments, we document all relationships between hedging instruments and hedged items, as well as our risk-management objective and strategy for undertaking the various hedge transactions. We also assess, both at the hedge’s inception and on an ongoing basis, whether the derivatives used in hedging transactions are highly effective in offsetting changes in cash flows or fair value of hedged items.

 

During the three months ended December 31, 2020, the Company entered into hot-rolled coil futures contracts which were designated as hedging instruments and classified as cash flow hedges, either as hedges of variable purchase prices or as hedges of variable sales prices. Accordingly, realized and unrealized gains and losses associated with the instruments are reported as a component of other comprehensive income and reclassified into earnings during the period in which the hedged transaction affects earnings. At December 31, 2020, the Company had a $1,215,300 cash margin requirement to collateralize our open hedging positions. This margin requirement is included in "Other current assets" on the Company's consolidated balance sheet at December 31, 2020. The Company recorded a receivable of $1,227,940 related to closed positions whose cash settlement occurred subsequent to quarter end with this amount included in "Other current assets" on the Company's consolidated balance sheet at December 31, 2020. For the three months and nine months ended December 31, 2020, the Company did not have any derivative instruments not designated as cash flow or fair value hedges.

 

The following table summarizes the fair value of the Company’s derivative financial instruments and the respective line in which they were recorded in the Consolidated Balance Sheet as of December 31, 2020:

 

  Asset Derivatives  

Liability Derivatives

 
  Balance Sheet        

Balance Sheet

       
Derivatives designated as cash flow hedges: Location   Fair Value  

Location

 

Fair Value

 

Hot-rolled coil steel contracts hedging purchases

Other current assets   $ 2,862,580  

 

       
Hot-rolled coil steel contracts hedging sales           Other current assets   $ 1,422,460  

 

The notional amounts (quantities) of our cash flow hedges outstanding at December 31, 2020 consisted of 16,080 tons hedging purchases and 32,120 tons hedging sales.

 

The following table summarizes the gain recognized in other comprehensive income and the gain reclassified from accumulated other comprehensive income into earnings for derivative financial instruments designated as cash flow hedges for both the three months and nine months ended December 31, 2020:

 

   

Gain Recognized

 

Location of Gain Reclassified from

 

Gain Reclassified from

 
   

in OCI

 

AOCI into Net Earnings

 

AOCI into Net Earnings

 

Hot-rolled coil steel contracts

  $ 3,364,460  

Costs of goods sold

  $ 396,720  

 

The estimated amount of gains recognized in AOCI at December 31, 2020 expected to be reclassified into net earnings (loss) within the succeeding twelve months is $3,533,120. This amount was computed using the fair value of the cash flow hedges as of December 31, 2020, and will change before actual reclassification from OCI to net earnings (loss). The maximum derivative contract duration for contracts hedging purchases is 2 months. The maximum derivative contract duration for contracts hedging sales is 17 months. Contracts with settlement dates beyond one year are not material.

 

The Company did not have any derivative financial instruments for the three months or nine months ended December 31, 2019.

 

 

NOTE I — FAIR VALUE MEASUREMENTS

 

Accounting standards provide a comprehensive framework for measuring fair value and sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. Levels within the hierarchy are defined as follows:

 

 

Level 1 – Quoted prices for identical assets and liabilities in active markets.

 

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the assets and liabilities, either directly or indirectly.

 

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

 

10

 

Recurring Fair Value Measurements

 

At December 31, 2020, our financial assets measured at fair value on a recurring basis were as follows:

 

   

Quoted Prices

                         
   

in Active

   

Significant

                 
   

Markets for

   

Other

   

Significant

         
   

Identical

   

Observable

   

Unobservable

         
   

Assets

   

Inputs

   

Inputs

         
   

(Level 1)

   

(Level 2)

   

(Level 3)

   

Total

 

Commodity futures – financial assets

  $ 1,440,120     $     $     $ 1,440,120  

Total

  $ 1,440,120     $     $     $ 1,440,120  

 

At March 31, 2020, the Company did not have any financial instruments that required fair value measurement on a recurring basis.

 

Non-Recurring Fair Value Measurements

 

At March 31, 2020, our assets measured at fair value on a non-recurring basis were categorized as follows:

 

   

Quoted Prices

                         
   

in Active

   

Significant

                 
   

Markets for

   

Other

   

Significant

         
   

Identical

   

Observable

   

Unobservable

         
   

Assets

   

Inputs

   

Inputs

         
   

(Level 1)

   

(Level 2)

   

(Level 3)

   

Total

 

Long-lived assets held and used (1)

  $     $     $ 1,771,450     $ 1,771,450  

Total

  $     $     $ 1,771,450     $ 1,771,450  

 

 

(1)

At March 31, 2020, the Company performed an impairment review of the tubular segment’s pipe finishing facility that resulted in the assets being written down to their estimated fair value of $1,771,450.

