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PC Connection, Inc. Reports Third Quarter Results.


Business/Technology Editors

MERRIMACK Merrimack, river, United States
Merrimack, river, c.110 mi (180 km) long, formed at Franklin, S central N.H., by the junction of the Pemigewasset (rising in the White Mts.) and Winnipesaukee rivers. It flows S past Concord and Manchester into NE Mass.
, N.H.--(BUSINESS WIRE)--Oct. 24, 2002

THIRD QUARTER HIGHLIGHTS:

9.0% growth in net sales Net Sales

The amount a seller receives from the buyer after costs associated with the sale are deducted.

Notes:
This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight
 

17.1% sequential One after the other in some consecutive order such as by name or number.  growth in net sales

$.09 earnings per share

Earnings ahead of analyst expectations

PC Connection, Inc. (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
: PCCC PCCC Passaic County Community College (Paterson, NJ)
PCCC Platform Communication on Climate Change (The Netherlands)
PCCC Porsche Ceramic Composite Clutch
), a leading direct marketer of information technology (IT) products and solutions, today announced results for the quarter ended September September: see month.  30, 2002. Net sales for the three months ended September 30, 2002 increased by $28.1 million, or 9.0% to $341.0 million from $312.9 million for the three months ended September 30, 2001. Net income for the quarter was $2.2 million, or $.09 per share, compared to $2.1 million, or $.08 per share for the three months ended September 30, 2001. Excluding the after-tax af·ter-tax also af·ter·tax
adj.
Relating to or being that which remains after payment, especially of income taxes: after-tax profits. 
 effects of restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  costs and other special charges of $718.0 thousand and $1.2 million for the three months ended September 30, 2002 and 2001, respectively, the Company reported net income for the quarter ended September 30, 2002 of $2.6 million, or $.11 per share, compared to net income of $2.8 million, or $.11 per share, for the quarter ended September 30, 2001.

Net sales for the nine months ended September 30, 2002 were $869.3 million compared to $912.6 million for the corresponding period a year ago. Net income for the nine months ended September 30, 2002 was $383.0 thousand, or $.02 per share, compared to net income of $5.9 million, or $.24 per share for the nine months ended September 30, 2001. Excluding the after-tax effects of restructuring costs and other special charges of $1.6 million and $2.1 million for the nine months ended September 30, 2002 and 2001, respectively, the Company reported net income for the nine months ended September 30, 2002 of $1.3 million, or $.05 per share, compared to net income of $7.2 million, or $.29 per share, for the nine months ended September 30, 2001. The Company previously reported net sales of $291.1 million and net income of $.01 per share for the three months ended June June: see month.  30, 2001.

Patricia Gallup Gallup, town (1990 pop. 19,154), alt. 6,515 ft (1,986 m), seat of McKinley co., NW N.Mex., on the Puerco River near the Ariz. line; inc. 1891. It is a rail and trade center in a large mining, timber, and ranching area. , Chairman and Chief Executive Officer of PC Connection, Inc., said, "We are encouraged by the improvement in our overall performance. Sales for our public sector segment, GovConnection, Inc., aided by seasonally strong sales to the federal government and education customers, grew sequentially se·quen·tial  
adj.
1. Forming or characterized by a sequence, as of units or musical notes.

2. Sequent.



se·quen
 by 50%, to $96 million. Our large account segment, MoreDirect, Inc., grew sequentially by 31% to $70 million. Sales for our small- and medium-sized Me´di`um-sized`

a. 1. Having a medium size; as, a medium-sized man s>.

Adj. 1. medium-sized - intermediate in size
medium-size, moderate-size, moderate-sized
 business segment (SMB (1) (Small to Medium-sized Business) Also called "SME" (small to medium-sized enterprise), it refers to companies that are larger than the small office/home office (SOHO), but not huge. ), were essentially equal ($174 million) to the sales for second quarter of 2002."

As of September 30, 2002, the number of Outbound out·bound  
adj.
Outward bound; headed away: outbound trains.

Adj. 1. outbound - that is going out or leaving; "the departing train"; "an outward journey"; "outward-bound ships"
 Sales Account Managers for all operating segments totaled 511 compared to 496 at September 30, 2001, and compared to 521 at June 30, 2002. Average order size for the three months ended September 30, 2002 was $1,323 compared to $1,259 in the corresponding period a year ago and $1,127 in the three months ended June 30, 2002.

Ken Koppel Koppel, Koppell, or Kopel may refer to: Koppel
  • Koppel, Pennsylvania
  • Ted Koppel
  • Andrea Koppel, his daughter
  • Jacob Koppel Javits, U.S.
, President of PC Connection, Inc., said, "Our sales of enterprise server and networking products improved sequentially by 12.1% during the quarter and by 27% from the year ago period. Excluding MoreDirect, our average annualized annualized

Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared.
 sales productivity per account manager increased from $2 million in the second quarter of 2002 to $2.3 million for the third quarter of 2002, a 15% sequential improvement. In addition, our SMB segment improved gross profit margins Gross profit margin

Gross profit divided by sales, which is equal to each sales dollar left over after paying for the cost of goods sold.


gross profit margin

A measure calculated by dividing gross profit by net sales.
 by 72 basis points from 11.61% for the quarter ended June 30, 2002, to 12.33% for the quarter ended September 30, 2002."

Notebook Computer A laptop computer that weighs in a range from five to seven pounds. The term originated when laptops were routinely more than 10 pounds, and those that became lighter were placed in a special "notebook" category. In practice, notebook computer and laptop computer are synonymous.  Systems was the Company's largest product category, accounting for 16.0% of net sales in the third quarter of 2002, compared to 22.5% for the corresponding period a year ago. Desktop/server systems accounted for 14.8% of net sales in the third quarter of 2002 compared to 12.0% of net sales for the corresponding period a year ago. Computer system average selling prices The average sales price of goods or commodities. Especially used in the retail sector and technology distribution.  (ASPs) increased 2% in the third quarter compared to the corresponding period a year ago and increased 2% compared to the second quarter of 2002, resulting primarily from a 23% sequential increase in server ASPs.

