U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
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þ |
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the Quarterly Period Ended March 31, 2011
or
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o |
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the Transition Period From _______________ to _______________.
Commission file number 000-25727
(Exact name of registrant as specified in its charter)
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Minnesota
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41-0730027 |
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. employer
identification no.) |
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4832 Grand Avenue
Duluth, Minnesota
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55807 |
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(Address of principal executive offices)
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(Zip code) |
(218) 628-2217
Issuers telephone number
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
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 and post such files.)
Yes o No o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act).
Yes o No þ
State the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practical date: Common Stock, $.10 par value 1,981,607 shares
outstanding as of April 25, 2011.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.
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Large accelerated filer o
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company þ |
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(Do not check if a smaller reporting company) |
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IKONICS Corporation
QUARTERLY REPORT ON FORM 10-Q
PART I FINANCIAL INFORMATION
ITEM 1. Condensed Financial Statements
IKONICS CORPORATION
CONDENSED BALANCE SHEETS
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March 31 |
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December 31 |
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2011 |
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2010 |
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(unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash |
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$ |
752,262 |
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$ |
1,291,383 |
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Short-term investments |
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2,222,538 |
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2,217,990 |
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Trade receivables, less allowance of $60,000 in 2011 and
2010 |
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1,948,761 |
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1,883,428 |
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Inventories |
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2,767,940 |
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2,198,064 |
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Prepaid expenses and other assets |
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131,874 |
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63,965 |
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Income taxes receivable |
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4,574 |
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Deferred income taxes |
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157,000 |
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157,000 |
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Total current assets |
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7,984,949 |
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7,811,830 |
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PROPERTY, PLANT, AND EQUIPMENT, at cost: |
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Land and building |
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5,891,696 |
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5,888,445 |
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Machinery and equipment |
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2,472,354 |
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2,455,238 |
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Office equipment |
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688,476 |
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642,100 |
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Vehicles |
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234,650 |
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234,650 |
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9,287,176 |
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9,220,433 |
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Less accumulated depreciation |
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4,305,988 |
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4,207,500 |
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4,981,188 |
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5,012,933 |
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INTANGIBLE ASSETS, less accumulated amortization of $389,597 in
2011 and $376,983 in 2010 |
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328,093 |
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317,168 |
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$ |
13,294,230 |
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$ |
13,141,931 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
522,499 |
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$ |
441,830 |
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Accrued compensation |
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241,824 |
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282,196 |
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Other accrued expenses |
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73,255 |
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45,868 |
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Income taxes payable |
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8,090 |
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Total current liabilities |
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837,578 |
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777,984 |
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DEFERRED INCOME TAXES |
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171,000 |
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171,000 |
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Total liabilities |
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1,008,578 |
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948,984 |
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STOCKHOLDERS EQUITY: |
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Preferred stock, par value $.10 per share; authorized 250,000 shares; issued
none |
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Common stock, par value $.10 per share; authorized 4,750,000 shares;
issued and outstanding 1,981,357 shares in 2011 and 1,973,357 shares
in 2010 |
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198,136 |
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197,336 |
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Additional paid-in capital |
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2,317,739 |
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2,263,176 |
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Retained earnings |
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9,769,777 |
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9,732,435 |
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Total stockholders equity |
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12,285,652 |
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12,192,947 |
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$ |
13,294,230 |
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$ |
13,141,931 |
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See notes to condensed financial statements.
3
IKONICS CORPORATION
CONDENSED STATEMENTS OF INCOME (Unaudited)
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Three Months |
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Ended March 31 |
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2011 |
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2010 |
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NET SALES |
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$ |
3,653,099 |
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$ |
3,684,577 |
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COST OF GOODS SOLD |
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2,186,256 |
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2,200,782 |
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GROSS PROFIT |
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1,466,843 |
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1,483,795 |
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SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
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1,343,641 |
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1,200,389 |
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RESEARCH AND DEVELOPMENT EXPENSES |
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99,911 |
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160,704 |
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INCOME FROM OPERATIONS |
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23,291 |
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122,702 |
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INTEREST INCOME |
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4,562 |
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3,519 |
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INCOME BEFORE INCOME TAXES |
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27,853 |
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126,221 |
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INCOME TAX BENEFIT |
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9,489 |
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22,120 |
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NET INCOME |
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$ |
37,342 |
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$ |
148,341 |
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EARNINGS PER COMMON SHARE: |
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Basic |
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$ |
0.02 |
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$ |
0.08 |
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Diluted |
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$ |
0.02 |
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$ |
0.08 |
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WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING: |
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Basic |
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1,976,523 |
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1,967,057 |
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Diluted |
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1,981,114 |
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1,969,433 |
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See notes to condensed financial statements.