 

At December 31, 2020, the Company did not have any fair value measurements on a non-recurring basis.

 

 

NOTE J — SEGMENT INFORMATION (in thousands)

 

    Three Months Ended December 31,     Nine Months Ended December 31,  
   

2020

   

2019

   

2020

   

2019

 

Net sales

                               

Coil

  $ 21,672     $ 21,001     $ 55,561     $ 77,604  

Tubular

    6,830       7,150       21,327       31,518  

Total net sales

  $ 28,502     $ 28,151     $ 76,888     $ 109,122  
                                 

Operating profit (loss)

                               

Coil

  $ 3,238     $ (93 )   $ 3,529     $ 575  

Tubular

    269       (468 )     (16 )     (1,670 )

Total operating profit (loss)

    3,507       (561 )     3,513       (1,095 )

Corporate expenses

    736       587       2,188       1,826  

Interest expenses

    6       2       18       2  

Interest and other income

    (4 )     (4 )     (13 )     (15 )

Total earnings (loss) before taxes

  $ 2,769     $ (1,146 )   $ 1,320     $ (2,908 )

 

 

   

December 31, 2020

   

March 31, 2020

 

Segment assets

               

Coil

  $ 43,880     $ 35,895  

Tubular

    17,563       23,659  
      61,443       59,554  

Corporate assets

    17,926       17,790  
    $ 79,369     $ 77,344  

 

11

 

Corporate expenses reflect general and administrative expenses not directly associated with segment operations and consist primarily of corporate executive and accounting salaries, professional fees and services, bad debts, retirement plan contribution expense, corporate insurance expenses, restricted stock plan compensation expense and office supplies. Corporate assets consist primarily of cash and the cash value of officers’ life insurance.

 

 

NOTE K — REVENUE

 

Revenue is generated primarily from contracts to manufacture or process steel products. Most of the Company’s revenue is generated by sales of material out of the Company’s inventory, but a portion of the Company’s revenue is derived from processing of customer owned material. Generally, the Company’s performance obligations are satisfied, control of our products is transferred, and revenue is recognized at a single point in time, when title transfers to our customer for product shipped or when services are provided. Revenues are recorded net of any sales incentives. Shipping and other transportation costs charged to customers are treated as fulfillment activities and are recorded in both revenue and cost of sales at the time control is transferred to the customer. Costs related to obtaining sales contracts are incidental and expensed when incurred. Because customers are invoiced at the time title transfers and the Company’s rights to consideration are unconditional at that time, the Company does not maintain contract asset balances. Additionally, the Company does not maintain contract liability balances, as performance obligations are satisfied prior to customer payment for product. The Company offers industry standard payment terms.

 

The Company has two reportable segments: Coil and Tubular. Coil primarily generates revenue from temper passing and cutting to length hot-rolled steel coils. Coil segment revenue consists of three main product types: Prime Coil, Non-Standard Coil and Customer Owned Coil. Tubular primarily generates revenue from the manufacture, distribution and processing of steel pipe. Tubular segment revenue consists of three main product or service types: Manufactured Pipe, Mill Reject Pipe and Pipe Finishing Services. The Company did not generate any revenue from pipe finishing services during any of the three month or nine month periods ended December 31, 2020 or December 31, 2019. The pipe finishing facility is currently idled due to market conditions. The following table disaggregates our revenue by product for each of our reportable business segments for the three and nine months ended December 31, 2020 and 2019, respectively:

 

   

Three Months Ended December 31,

   

Nine Months Ended December 31,

 
   

2020

   

2019

   

2020

   

2019

 

Coil Segment:

                               

Prime Coil

    19,541,188       18,662,211       49,897,886       67,827,299  

Non-standard Coil

    1,886,099       2,153,277       5,028,237       9,197,245  

Customer Owned Coil

    244,860       185,870       634,894       578,891  
      21,672,147       21,001,358       55,561,017       77,603,435  

Tubular Segment:

                               

Manufactured Pipe

    5,082,314       5,748,647       17,540,498       26,225,323  

Mill Reject Pipe

    1,747,588       1,400,812       3,786,814       5,292,959  
      6,829,902       7,149,459       21,327,312       31,518,282  

 

 

 

NOTE L — STOCKHOLDERS’ EQUITY

 

The following tables reflect the changes in stockholders’ equity for each of the quarters during the nine month periods ended December 31, 2020 and December 31, 2019:

 

 

           