Gross profit margins as a percentage of net sales increased to 10.9% in the third quarter of 2002 from 10.7% in the second quarter of 2002. Gross profit margins in the Company's SMB segment improved sequentially by 72 basis points while gross profit margins in our Public Sector segment decreased by 37 basis points. As stated in previous releases, the Company expects that its gross profit margin as a percentage of net sales may vary by quarter based upon vendor support programs, product mix, pricing strategies There are many ways in which the price of a product can be determined. The following are the foremost strategies that businesses are likely to use. Competition-based pricing
Setting the price based upon prices of the similar competitor products.
, market conditions and other factors.

Total selling, general, and administrative expenses (SG&A), as a percentage of net sales, were 9.6% in the third quarter of 2002, compared to 9.3% in the corresponding period a year ago, and 10.5% in the second quarter of 2002. The Company expects that its SG&A as a percentage of net sales may vary by quarter depending on changes in sales volume, as well as the levels of continuing investments in key growth initiatives.

Subsequent to the issuance of the Company's consolidated financial statements Consolidated Financial Statements

The combined financial statements of a parent company and its subsidiaries.

Notes:
Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge
 for the quarter ended June 30, 2002, the Company's management determined that it should have recorded revenue at the time of delivery to customers rather than upon shipment under Staff Accounting Bulletin No. 101 "Revenue Recognition in Financial Statements" ("SAB SAB Spontaneous abortion. See Abortion.  101"). The Company implemented SAB 101, effective January January: see month.  1, 1999 and, consistent with its historical practice, continued to record revenue at the time of shipment, concurrent At the same time. It implies that multiple processes are taking place simultaneously. See concurrent operation.  with the passage of title under the Company's documentation with its customers. Historically, however, the Company generally covered customer losses and damage to shipments in transit transit, in astronomy, passage of a body across a meridian or passage of a small body across the visible disk of a larger one. (The passage of a large body across a smaller one is called an eclipse or occultation. . The Company established reserves each quarter to cover estimated losses and damages to in-transit goods which were included in SG&A expense. The Company recently learned of an SEC Staff interpretation of SAB 101 indicating that companies generally covering customer losses and damage to shipments in transit should record revenue at the time of delivery (the "de facto [Latin, In fact.] In fact, in deed, actually.

This phrase is used to characterize an officer, a government, a past action, or a state of affairs that must be accepted for all practical purposes, but is illegal or illegitimate.
" passage of title) rather than upon shipment.

Although the effects of recording revenue at time of delivery, rather than at time of shipment, are not material to any prior fiscal year or quarter, if the Company had made a cumulative retroactive Having reference to things that happened in the past, prior to the occurrence of the act in question.

A retroactive or retrospective law is one that takes away or impairs vested rights acquired under existing laws, creates new obligations, imposes new duties, or attaches a
 adjustment in the quarter ended September 30, 2002 it would have decreased results of operations by $.02 per share and this, therefore, would have been considered material. Accordingly, the Company will amend its annual report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended December December: see month.  31, 2001 and its reports on Form 10-Q Form 10-Q

See 10-Q.
 for the periods ended March 31, 2002 and June 30, 2002 for this change in revenue recognition practice. All prior year and prior quarter comparative figures contained herein reflect this change. Schedule A attached sets forth, for each such period, the previously reported financial statements, all adjustments resulting from the change in revenue recognition practice and the financial statements reflecting this change.

Patricia Gallup, concluded, "Again, we are pleased with PC Connection's overall performance for the quarter. The investments we have made over the past year, and our efforts to improve the efficiency and effectiveness of our sales organizations, are beginning to produce results. We strongly believe we can continue to enhance our operating performance and build long-term Long-term

Three or more years. In the context of accounting, more than 1 year.


long-term

1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term.
 shareholder value."

PC Connection, Inc., a Fortune 1000 company, operates through three sales subsidiaries, PC Connection Sales Corporation of Merrimack, NH, GovConnection, Inc. of Rockville Rockville, city (1990 pop. 44,835), seat of Montgomery co., W central Md., a NW suburb of Washington, D.C.; settled c.1760s, inc. as a city 1860. It has several scientific research and technology laboratories that focus on the aerospace, electronics, nuclear energy, , MD and MoreDirect, Inc. of Boca Raton Boca Raton (bō`kə rətōn`), city (1990 pop. 61,492), Palm Beach co., SE Fla., on the Atlantic; inc. 1925. Boca Raton is a popular resort and retirement community that experienced significant industrial development in the 1970s and 80s. , FL. PC Connection Sales Corporation is a rapid-response provider of information technology (IT) products and solutions offering more than 100,000 brand-name products to businesses through its staff of technically trained outbound sales account managers and catalog catalog, descriptive list, on cards or in a book, of the contents of a library. Assurbanipal's library at Nineveh was cataloged on shelves of slate. The first known subject catalog was compiled by Callimachus at the Alexandrian Library in the 3d cent. B.C.  telesales telesales
Noun

the selling of a commodity or service by telephone

telesales nplteleventas fpl

telesales npl
 representatives, its comprehensive web sites at www.pcconnection.com and www.macconnection.com, and its catalogs PC Connection (1-800-800-5555) and MacConnection (1-800-800-2222). GovConnection, Inc. is a rapid-response provider of IT products and solutions, offering more than 100,000 brand-name products to federal, state and local government agencies and educational institutions (1-800-800-0019). MoreDirect, Inc. provides corporate technology buyers with a comprehensive web-based e-procurement (Electronic-PROCUREMENT) Purchasing online. E-procurement systems are used to obtain materials and parts via the Web or using traditional EDI standards either for internal manufacturing (direct procurement) or office supplies and equipment (indirect procurement).  solution and in-depth in-depth
adj.
Detailed; thorough: an in-depth study.


in-depth
Adjective

detailed or thorough: an in-depth analysis

 IT supply-chain expertise, serving as a one-stop one-stop
adj.
Relating to or providing a comprehensive selection of goods or services at a single location: one-stop shopping; a one-stop health-care center.
 source by aggregating more than 350,000 products from the inventories of leading IT wholesale distributors and manufacturers. All three subsidiaries can deliver custom-configured computer systems overnight.