4
IKONICS CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
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Three Months |
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Ended March 31 |
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2011 |
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2010 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net income |
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$ |
37,342 |
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$ |
148,341 |
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Adjustments to reconcile net income to net cash provided by (used in)
operating activities: |
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Depreciation |
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98,488 |
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101,147 |
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Amortization |
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12,614 |
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13,813 |
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Stock based compensation |
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6,126 |
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6,846 |
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Changes in working capital components: |
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Trade receivables |
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(65,333 |
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(32,755 |
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Inventories |
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(569,876 |
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74,100 |
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Prepaid expenses and other assets |
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(67,909 |
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(54,576 |
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Income taxes receivable |
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(4,574 |
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Accounts payable |
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80,669 |
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93,136 |
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Accrued liabilities |
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(12,985 |
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(122,075 |
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Income taxes payable |
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(14,562 |
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(43,535 |
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Net cash provided by (used in) operating activities |
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(500,000 |
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184,442 |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Purchases of property, plant and equipment |
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(66,743 |
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(68,408 |
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Proceeds from sale of vehicles |
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8,434 |
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Purchase of intangibles |
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(23,539 |
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(9,880 |
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Purchase of short-term investments |
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(813,224 |
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(203,402 |
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Proceeds from maturity of short-term investments |
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808,676 |
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200,000 |
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Net cash used in investing activities |
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(94,830 |
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(73,256 |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Proceeds from exercise of stock options |
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55,709 |
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NET INCREASE (DECREASE) IN CASH |
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(539,121 |
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111,186 |
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CASH AT BEGINNING OF PERIOD |
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1,291,383 |
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1,304,586 |
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CASH AT END OF PERIOD |
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$ |
752,262 |
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$ |
1,415,772 |
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for income taxes, net of refunds received of $74,156 in 2010 |
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$ |
9,647 |
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$ |
56,415 |
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See notes to condensed financial statements.
5
IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. |
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Basis of Presentation |
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The balance sheet of IKONICS Corporation (the Company) as of March 31, 2011, and the
related statements of income and cash flows for the three months ended March 31, 2011 and
2010 have been prepared without being audited. |
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In the opinion of management, these statements reflect all adjustments (consisting of only
normal recurring adjustments) necessary to present fairly the financial position of IKONICS
Corporation as of March 31, 2011, and the results of operations and cash flows for all
periods presented. |
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Certain information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the United States of
America, have been condensed or omitted. Therefore, these statements should be read in
conjunction with the financial statements and notes thereto included in the Companys Annual
Report on Form 10-K for the year ended December 31, 2010. |
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The results of operations for interim periods are not necessarily indicative of results that
will be realized for the full fiscal year. |
2. |
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Short Term Investments |
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The Companys $2,223,000 of short-term investments is comprised of fully insured
certificates of deposit with maturities ranging from six to twelve months and interest rates
ranging from 0.3% to 1.7%. |
3. |
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Inventories |
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The major components of inventory are as follows: |
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Mar 31, 2011 |
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Dec 31, 2010 |
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Raw materials |
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$ |
1,886,335 |
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$ |
1,403,875 |
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Work-in-progress |
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340,526 |
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294,006 |
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Finished goods |
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1,560,767 |
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1,493,226 |
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Reduction to LIFO cost |
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(1,019,688 |
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(993,043 |
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Total Inventory |
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$ |
2,767,940 |
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$ |
2,198,064 |
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6
IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
4. |
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Earnings Per Common Share (EPS) |
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Basic EPS is calculated using net income divided by the weighted average of common shares
outstanding. Diluted EPS is similar to Basic EPS except that the weighted average number of
common shares outstanding is increased to include the number of additional common shares
that would have been outstanding if the potential dilutive common shares, such as those
shares subject to options, had been issued. |
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Shares used in the calculation of diluted EPS are summarized below: |
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Three Months Ended |
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Mar 31, 2011 |
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Mar 31, 2010 |
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Weighted average common shares outstanding |
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1,976,523 |
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1,967,057 |
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Dilutive effect of stock options |
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4,591 |
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2,376 |
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Weighted average common and common equivalent shares outstanding |
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1,981,114 |
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1,969,433 |
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Options to purchase 7,250 shares of common stock with a weighted average price of $8.22 were
outstanding during the quarter ended March 31, 2011, but were excluded from the computation
of common share equivalents because they were anti-dilutive. For the quarter ended March
31, 2010, options to purchase 17,500 shares of common stock with a weighted average price of
$7.65 were outstanding, but were excluded from the computation of common share equivalents
because they were anti-dilutive. |
5. |
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Stock-based Compensation |
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The Company has a stock incentive plan for the issuance of up to 442,750 shares of common
stock. The plan provides for granting eligible participants stock options or other stock
awards, as described by the plan, at option prices ranging from 85% to 110% of fair market
value at date of grant. Options granted expire up to seven years after the date of grant.