Accumulated

                         
            Other                          
           

Comprehensive

   

Additional

                 
   

Common

   

Income,

   

Paid-In

   

Treasury

   

Retained

 
   

Stock

   

Net of Tax

   

Capital

   

Stock

   

Earnings

 

BALANCE AT MARCH 31, 2020

  $ 8,295,160           $ 29,565,416     $ (5,525,964 )   $ 34,530,755  

Net loss

                            (858,862 )

Issuance of restricted stock

    11,000                          

Paid in capital – restricted stock awards

                99,814              

Cash dividends ($0.02 per share)

                            (143,229 )

BALANCE AT JUNE 30, 2020

  $ 8,306,160     $     $ 29,665,230     $ (5,525,964 )   $ 33,528,664  

Net loss

                            (250,005 )

Paid in capital – restricted stock awards

                110,813              

Repurchase of shares

                      (410,221 )      

Cash dividends ($0.02 per share)

                            (143,181 )

BALANCE AT SEPTEMBER 30, 2020

  $ 8,306,160     $     $ 29,776,043     $ (5,936,185 )   $ 33,135,478  

Net earnings

                            2,129,745  

Other comprehensive income

          2,657,923                    

Issuance of restricted stock

    28,625                   50,000        

Paid in capital – restricted stock awards

                76,111              

Repurchase of shares

                      (733,135 )      

Cash dividends ($0.02 per share)

                            (137,867 )

BALANCE AT DECEMBER 31, 2020

  $ 8,334,785     $ 2,657,923     $ 29,852,154     $ (6,619,320 )   $ 35,127,356  

 

12

 

           

Accumulated

                         
           

Other

   

Additional

                 
   

Common

   

Comprehensive

   

Paid-In

   

Treasury

   

Retained

 
   

Stock

   

Income

   

Capital

   

Stock

   

Earnings

 

BALANCE AT MARCH 31, 2019

  $ 8,205,160           $ 29,322,472     $ (5,525,964 )   $ 40,479,909  

Net earnings

                            194,772  

Issuance of restricted stock

    20,000                          

Paid in capital – restricted stock awards

                63,236              

Cash dividends ($0.04 per share)

                            (279,978 )

BALANCE AT JUNE 30, 2019

  $ 8,225,160     $     $ 29,385,708     $ (5,525,964 )   $ 40,394,703  

Net loss

                            (1,544,137 )

Paid in capital – restricted stock awards

                83,236              

Cash dividends ($0.02 per share)

                            (139,990 )

BALANCE AT SEPTEMBER 30, 2019

  $ 8,225,160     $     $ 29,468,944     $ (5,525,964 )   $ 38,710,576  

Net loss

                            (881,003)  

Paid in capital – restricted stock awards

                83,236              

Cash dividends ($0.02 per share)

                            (139,993)  

BALANCE AT DECEMBER 31, 2019

  $ 8,225,160     $     $ 29,552,180     $ (5,525,964 )   $ 37,689,580  

 

On June 25, 2020, the Board of Directors of the Company authorized a share repurchase program under which the Company may repurchase up to 1,062,067 shares of the Company’s outstanding common stock through June 30, 2023, which equates to 15% of the Company’s outstanding shares of common stock as of  June 25, 2020. Repurchases under the program may be made from time to time at the Company’s discretion and may be made in open market transactions, through block trades, in privately negotiated transactions and pursuant to any trading plan that may be adopted by the Company’s management in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, or otherwise. The timing and actual number of shares repurchased pursuant to the program will depend on a variety of factors including price, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. The repurchase program does not obligate the Company to acquire a specific dollar amount or number of shares and may be modified, suspended or discontinued at any time. The Company has repurchased 180,200 shares at a cost of $1,143,356 under the program as of December 31, 2020.

 

 

NOTE M — OTHER COMPREHENSIVE INCOME

 

The following table summarizes the tax effects on each component of OCI for the periods presented:

 

    Three Months Ended December 31, 2020  
   

Before-Tax

   

Tax

   

Net-of-Tax

 
                         

Cash flow hedges

  $ 3,364,460     $ (706,537 )   $ 2,657,923  

Other comprehensive income

  $ 3,364,460     $ (706,537 )   $ 2,657,923  

 

    Nine Months Ended December 31, 2020  
   

Before-Tax

   

Tax

   

Net-of-Tax

 
                         

Cash flow hedges

  $ 3,364,460     $ (706,537 )   $ 2,657,923  

Other comprehensive income

  $ 3,364,460     $ (706,537 )   $ 2,657,923  

 

For the three month and nine month periods ended December 31, 2019, the Company did not have transactions to report in comprehensive income.