A live webcast of PC Connection Management's discussion of the third quarter will be available on the Company's Web site at www.pcconnection.com and on www.streetevents.com. The webcast will begin today at 10:00 a.m. EST EST electroshock therapy.

EST
abbr.
electroshock therapy
.

"Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
" Statement Under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995: This release contains forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that are subject to risks and uncertainties, including, but not limited to, the impact of changes in market demand and the overall level of economic activity, or in the level of business investment in information technology products, competitive products and pricing, product availability and market acceptance, new products, fluctuations in operating results and other risks detailed under the caption "Factors That May Affect Future Results and Financial Condition" in the Company's 2001 Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2001. More specifically, the statements in this release concerning the Company's outlook for the balance of 2002 and the statements concerning the Company's gross margin percentage, average selling prices and selling and administrative costs administrative costs,
n.pl the overhead expenses incurred in the operation of a dental benefits program, excluding costs of dental services provided.
 and other statements of a non-historical basis (including statements regarding implementing strategies for future growth and the ability of the Company to regain its model of profitable growth) are forward-looking statements that involve certain risks and uncertainties. Such risks and uncertainties include the ability to realize market demand for and competitive pricing pressures on the products and services marketed by the Company, the continued acceptance of the Company's distribution channel by vendors and customers, continuation continuation - continuation passing style  of key vendor relationships and support programs and the ability of the Company to hire and retain qualified sales account managers and other essential personnel.

CONSOLIDATED SELECTED FINANCIAL HIGHLIGHTS
At or for the Three Months Ended September 30,
(Dollars and shares in thousands, except
operating data, price/earnings ratio and
per share data)

                         2002     % of      2001        % of       %
                                   Net   (Restated)(5)   Net    Change
                                  Sales                 Sales
Operating Data:

  Net sales growth
   (decrease)              9.0%               (21.3)%
  Diluted earnings
   per share change       12.5                (81.0)
  Gross profit
   margin                 10.9                 10.7
  Operating margin         1.1                  1.0
  Return on
   equity (2)              6.1                  5.7

  Catalogs
   distributed       7,445,150            9,830,000            (24.3)%
  Orders
   entered (1)         314,000              297,000              5.7
  Average order
   size (1)             $1,323               $1,259              5.1

  Inventory
   turns (2)                24                   18
  Days sales
   outstanding              50                   40

Product Mix:

  Notebooks          $  54,726    16.0%   $  70,484    22.5%   (22.4)%
  Desktops/Servers      50,640    14.8       37,560    12.0     34.8
  Storage Devices       30,706     9.0       28,673     9.2      7.1
  Software              53,906    15.8       43,300    13.8     24.5
  Networking
   communications       27,757     8.1       29,389     9.4     (5.6)
  Printers              29,262     8.6       26,143     8.4     11.9
  Videos & Monitors     33,587     9.8       27,127     8.7     23.8
  Memory                11,782     3.5        7,784     2.5     51.4
  Accessories/
   Other                48,673    14.4       42,425    13.5     14.7
                     $ 341,039   100.0%   $ 312,885   100.0%     9.0%

Net Sales of
 Enterprise Server
 and Networking
 Products (included
 in the above
 Product Mix):       $  74,992    22.0%   $  58,926    18.8%    27.3%

Stock Performance
 Indicators:

  Actual shares
   outstanding          24,554               24,444
  Total book value
   per share             $5.99                $5.89
  Tangible book
   value per
   share (4)             $4.90                $5.52
  Closing price          $4.06                $7.74
  Market
   capitalization      $99,689             $189,197
  Trailing price/
   earnings
   ratio (3)                58                   17

(1) Does not reflect cancellations or returns.
(2) Annualized.
(3) Earnings are based on the last four quarters.
(4) Calculation is based on tangible net assets.
(5) Includes adjustments for change in revenue recognition
    practice - see Schedule A.


CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Amounts in thousands, except per share data)

                                  2002                    2001
                                                       (Restated)(1)
                           Amount      % of         Amount     % of
                                     Net Sales               Net Sales

Net sales                $ 341,039     100.00%    $ 312,885    100.00%
Cost of sales              303,869      89.10       279,352     89.28
   Gross Profit             37,170      10.90        33,533     10.72
Selling, general
 and administrative
 expenses                   32,625       9.57        29,117      9.31
Restructuring costs
 and other special
 charges                       718        .21         1,200       .38
   Income From
    Operations               3,827       1.12         3,216      1.03
Interest expense              (297)      (.09)         (264)     (.08)
Other, net                      94        .03           357       .11
Income tax provision        (1,418)      (.41)       (1,257)     (.40)
   Net Income            $   2,206        .65%    $   2,052       .66%

Weighted average
 common shares
 outstanding:
  Basic                     24,533                   24,524
  Diluted                   24,789                   24,939
Earnings per common
 share:
  Basic                  $     .09                 $    .08
  Diluted                $     .09                 $    .08

(1) Includes adjustments for change in revenue recognition
    practice - see Schedule A.


CONSOLIDATED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Amounts in thousands, except per share data)

                                  2002                   2001
                                                     (Restated)(1)
                           Amount      % of         Amount      % of
                                     Net Sales               Net Sales

Net sales                $ 869,347     100.00%    $ 912,581    100.00%
Cost of sales              775,903      89.25       810,873     88.85
   Gross Profit             93,444      10.75       101,708     11.15
Selling, general
 and administrative
 expenses                   90,712      10.43        90,210      9.89
Restructuring costs
 and other special
 charges                     1,636        .19         2,051       .22
   Income From
    Operations               1,096        .13         9,447      1.04

Interest expense              (835)      (.10)         (918)     (.10)
Other, net                     421        .05         1,041       .11
Income tax
 provision                    (299)      (.04)       (3,636)     (.40)
   Net Income            $     383        .04% $      5,934       .65%

Weighted average
 common shares
 outstanding:
  Basic                     24,546                   24,455
  Diluted                   24,848                   24,958
Earnings per common
 share:
  Basic                 $      .02                 $    .24
  Diluted               $      .02                 $    .24

(1) Includes adjustments for change in revenue recognition
    practice - see Schedule A.


CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
                                              Sept. 30,     Dec. 31,
                                                2002          2001
                                                         (Restated)(2)
ASSETS

 Current Assets:
   Cash and cash equivalents                 $  13,862      $  35,605
   Accounts receivable, net                    142,628        107,163
   Inventories - merchandise                    52,774         57,456
   Deferred income taxes                         3,203          2,559
   Income tax receivable                         3,037          1,312
   Prepaid expenses and other
    current assets                               2,483          3,013
      Total current assets                     217,987        207,108
 Property and equipment, net                    27,464         27,472
 Goodwill, net and other
  intangibles, net                              26,738          8,807
 Restricted cash (1)                            10,000           --
 Other assets                                      381            258
      Total assets                           $ 282,570      $ 243,645

LIABILITIES AND
 STOCKHOLDERS' EQUITY

 Current Liabilities:
   Current maturities of capital
    lease obligation to affiliate            $     185      $     171
   Current maturities of
    long-term debt                                --            1,000
   Accounts payable                            111,146         75,399
   Accrued expenses and other
    liabilities                                 14,139         10,096
      Total current liabilities                125,470         86,666
 Capital lease obligation to
  affiliate, less current
  maturities                                     6,481          6,621
 Deferred taxes                                  3,643          3,523
 Other liabilities                                  16             73
      Total liabilities                        135,610         96,883
 Stockholders' Equity:
   Common stock                                    249            247
   Additional paid-in capital                   74,957         74,393
   Retained earnings                            74,042         73,659
   Treasury stock at cost                       (2,288)        (1,537)
      Total stockholders'
       equity                                  146,960        146,762
      Total liabilities and
       stockholders' equity                  $ 282,570      $ 243,645


(1) Cash escrow established for the MoreDirect, Inc. acquisition.
(2) Includes adjustments for change in revenue recognition
    practice - see Schedule A.


CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY(Restated)(1)
Nine months ended September 30, 2002 (Amounts in thousands)

               Common Stock                    Treasury Shares
                               Addtl. Retained
               Shares Amount  Paid In Earnings Shares Amount  Total
Balance -                     Capital
 December
 31, 2001     24,748  $247  $74,393  $73,659  (205) $(1,537) $146,762
Exercise of
 stock
 options,
 including
 income tax
 benefits        78      1      252        -     -        -       253

Issuance of
 stock under
 employee
 stock
 purchase
 plan             89     1      312        -     -        -       313

Repurchase of
 common stock
 for treasury      -     -        -        -  (156)    (751)     (751)
Net income         -     -        -      383     -        -       383
Balance -
 September
 30, 2002     24,915  $249  $74,957  $74,042  (361) $(2,288) $146,960

(1) Includes adjustments for change in revenue recognition practice -
    see Schedule A.


CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended September 30,  (Amounts in thousands)

                                                2002          2001
                                                         (Restated)(1)
Cash Flows from Operating
 Activities:
  Net income                                  $    383       $  5,934
  Adjustments to reconcile net
   income to net cash provided
   by operating activities:
    Depreciation and
     amortization                                5,997          5,763
    Deferred income
     taxes                                        (524)            42
    Provision for doubtful
     accounts                                    5,838          8,590
    Loss on disposal of
     fixed assets                                 --                9
  Changes in assets and
   liabilities:
    Accounts receivable                        (12,392)        14,829
    Inventories                                  5,000         18,082
    Prepaid expenses and
     other current assets                         (865)         5,633
    Other non-current assets                       (95)           191
    Income tax benefits from
     exercise of stock options                     118            156
    Accounts payable                            12,845         (5,692)
    Accrued expenses and other
     liabilities                                   378         (1,513)
  Net cash provided by
   operating activities                         16,683         52,024

Cash Flows from Investing
 Activities:

  Purchases of property and
   equipment                                    (4,428)        (4,860)
  Proceeds from sale of
   property and equipment                           16             16
  Payments for acquisitions,
   net of cash acquired                        (22,585)          --
  Cash escrow funded for
   acquisition                                 (10,000)          --
  Net cash used for investing
   activities                                  (36,997)        (4,844)

Cash Flows from Financing
 Activities:

  Proceeds from short-term
   borrowings                                   19,568         67,952
  Repayment of short-term
   borrowings                                  (19,568)       (67,952)
  Repayment of notes payable                    (1,000)        (1,000)
  Repayment of capital lease
   obligations to affiliate                       (126)          (113)
  Exercise of stock options                        135            615
  Issuance of stock under
   employee stock purchase plan                    313            728
  Purchase of treasury shares                     (751)        (1,497)
  Net cash used for financing
   activities                                   (1,429)        (1,267)

  (Decrease)/increase in cash
   and cash equivalents                        (21,743)        45,913
  Cash and cash equivalents,
   beginning of period                          35,605          7,363
  Cash and cash equivalents,
   end of period                              $ 13,862       $ 53,276

(1) Includes adjustments for change in revenue recognition practice -
    see Schedule A.