 

 

NOTE N — SUPPLEMENTAL CASH FLOW INFORMATION

 

The Company paid interest of approximately $6,000 during the nine months ended December 31, 2020 and $2,500 during the nine months ended December 31, 2019. The Company paid income taxes of approximately $10,000 and $259,000 during the nine months ended December 31, 2020 and nine months ended December 31, 2019, respectively. In the nine months ended December 31, 2019, there were noncash transactions totaling approximately $121,000 for the transfer of ownership of life insurance policies from the Company to officers upon their retirement. 

 

 

NOTE O — INCOME TAXES

 

For the nine months ended December 31, 2020, the Company recorded an income tax provision of $298,668, or 22.6% of earnings before income taxes, compared to a tax benefit of $678,043, or 23.3% of loss before income taxes for the nine months ended December 31, 2019. For both nine month periods, the effective tax rate differed from the federal statutory rate due primarily to the inclusion of state tax expenses or benefits in the provision.

 

 

NOTE P – RELATED PARTY TRANSACTIONS

 

The Company has engaged Metal Edge Partners, LLC (“Metal Edge”) to provide services that include strategic advisory services, risk management services, procurement advisory services, steel market analytics and macro-economic analytics. Tim Stevenson serves as a member of our Board of Directors and serves as Chief Executive Officer of Metal Edge. In the nine months ended December 31, 2020, we paid Metal Edge $136,000 related to these services. Our agreement with Metal Edge may be terminated by either party, without cause, upon ninety days prior written notice. There were no related party transactions to disclose for the nine months ended December 31, 2019.

 

13

 

 

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

 

Overview

 

Friedman Industries, Incorporated is a manufacturer and processor of steel products and operates in two reportable segments; coil products and tubular products.

 

The coil product segment includes the operation of two hot-roll coil processing facilities; one in Hickman, Arkansas and the other in Decatur, Alabama. The Hickman facility operates a temper mill and a cut-to-length line. The temper mill improves the flatness and surface qualities of the coils and the cut-to-length line levels the steel and cuts the coils into sheet and plate of prescribed lengths. The Hickman facility is capable of cutting sheet and plate with thicknesses ranging from 14 gauge to ½” thick in widths ranging from 36” wide to 72” wide. The Decatur facility previously operated a temper mill and a cut-to-length line but during the quarter ended June 30, 2020, the equipment was removed to allow the foundation to be prepared for a new stretcher leveler line that will be installed. Installation commenced in December 2020 and commercial use is expected to start in March 2021. The estimated total cost of this project is $7,200,000 with approximately $6,479,000 having been spent as of December 31, 2020. The new equipment will expand the coil segment’s processing capabilities to include material up to 96” wide and material of higher grades and will allow the Decatur facility to cut material that is up to ½” thick compared to the previous equipment’s capability of 5/16” thick. In addition, sheet and plate that has been stretcher leveled is preferable to some customers and applications compared to material that has been leveled through the temper mill process. The coil product segment sells its prime grade inventory under the Friedman Industries name but also maintains an inventory of non-standard coil products, consisting primarily of mill secondary and excess prime coils, which are sold through the Company’s XSCP division. The coil product segment also processes customer-owned coils on a fee basis.

 

The tubular product segment consists of the Company’s Texas Tubular Products division (“TTP”) located in Lone Star, Texas. TTP operates two electric resistance welded pipe mills with a combined outside diameter (“OD”) size range of 2 3/8” OD to 8 5/8” OD. Both pipe mills are American Petroleum Institute (“API”) licensed to manufacture line pipe and oil country pipe and also manufacture pipe for structural purposes that meets other recognized industry standards. TTP has an API licensed pipe finishing facility that threads and couples oil country tubular goods and performs other services that are customary in the pipe finishing process. The pipe finishing facility is currently idled due to market conditions. TTP’s inventory consists of raw materials and finished goods. Raw material inventory consists of hot-rolled steel coils that TTP will manufacture into pipe. Finished goods inventory consists of pipe that TTP has manufactured and new mill reject pipe that TTP purchased from U.S. Steel Tubular Products, Inc.

 

 

14

 

COVID-19 Update

 

In March 2020, the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic. In addition to the devastating effects on human life, this contagious virus has adversely affected economies globally. It has also disrupted the normal operations of many businesses, including ours and many of our customers. Our facilities have continued to operate during this crisis but we are operating with modifications to our facility practices, employee travel, employee work locations and virtualization or cancellation of company and customer events, among other modifications. We may take further actions that alter our business operations as the situation evolves. There are no comparable events that provide guidance as to the effect the COVID-19 pandemic may have, and, as a result, the ultimate effect of the pandemic is highly uncertain and subject to change. We do not yet know the full extent of the effects on the economy, the markets we serve, our business or our operations.

 

Results of Operations

 

Nine Months Ended December 31, 2020 Compared to Nine Months Ended December 31, 2019

 

During the nine months ended December 31, 2020 (the “2020 period”), sales and costs of goods sold decreased $32,233,388 and $37,335,481, respectively, and gross profit increased $5,102,093 compared to the amounts recorded during the nine months ended December 31, 2019 (the “2019 period”). The decrease in sales was related to both a decline in tons sold and a decrease in the average per ton selling price. Tons sold decreased from approximately 157,500 tons in the 2019 period to approximately 125,000 tons in the 2020 period. The drop in volume was primarily attributable to economic impacts of COVID-19. Discussion of the change in sales is expanded upon at the segment level in the following paragraphs. Gross profit as a percentage of sales increased from approximately 0.7% in the 2019 period to approximately 7.6% in the 2020 period. Our operating results are significantly impacted by the market price of hot-rolled steel coil. The improved results for the 2020 period were driven by increasing steel prices in the back half of the period while the 2019 period was negatively impacted by declining steel prices throughout the period. During August 2020 hot-rolled steel pricing started to rise and as of the end of the 2020 period, pricing had increased approximately 124%. The impact of this rise in steel prices on each of our segments is discussed further in the following paragraphs. Results for the 2020 period also benefitted from gains on hot-rolled steel derivative contracts of approximately $401,000 that were reported as a reduction of costs of goods sold within the coil segment. The use of derivative instruments to manage the commodity price risk inherent in our business is a new practice for the 2020 period. Additional information related to our derivative instruments is provided in Note H. The company did not have any derivative instruments in the 2019 period.

 

Coil Segment

 

Coil product segment sales for the 2020 period totaled $55,561,017 compared to $77,603,435 for the 2019 period. For a more complete understanding of the average selling prices of goods sold, it is helpful to isolate sales generated from processing of customer owned material and sales generated from coil segment inventory. Sales generated from processing of customer owned material totaled $634,894 for the 2020 period compared to $578,891 for the 2019 period. Sales generated from coil segment inventory totaled $54,926,123 for the 2020 period compared to $77,024,544 for the 2019 period. Inventory tons sold decreased from approximately 115,500 tons in the 2019 period to approximately 92,500 tons in the 2020 period. The average per ton selling price related to these shipments decreased from approximately $667 per ton in the 2019 period to approximately $594 per ton in the 2020 period. Coil segment operations recorded operating profits of approximately $3,529,000 and $575,000 for the 2020 and 2019 periods, respectively. Operating results for the 2020 period were negatively impacted during the first six months by a decline in volume primarily related to the impacts of the COVID-19 pandemic and by declining steel prices. In the last three months of the 2020 period, operating results benefitted from steady margin improvement associated with the rapidly increasing steel prices. The 2020 period benefitted additionally from the gains on hot-rolled steel derivative contracts mentioned above. The 2019 period was negatively impacted by a general decline in steel prices throughout the period.

 

The Company’s coil segment purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business.

 

Tubular Segment

 

Tubular product segment sales for the 2020 period totaled $21,327,312 compared to $31,518,282 for the 2019 period. Sales declined due to both a reduction in the volume sold and a decrease in the average selling price per ton. Tons sold decreased from approximately 42,000 tons in the 2019 period to approximately 32,500 tons in the 2020 period. The average per ton selling price related to these shipments decreased from approximately $750 per ton in the 2019 period to approximately $658 per ton in the 2020 period. The tubular segment operations recorded operating losses of approximately $16,000 and $1,670,000 for the 2020 and 2019 periods, respectively. Operating results for the 2020 period were negatively impacted by the effect of declining steel prices, a decline in volume primarily related to impacts of the COVID-19 pandemic and challenging conditions for the U.S. energy industry. Tubular segment margins do not respond as quickly to changes in steel price when compared to the way coil segment margins respond. Tubular segment margins did not see significant improvement until December 2020 due to the longer manufacturing lead time associated with tubular products and soft energy industry demand. The 2019 period was negatively impacted by a general decline in steel prices throughout the period. Operating results for both the 2020 and 2019 periods were also negatively impacted by inventory write downs related to the segment's manufactured pipe inventory. In the 2020 period there was a write down of $274,093 at June 30, 2020 and in the 2019 period there was a write down of $955,605 at September 30, 2019.

 

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The Company’s tubular segment purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business. In March 2020, U.S. Steel announced the idling of their Lone Star Tubular Operations which is our sole supplier of mill reject pipe. At December 31, 2020, we had approximately 26,000 tons of mill reject inventory which we believe to be approximately two years of inventory. We expect the idling to have a negative impact on our operations as we eventually sell out of inventory.