                          PC Connection, Inc.
                   Third Quarter Earnings - 10/24/02
                      CONSOLIDATED BALANCE SHEETS
                             ATTACHMENT A
                             Restatement

                                                As Reported
                                               At December 31,
(Dollars in thousands)                  1999        2000       2001

Current Assets:
  Cash and cash equivalents         $  20,416   $   7,363   $  35,605
  Accounts receivable net              99,405     139,644     117,461
  Inventories - merchandise            64,348      54,679      48,003
  Deferred income taxes                 1,991       2,175       2,304
  Income taxes receivable               1,403       4,882       1,312
  Prepaid expenses and other
   current assets                       3,248       3,064       3,013
       Total Current Assets           190,811     211,807     207,698

Property and equipment, net            23,126      28,665      27,472
Deferred income taxes                    --          --          --
Goodwill, net                           9,431       9,509       8,807
Other assets                              169         432         258
       Total Assets                 $ 223,537   $ 250,413   $ 244,235

Current Liabilities:
  Current maturities of capital
   lease obligation to affiliate    $     137   $     153   $     171
  Current maturities of long
   term debt                            1,000       1,000       1,000
  Accounts payable                    105,547      86,216      75,399
  Accrued expenses and other
   liabilities                         11,877      12,769      10,272
       Total current liabilities      118,561     100,138      86,842

Long-term debt, less current
 maturities                             2,000       1,000        --
Capital lease obligations to
 affiliate, less current
 maturities                             6,945       6,792       6,621
Deferred income taxes                   1,579       3,555       3,523
Other liabilities                         229         241          73
       Total Liabilities              129,314     111,726      97,059

Stockholders' Equity
  Common Stock                            237         244         247
  Additional paid-in capital           58,548      71,542      74,393
  Retained earnings                    35,438      66,901      74,073
  Treasury stock at cost                 --          --        (1,537)
       Total Stockholders'
        Equity                         94,223     138,687     147,176

       Total Liabilities and
        Stockholders' Equity        $ 223,537   $ 250,413   $ 244,235


                                               Adjustments
                                             At December 31,
(Dollars in thousands)                  1999       2000      2001

Current Assets:
  Cash and cash equivalents
  Accounts receivable net            $ (5,883) $ (15,564)$ (10,298)
  Inventories - merchandise             5,171     14,285     9,453
  Deferred income taxes                   215        381       255
  Income taxes receivable
  Prepaid expenses and other
   current assets
       Total Current Assets              (497)      (898)     (590)

Property and equipment, net
Deferred income taxes
Goodwill, net
Other assets
       Total Assets                    $ (497)    $ (898)   $ (590)

Current Liabilities:
  Current maturities of capital
   lease obligation to affiliate
  Current maturities of long
   term debt
  Accounts payable
  Accrued expenses and other
   liabilities                         $ (146)    $ (277)   $ (176)
       Total current liabilities         (146)      (277)     (176)

Long-term debt, less current
 maturities
Capital lease obligations to
 affiliate, less current
 maturities
Deferred income taxes
Other liabilities
       Total Liabilities                 (146)      (277)     (176)

Stockholders' Equity
  Common Stock
  Additional paid-in capital
  Retained earnings                      (351)      (621)     (414)
  Treasury stock at cost
       Total Stockholders'
        Equity                           (351)      (621)     (414)

       Total Liabilities and
        Stockholders' Equity           $ (497)    $ (898)   $ (590)


                                                As Restated
                                               At December 31,
(Dollars in thousands)                 1999       2000       2001

Current Assets:
  Cash and cash equivalents         $ 20,416    $ 7,363    $ 35,605
  Accounts receivable net             93,522    124,080     107,163
  Inventories - merchandise           69,519     68,964      57,456
  Deferred income taxes                2,206      2,556       2,559
  Income taxes receivable              1,403      4,882       1,312
  Prepaid expenses and
   other current assets                3,248      3,064       3,013
       Total Current Assets          190,314    210,909     207,108

Property and equipment, net           23,126     28,665      27,472
Deferred income taxes                      -          -           -
Goodwill, net                          9,431      9,509       8,807
Other assets                             169        432         258
       Total Assets                $ 223,040  $ 249,515   $ 243,645

Current Liabilities:
  Current maturities of capital
   lease obligation to affiliate       $ 137      $ 153       $ 171
  Current maturities of long
   term debt                           1,000      1,000       1,000
  Accounts payable                   105,547     86,216      75,399
  Accrued expenses and other
   liabilities                        11,731     12,492      10,096
       Total current liabilities     118,415     99,861      86,666

Long-term debt, less current
 maturities                            2,000      1,000           -
Capital lease obligations to
 affiliate, less current
 maturities                            6,945      6,792       6,621
Deferred income taxes                  1,579      3,555       3,523
Other liabilities                        229        241          73
       Total Liabilities             129,168    111,449      96,883

Stockholders' Equity
    Common Stock                         237        244         247
    Additional paid-in capital        58,548     71,542      74,393
    Retained earnings                 35,087     66,280      73,659
    Treasury stock at cost                 -          -      (1,537)
       Total Stockholders' Equity     93,872    138,066     146,762
       Total Liabilities and
        Stockholders' Equity       $ 223,040  $ 249,515   $ 243,645

NOTE:

    Subsequent to the issuance of the Company's consolidated financial
statements for the quarter ended June 30, 2002, the Company's
management determined that it should have recordedecevenue at the time
of delivery to customers rather than upon shipment under Staff
Accounting Bulletin No. 101 "Revenue Recognition in Financial
Statements" ("SAB 101"). The Company implemented SAB 101, effective
January 1, 1999 and, consistent with its historical practice,
continued to record revenue at the time of shipment, concurrent with
the passage of title under the Company's documentation with its
customers. Historically, however, the Company generally covered
customer losses and damage to shipments in-transit. The Company
established reserves each quarter to cover estimated losses and
damages to in-transit goods which were included in S,G&A expense. The
Company recently learned of an SEC Staff interpretation of SAB 101
indicating that companies generally covering customer losses and
damage to shipments in transit should record revenue at the time of
delivery (the "de facto" passage of title) rather than upon shipment.