 

General, Selling and Administrative Costs

 

During the 2020 period, general, selling and administrative costs increased $856,155 compared to the 2019 period. The increase was related primarily to increased payroll, professional fees and restricted stock plan compensation expense.

 

Income Taxes

 

Income taxes increased from a benefit for the 2019 period of $678,043 to a provision for the 2020 period of $298,668. This increase was related primarily to the shift from a loss before taxes for the 2019 period to having earnings before tax for the 2020 period.

 

Three Months Ended December 31, 2020 Compared to Three Months Ended December 31, 2019

 

During the three months ended December 31, 2020 (the “2020 quarter”), sales increased $351,232, costs of goods sold decreased $4,091,684 and gross profit increased $4,442,916 compared to the amounts recorded during the three months ended December 31, 2019 (the “2019 quarter”). The increase in sales was primarily related to an increase in the average selling price of the coil segment's products. This increase was partially offset by a lower average selling price for the tubular segment's products and a slight decline in overall tons sold. Tons sold decreased from approximately 45,500 tons in the 2019 quarter to approximately 43,500 tons in the 2020 quarter. Discussion of the change in sales is expanded upon at the segment level in the following paragraphs. Gross profit as a percentage of sales increased from approximately 0.2% in the 2019 quarter to approximately 15.8% in the 2020 quarter. Our operating results are significantly impacted by the market price of hot-rolled steel coil. The improved results for the 2020 quarter were driven by increasing steel prices prior to and throughout the quarter while the 2019 quarter was negatively impacted by declining steel prices preceding the quarter and during part of the quarter. During August 2020 hot-rolled steel pricing started to rise and as of the end of the 2020 quarter, pricing had increased approximately 124%. The impact of this rise in steel prices on each of our segments is discussed further in the following paragraphs. Results for the 2020 quarter also benefitted from gains on hot-rolled steel derivative contracts of approximately $397,000 that were reported as a reduction of costs of goods sold within the coil segment. Additional information related to our derivative instruments is provided in Note H. The company did not have any derivative instruments in the 2019 quarter.

 

Coil Segment

 

Coil product segment sales for the 2020 quarter totaled $21,672,147 compared to $21,001,358 for the 2019 quarter. For a more complete understanding of the average selling prices of goods sold, it is helpful to isolate sales generated from processing of customer owned material and sales generated from coil segment inventory. Sales generated from processing of customer owned material totaled $244,860 for the 2020 quarter compared to $185,870 for the 2019 quarter. Sales generated from coil segment inventory totaled $21,427,287 for the 2020 quarter compared to $20,815,488 for the 2019 quarter. Inventory tons sold decreased from approximately 34,500 tons in the 2019 quarter to approximately 32,000 tons in the 2020 quarter. The average per ton selling price related to these shipments increased from approximately $600 per ton in the 2019 quarter to approximately $665 per ton in the 2020 quarter. Coil segment operations recorded an operating profit of approximately $3,238,000 for the 2020 quarter compared to an operating loss of approximately $93,000 for the 2019 quarter. Operating results for the 2020 quarter benefitted from a significant increase in steel prices and associated improvement in our margins. The 2020 quarter benefitted additionally from the gains on hot-rolled steel derivative contracts mentioned above. The 2019 quarter was negatively impacted by low margins associated with declines in hot-rolled steel prices.

 

The Company’s coil segment purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business.

 

Tubular Segment

 

Tubular product segment sales for the 2020 quarter totaled $6,829,902 compared to $7,149,459 for the 2019 quarter. Sales declined due primarily to a decrease in the average selling price per ton. Tons sold was approximately 11,000 tons in both the 2020 quarter and the 2019 quarter. The average per ton selling price related to these shipments decreased from approximately $646 per ton in the 2019 quarter to approximately $616 per ton in the 2020 quarter. The tubular segment operations recorded an operating profit of approximately $269,000 for the 2020 quarter and an operating loss of approximately $468,000 for the 2019 quarter. Even though steel prices increased significantly throughout the 2020 quarter, tubular segment margins did not see significant improvement until December 2020 due to the longer manufacturing lead time associated with tubular products and soft energy industry demand. Operating results for the  2019 quarter were negatively impacted by compressed margins associated with declining steel prices and weak energy industry conditions.

 

16

 

The Company’s tubular segment purchases its inventory from a limited number of suppliers. Loss of any of these suppliers could have a material adverse effect on the Company’s business. In March 2020, U.S. Steel announced the idling of their Lone Star Tubular Operations which is our sole supplier of mill reject pipe. At December 31, 2020, we had approximately 26,000 tons of mill reject inventory which we believe to be approximately two years of inventory. We expect the idling to have a negative impact on our operations as we eventually sell out of inventory.

 

General, Selling and Administrative Costs

 

During the 2020 quarter, general, selling and administrative costs increased $524,750 compared to the 2019 quarter. The increase was related primarily to increased payroll, professional fees and restricted stock plan compensation expense.

 

Income Taxes

 

Income taxes increased from a benefit for the 2019 quarter of $264,550 to a provision for the 2020 quarter of $639,152. This increase was related primarily to the shift from a loss before taxes for the 2019 quarter to having earnings before tax for the 2020 quarter.

 

Outlook

 

During August 2020 hot-rolled steel pricing started to rise and has continued a significant increase of approximately 165% as of the filing date of this Form 10-Q. Our coil segment margins experienced improvement throughout the third quarter and we expect the fourth quarter to have strong margins. Our tubular segment margins do not respond as quickly to the fluctuations in steel price but we did see significant improvement in December 2020 and we expect that margin strength to continue during the fourth quarter. We expect both coil segment and tubular segment sales volumes for the fourth quarter to be slightly higher than the third quarter volumes.

 

FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES

 

The Company’s current ratio was 7.5 at December 31, 2020 and 6.8 at March 31, 2020. Working capital was $55,706,092 at December 31, 2020 and $55,566,158 at March 31, 2020.

 

During the nine months ended December 31, 2020, the Company maintained assets and liabilities at levels it believed were commensurate with operations. Changes in balance sheet amounts occurred in the ordinary course of business. Cash decreased primarily from the purchase of property, plant and equipment, payment of cash dividends and the repurchase of common stock partially offset by cash provided by operating activities and from Paycheck Protection Program loan proceeds. The Company expects to continue to monitor, evaluate and manage balance sheet components depending on changes in market conditions and the Company’s operations.

 

In April 2020, the Company received a $1,690,385 loan (the “PPP Loan”) from JPMorgan Chase Bank, N.A. (the “Bank”), under the Paycheck Protection Program, which was established under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), as modified by the Paycheck Protection Flexibility Act of 2020 (the “PPP Flexibility Act”). The term of the PPP Loan is two years from the funding date of the PPP Loan. The interest rate on the PPP Loan is 0.98%. Under the terms of the PPP Loan, interest accrues from the funding date of the PPP Loan but payments of both principal and interest payments are deferred for six months. Pursuant to the terms of the CARES Act, the Company can apply for and may be granted forgiveness for all or a portion of the PPP Loan, if and to the extent that the Company satisfies certain requirements. Such forgiveness is subject to use of the PPP Loan proceeds for qualifying purposes and is also subject to maintenance or achievement of certain employee and compensation levels. While the Company plans to apply for forgiveness of the PPP Loan in accordance with the requirements and limitations under the CARES Act, the PPP Flexibility Act and the Small Business Administration ("SBA") regulations and requirements, no assurance can be given that all or any portion of the PPP Loan will be forgiven. Additional deferment of both principal and interest payments has been granted to provide ample time to submit a loan forgiveness application. As of the filing date of this Form 10-Q, the Bank has paused their processing of forgiveness applications while they and the SBA make modifications to their systems and processes based on new provisions. We plan to submit a forgiveness application as soon as allowed.

 

On June 25, 2020, our Board of Directors authorized a share repurchase program under which the Company may repurchase up to 1,062,067 shares of the Company’s outstanding common stock through June 30, 2023, which equates to 15% of the Company’s outstanding shares of common stock as of June 25, 2020. As of December 31, 2020, we have repurchased 180,200 shares at a total cost of $1,143,356. Repurchases under the program may be made from time to time at the Company’s discretion and may be made in open market transactions, through block trades, in privately negotiated transactions and pursuant to any trading plan that may be adopted by the Company’s management in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, or otherwise. The timing and actual number of shares repurchased pursuant to the program will depend on a variety of factors including price, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. The repurchase program does not obligate the Company to acquire a specific dollar amount or number of shares and may be modified, suspended or discontinued at any time.

 

The Company believes that its current cash position along with cash flows from operations and borrowing capability due to its financial position are adequate to fund its expected cash requirements for the next 12 months.