    Although the effects of recording revenue at time of delivery,
rather than at time of shipment, are not material to any prior fiscal
year or quarter, if the Company had made a cumulative retroactive
adjustment in the quarter ended September 30, 2002 it would have
decreased results of operations by $.02 per share and this, therefore,
would have been considered material. Accordingly, the Company will
amend its annual report on Form 10-K for the year ended December 31,
2001 and its reports on Form 10-Q for the periods ended March 31, 2002
and June 30, 2002 for this change in revenue recognition practice. All
prior year and prior quarter comparative figures contained herein
reflect this change. Schedule A attached sets forth, for each such
period, the previously reported financial statements, all adjustments
resulting from the change in revenue recognition practice, and the
financial statements reflecting this change.



                         PC Connection, Inc.
                Third Quarter Earnings, Inc - 10/24/02
                CONSOLIDATED STATEMENTS OF OPERATIONS
                            ATTACHEMENT A
                             Restatement


AS REPORTED
(Dollars in thousands)

                1999                      2000
For the Periods
 Ended                    3/31     6/30     9/30    12/31     TOTAL

Net Sales   $1,080,835 $333,799 $366,090 $404,876 $345,143 $1,449,908
Cost of
 Sales         951,489  293,169  321,145  355,146  304,227  1,273,687

 Gross Profit  129,346   40,630   44,945   49,730   40,916    176,221

Selling,
 general and
 administrative
 expenses       91,405   29,007   30,903   32,872   31,190    123,972
Restructuring
 and other special
 charges             -        -        -        -        -         -

Income From
 Operations     37,941   11,623   14,042   16,858    9,726     52,249

Interest
 Expense        (1,392)    (340)    (334)    (440)    (972)    (2,086)
Other, net         116      204      165      121       99        589
Income tax
 provision     (13,935)  (4,368)  (5,272)  (6,284)  (3,365)   (19,289)

Net Income    $ 22,730  $ 7,119  $ 8,601 $ 10,255  $ 5,488   $ 31,463

Earnings per common share:
 Basic          $ 0.97   $ 0.30   $ 0.36   $ 0.42   $ 0.23     $ 1.31
 Diluted        $ 0.94   $ 0.29   $ 0.34   $ 0.40   $ 0.22     $ 1.23



ADJUSTMENTS
(Dollars in thousands)

                1999                     2000
For the Periods
 Ended                    3/31     6/30     9/30    12/31     TOTAL

Net Sales      $(1,487) $(6,867) $(7,146) $(7,400) $11,732    $(9,681)
Cost of
 Sales          (1,324)  (6,228)  (6,401)  (7,436)  10,951     (9,114)

 Gross Profit     (163)    (639)    (745)      36      781       (567)

Selling,
 general and
 administrative
 expenses          (83)    (155)    (163)     (10)     190       (138)
Restructuring
 and other special
 charges             -        -        -        -                   -

Income From
 Operations        (80)    (484)    (582)      46      591       (429)

Interest
 Expense                      -                                     -
Other, net and
 cumulative
 effect           (305)       -                                     -
Income tax
 provision          34      184      222      (18)    (225)       163

Net Income       $(351)  $ (300)  $ (360)    $ 28    $ 366     $ (266)

Earnings per common share: (1)
 Basic          $(0.00)  $(0.01)  $(0.02)  $ 0.00    $ 0.01    $(0.01)
 Diluted        $(0.00)  $(0.02)  $(0.02)  $ 0.00    $ 0.01    $(0.01)



AS RESTATED
(Dollars in thousands)

                1999                      2000
For the Periods
 Ended                   3/31     6/30     9/30    12/31     TOTAL

Net Sales   $1,079,348 $326,932 $358,944 $397,476 $356,875 $1,440,227
Cost of
 Sales         950,165  286,941  314,744  347,710  315,178  1,264,573

 Gross Profit  129,183   39,991   44,200   49,766   41,697    175,654

Selling,
 general and
 administrative
 expenses       91,322   28,852   30,740   32,862   31,380    123,834
Restructuring
 and other special
 charges             -        -        -        -        -          -

Income From
 Operations     37,861   11,139   13,460   16,904   10,317     51,820

Interest
 Expense        (1,392)    (340)    (334)    (440)    (972)    (2,086)
Other, net        (189)     204      165      121       99        589
Income tax
 provision     (13,901)  (4,184)  (5,050)  (6,302)  (3,590)   (19,126)

Net Income    $ 22,379  $ 6,819  $ 8,241 $ 10,283  $ 5,854   $ 31,197

Earnings per common share: (1)
 Basic          $ 0.97   $ 0.29   $ 0.34   $ 0.42   $ 0.24     $ 1.30
 Diluted        $ 0.94   $ 0.27   $ 0.32   $ 0.40   $ 0.23     $ 1.22





AS REPORTED
(Dollars in thousands)

                                         2001
For the Periods
Ended                 3/31       6/30      9/30     12/31     TOTAL

Net Sales           $301,775  $297,338  $308,689  $273,149 $1,180,951
Cost of Sales        266,450   264,486   275,454   243,409  1,049,799

 Gross Profit         35,325    32,852    33,235    29,740    131,152

Selling, general and
 administrative
 expenses             30,463    30,653    29,038    27,354    117,508
Restructuring
 and other special
 charges                 851         -     1,200       153      2,204

Income From
 Operations            4,011     2,199     2,997     2,233     11,440