 

CRITICAL ACCOUNTING ESTIMATES

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant estimates that are subject to the Company’s assumptions include the fair value of the pipe-finishing facility, determination of useful lives for fixed assets, determination of the allowance for doubtful accounts and the determination of net realizable value relative to inventory. The fair value determination of the pipe-finishing facility requires assumptions related to future operations of the facility and estimates related to the replacement cost and value in exchange for the assets. The determination of useful lives for depreciation of fixed assets requires the Company to make assumptions regarding the future productivity of the Company’s fixed assets. The allowance for doubtful accounts requires the Company to draw conclusions on the future collectability of the Company’s accounts receivable. The determination of net realizable value when reviewing inventory value requires the Company to make assumptions concerning sales trends, customer demand and steel industry market conditions. Actual results could differ from these estimates.

 

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

From time to time, the Company may make certain statements that contain forward-looking information (as defined in the Private Securities Litigation Reform Act of 1996, as amended) and that involve risk and uncertainty. Such statements may include those risks disclosed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of this report. These forward-looking statements may include, but are not limited to, future changes in the Company’s financial condition or results of operations, future production capacity, product quality and proposed expansion plans. Forward-looking statements may be made by management orally or in writing including, but not limited to, this Management’s Discussion and Analysis of Financial Condition and Results of Operations and other sections of the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including the Company’s Annual Report on Form 10-K and its other Quarterly Reports on Form 10-Q. Forward-looking statements include those preceded by, followed by or including the words “will,” “expect,” “intended,” “anticipated,” “believe,” “project,” “forecast,” “propose,” “plan,” “estimate,” “enable,” and similar expressions, including, for example, statements about our business strategy, our industry, our future profitability, growth in the industry sectors we serve, our expectations, beliefs, plans, strategies, objectives, prospects and assumptions, and estimates and projections of future activity and trends in the oil and natural gas industry. These forward-looking statements are not guarantees of future performance. These statements are based on management’s expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Although forward-looking statements reflect our current beliefs, reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. Actual results and trends in the future may differ materially depending on a variety of factors including, but not limited to, changes in the demand for and prices of the Company’s products, changes in government policy regarding steel, changes in the demand for steel and steel products in general and the Company’s success in executing its internal operating plans, changes in and availability of raw materials, unplanned shutdowns of our production facilities due to equipment failures or other issues, increased competition from alternative materials and risks concerning innovation, new technologies, products and increasing customer requirements. Accordingly, undue reliance should not be placed on our forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except to the extent law requires.

 

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

Not required

 

Item 4. Controls and Procedures

 

The Company’s management, with the participation of the Company’s principal executive officer (“CEO”) and principal financial officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act), as of the end of the fiscal quarter ended December 31, 2020. Based on this evaluation, the Company’s CEO and principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of the end of the fiscal quarter ended December 31, 2020 to ensure that information that is required to be disclosed by the Company in the reports it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the CEO and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

 

There were no changes in the Company’s internal control over financial reporting that occurred during the fiscal quarter ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

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FRIEDMAN INDUSTRIES, INCORPORATED

Three Months Ended December 31, 2020

 

Part II — OTHER INFORMATION

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

 

Q3 Periods   Total Number of Shares Purchased     Average Price Paid per Share     Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs*     Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs*  
October 1-31, 2020     37,072     $ 5.95       37,072          
November 1-30, 2020     21,175     $ 5.96       21,175          
December 1-31, 2020     54,672     $ 7.07       54,672          
Total:     112,919                       881,867  

 

*On June 25, 2020, the Board of Directors of the Company authorized a share repurchase program under which the Company may repurchase up to 1,062,067 shares of the Company’s outstanding common stock through June 30, 2023, which equates to 15% of the Company’s outstanding shares of common stock as of  June 25, 2020.

 

Item 6. Exhibits

 

 

Exhibits

 

 

     

  3.1

Articles of Incorporation of the Company, as amended (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016).

     

  3.2

Articles of Amendment to the Articles of Incorporation of the Company, as filed with the Texas Secretary of State on September 22, 1987 (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016).

     

  3.3

Amended and Restated Bylaws of the Company (incorporated by reference from Exhibit 3.2 to the Company’s Form S-8 filed on December 21, 2016).

     

  31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor.

     

  31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue.

     

  32.1

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor.

     

  32.2

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue.

     

101.INS

XBRL Instance Document.

     

101.SCH

XBRL Taxonomy Schema Document.

     

101.CAL

XBRL Calculation Linkbase Document.

     

101.DEF

XBRL Definition Linkbase Document.

     

101.LAB

XBRL Label Linkbase Document.

     

101.PRE

XBRL Presentation Linkbase Document.

 

19

 

 

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.

 

 

 

FRIEDMAN INDUSTRIES, INCORPORATED

       

Date: February 22, 2021

 

By

/s/    ALEX LARUE        

 

 

 

Alex LaRue, Chief Financial Officer – Secretary and

Treasurer (Principal Financial Officer)

 

20