Interest Expense        (377)     (277)     (264)     (261)    (1,179)
Other, net               288       396       357       266      1,307
Income tax
 provision            (1,489)     (882)   (1,174)     (851)    (4,396)

Net Income           $ 2,433   $ 1,436   $ 1,916   $ 1,387    $ 7,172

Earnings per common share:
 Basic                $ 0.10    $ 0.06    $ 0.08    $ 0.06     $ 0.29
 Diluted              $ 0.10    $ 0.06    $ 0.08    $ 0.06     $ 0.29



ADJUSTMENTS
(Dollars in thousands)

                                           2001
For the Periods
Ended                  3/31       6/30     9/30      12/31     TOTAL

Net Sales            $ 1,535    $ (952)  $ 4,196     $ 487    $ 5,266
Cost of Sales          1,446      (861)    3,898       349      4,832

 Gross Profit             89       (91)      298       138        434

Selling, general and
 administrative
 expenses                 13       (36)       79        46        102
Restructuring
 and other special
 charges                   -         -         -                    -

Income From
 Operations               76       (55)      219        92        332

Interest Expense           -                                        -
Other, net and
 cummulative effect        -                                        -
Income tax
 provision               (29)       21       (83)      (34)      (125)

Net Income              $ 47     $ (34)    $ 136      $ 58      $ 207

Earnings per common share: (1)
 Basic                $ 0.00   $ (0.00)   $ 0.00    $ 0.00     $ 0.01
 Diluted              $ 0.00   $ (0.00)   $ 0.00    $ 0.00     $ 0.01




AS RESTATED
(Dollars in thousands)

                                         2001
For the Periods
Ended                  3/31      6/30     9/30      12/31     TOTAL

Net Sales          $ 303,310 $ 296,386 $ 312,885 $ 273,636 $1,186,217
Cost of Sales        267,896   263,625   279,352   243,758  1,054,631

 Gross Profit         35,414    32,761    33,533    29,878    131,586

Selling, general and
 administrative
 expenses             30,476    30,617    29,117    27,400    117,610
Restructuring
 and other special
 charges                 851         -     1,200       153      2,204

Income From
 Operations            4,087     2,144     3,216     2,325     11,772

Interest Expense        (377)     (277)     (264)     (261)    (1,179)
Other, net               288       396       357       266      1,307
Income tax
 provision            (1,518)     (861)   (1,257)     (885)    (4,521)

Net Income           $ 2,480   $ 1,402   $ 2,052   $ 1,445    $ 7,379

Earnings per common share: (1)
 Basic                $ 0.10    $ 0.06    $ 0.08    $ 0.06     $ 0.30
 Diluted              $ 0.10    $ 0.06    $ 0.08    $ 0.06     $ 0.30




AS REPORTED
(Dollars in thousands)
                                                 2002
For the Periods
Ended                                  6/30      9/30        YTD


Net Sales                           $ 236,160  $ 292,188  $ 528,348
Cost of Sales                         211,179    260,738    471,917
        Gross Profit                   24,981     31,450     56,431
Selling, general and
 administrative expenses               27,489     30,652     58,141
Restructuring and other
 special charges                          813        105        918
  Income From Operations               (3,321)       693     (2,628)
Interest Expense                         (242)      (296)      (538)
Other, net                                195        132        327
Income tax provision                    1,280       (204)     1,076
         Net Income                  $ (2,088)     $ 325   $ (1,763)

Earnings per common share:
    Basic                             $ (0.09)    $ 0.01    $ (0.08)
    Diluted                           $ (0.09)    $ 0.01    $ (0.08)


ADJUSTMENTS
(Dollars in thousands)
                                                 2002
For the Periods
Ended                                    6/30       9/30       YTD

Net Sales                               $ 960   $ (1,000)     $ (40)
Cost of Sales                             991       (874)       117
        Gross Profit                      (31)      (126)      (157)
Selling, general and
 administrative expenses                  (11)       (43)       (54)
Restructuring and other
 special charges                            -          -          -
  Income From Operations                  (20)       (83)      (103)
Interest Expense                            -          -          -
Other, net and cumulative effect            -          -          -
Income tax provision                        8         35         43
         Net Income                     $ (12)     $ (48)     $ (60)

Earnings per common share:  (1)
    Basic                             $ (0.00)   $ (0.00)   $ (0.00)
    Diluted                           $ (0.00)   $ (0.00)   $ (0.00)


AS RESTATED
(Dollars in thousands)
                                                 2002
For the Periods
Ended                                  6/30       9/30       YTD

Net Sales                           $ 237,120  $ 291,188  $ 528,308
Cost of Sales                         212,170    259,864    472,034

  Gross Profit                         24,950     31,324     56,274

Selling, general and
 administrative expenses               27,478     30,609     58,087
Restructuring and other
 special charges                          813        105        918

Income From Operations                 (3,341)       610     (2,731)

Interest Expense                         (242)      (296)      (538)
Other, net                                195        132        327
Income tax provision                    1,288       (169)     1,119
         Net Income                  $ (2,100)     $ 277   $ (1,823)

Earnings per common share: (1)
    Basic                             $ (0.09)    $ 0.01    $ (0.08)
    Diluted                           $ (0.09)    $ 0.01    $ (0.08)


(1)  EPS for 1999 is before the cumulative effect of change.


                         PC Connection, Inc.
                  Third Quarter Earnings - 10/24/02
                    SELECTED FINANCIAL HIGHLIGHTS
                             ATTACHMENT A
                             Restatement

AS REPORTED
(Dollars in thousands)

                1999                         2000
For the Periods
Ended                     3/31      6/30     9/30     12/31    TOTAL

Product Mix:
 Notebooks   $ 250,801  $ 90,915 $ 96,068 $ 101,132 $ 76,952 $ 365,067
 Desktop/
  Servers      165,325    48,705   53,134    61,010   48,656   211,505
 Storage
  Devices      109,675    29,695   32,458    40,147   37,106   139,406
 Software      129,484    35,889   40,200    35,822   38,071   149,982
 Networking
  Communi-
  cations       69,065    23,953   28,943    31,798   28,328   113,022
 Printers       99,287    24,565   24,523    29,447   24,590   103,125
 Videos &
  Monitors      81,805    24,927   29,007    33,772   29,896   117,602
 Memory         38,318    12,274   14,517    17,161   14,513    58,465
 Accessories/
  Other        137,075    42,876   47,240    54,587   47,031   191,734
           $ 1,080,835 $ 333,799 $366,090 $ 404,876 $345,143 1,449,908

Key Ratios:
 Quarterly
  Inventory
  Turns                       20       21        20       17
 Quarterly
  Days Sales
  Outstanding                 45       47        51       51


AS RESTATED
(Dollars in thousands)

                  1999                       2000
For the Periods
Ended                      3/31     6/30     9/30     12/31    TOTAL

Product Mix:
 Notebooks   $ 250,456  $ 89,045 $ 94,193 $ 99,284 $ 79,568  $ 362,090
 Desktop/
  Servers      165,098    47,703   52,097   59,895   50,310    210,005
 Storage
  Devices      109,524    29,084   31,824   39,413   38,367    138,688
 Software      129,307    35,151   39,415   35,167   39,365    149,098
 Networking
  Communi-
  cations       68,970    23,460   28,378   31,217   29,291    112,346
 Printers       99,150    24,060   24,044   28,909   25,426    102,439
 Videos &
  Monitors      81,692    24,414   28,441   33,155   30,912    116,922
 Memory         38,265    12,021   14,234   16,847   15,006     58,108
 Accessories/
  Other        136,886    41,994   46,318   53,589   48,630    190,531
           $ 1,079,348 $ 326,932 $358,944 $ 397,476 $356,875$1,440,227

Key Ratios:
 Quarterly
  Inventory
  Turns                       17       17        15       13
 Quarterly
  Days Sales
  Outstanding                 40       41        43       44


AS REPORTED
(Dollars in thousands)

                                    2001
For the Periods
Ended            3/31      6/30     9/30     12/31     TOTAL

Product Mix:
 Notebooks    $ 70,721  $ 58,846 $ 69,540  $ 55,936  $ 255,043
 Desktop/
  Servers       38,829    37,710   37,056    32,356    145,951
 Storage
  Devices       29,964    29,175   28,288    28,386    115,813
 Software       37,018    39,457   42,719    39,292    158,486
 Networking
  Communi-
  cations       26,985    27,613   28,995    23,435    107,028
 Printers       23,910    26,142   25,792    21,361     97,205
 Videos &
  Monitors      24,608    29,200   26,763    25,588    106,159
 Memory         10,092     9,180    7,680     6,592     33,544
 Accessories/
  Other         39,648    40,015   41,856    40,203    161,722
              $301,775 $ 297,338 $308,689 $ 273,149 $1,180,951

Key Ratios:
 Quarterly
  Inventory
  Turns             20        19       23        21
 Quarterly
  Days Sales
  Outstanding       50        48       45        56


AS RESTATED
(Dollars in thousands)

                                    2001
For the Periods
Ended            3/31      6/30     9/30     12/31     TOTAL

Product Mix:
 Notebooks    $ 71,081  $ 58,658 $ 70,484  $ 56,036  $ 256,259
 Desktop/
  Servers       39,027    37,589   37,560    32,414    146,590
 Storage
  Devices       30,116    29,082   28,673    28,437    116,308
 Software       37,206    39,331   43,300    39,362    159,199
 Networking
  Communi-
  cations       27,122    27,525   29,389    23,477    107,513
 Printers       24,032    26,058   26,143    21,399     97,632
 Videos &
  Monitors      24,733    29,107   27,127    25,634    106,601
 Memory         10,143     9,151    7,784     6,604     33,682
 Accessories/
  Other         39,850    39,885   42,425    40,273    162,433
             $ 303,310 $ 296,386 $312,885 $ 273,636 $1,186,217

Key Ratios:
 Quarterly
  Inventory
  Turns             16        16       18        17
 Quarterly
  Days Sales
  Outstanding       43        42       40        51


AS REPORTED
(Dollars in thousands)

                                        2002
For the Periods
Ended                      3/31         6/30         YTD

Product Mix:
 Notebooks              $ 36,663     $ 44,240     $ 80,903
 Desktop/Servers          34,377       45,250       79,627
 Storage Devices          24,341       28,089       52,430
 Software                 33,892       41,115       75,007
 Networking
  Communications          20,984       24,530       45,514
 Printers                 20,802       27,122       47,924
 Videos & Monitors        22,700       27,887       50,587
 Memory                    7,407       10,247       17,654
 Accessories/Other        34,994       43,708       78,702
                       $ 236,160    $ 292,188    $ 528,348

Key Ratios:
 Quarterly Inventory
  Turns                       19           27
 Quarterly
  Days Sales
  Outstanding                 58           52


AS RESTATED
(Dollars in thousands)

                                        2002
For the Periods
Ended                      3/31         6/30         YTD

Product Mix:
 Notebooks              $ 36,969     $ 46,443     $ 83,412
 Desktop/Servers          34,594       42,988       77,582
 Storage Devices          24,404       28,035       52,439
 Software                 33,669       40,513       74,182
 Networking
  Communications          20,899       24,304       45,203
 Printers                 20,819       26,820       47,639
 Videos & Monitors        22,779       27,703       50,482
 Memory                    7,475       10,242       17,717
 Accessories/Other        35,512       44,140       79,652
                       $ 237,120    $ 291,188    $ 528,308

Key Ratios:
 Quarterly Inventory
  Turns                       16           22
 Quarterly
  Days Sales
  Outstanding                 52           48
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