Such options generally become exercisable over a one to three year period. A total of
125,573 shares of common stock are reserved for additional grants of options under the plan
at March 31, 2011. |
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The Company charged compensation cost of approximately $6,100 and $6,800 against income for
the three months ended March 31, 2011 and 2010, respectively. As of March 31, 2011 there
was approximately $30,000 of unrecognized compensation cost related to unvested share-based
compensation awards granted. That cost is expected to be recognized over the next three
years. |
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The Company receives a tax deduction for certain stock option exercises during the period in
which the options are exercised, generally for the excess of the market price at the time
the stock options are exercised over the exercise price of the options, which increased the
APIC pool, which is the amount that represents the pool of excess tax benefits available to
absorb tax shortages. There were no excess tax benefits recognized during the three month
period ending March 31, 2011 and 2010, respectively. The Companys APIC pool totaled
approximately $111,000 at March 31, 2011 and December 31, 2010, respectively. |
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Proceeds from the exercise of stock options were $56,000 for the three months ended March
31, 2011. There were no options exercised during the three months ended March 31, 2010. |
7
IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
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Stock option activity during the three months ended March 31, 2011 was as follows: |
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Weighted |
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Average |
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Exercise |
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Shares |
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Price |
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Outstanding at beginning of period |
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40,500 |
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$ |
6.38 |
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Granted |
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Exercised |
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(8,000 |
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6.96 |
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Expired and forfeited |
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Outstanding at March 31, 2011 |
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32,500 |
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6.24 |
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Exercisable at March 31, 2011 |
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11,583 |
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6.94 |
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The aggregate intrinsic value of all options outstanding and for those exercisable at March
31, 2011 was approximately $53,000 and $13,000, respectively. |
6. Segment Information
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The Companys reportable segments are strategic business units that offer different products
and have varied customer bases. In previous years there were three reportable segments:
Domestic, Export, and IKONICS Imaging. Domestic sells screen printing film, emulsions, and
inkjet receptive film to distributors located in the United States and Canada. IKONICS
Imaging sells photo resistant film, art supplies, glass, metal medium and related abrasive
etching equipment to end user customers located in the United States and Canada. The
IKONICS Imagining segment also included products and customers for etched composites,
ceramics, glass and silicon wafers along with sound deadening technology to the aerospace
industry, which beginning in 2011 the Company now defines as Micromachining. In addition
IKONICS Imaging included products and customers related to proprietary inkjet technology
used for mold texturing and referred to by the Company as Digital Texturing (DTX). Export
sells primarily the same products as Domestic and the IKONICS Imaging products not related
to Micromachining or DTX. Beginning in 2011, the Company no longer includes Micromaching
and DTX financial information under the IKONICS Imaging segment. The financial information
for Micromaching and DTX are combined into a new segment called Other. As the Company is
unable to provide comparable 2010 financial information for the newly defined segments, the
Company will disclose in 2011 both the new basis and old basis of segment reporting. The
accounting policies applied to determine the segment information are the same as those
described in the summary of significant accounting policies included in the Companys Annual
Report on Form 10-K for the year ended December 31, 2010. |
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Management evaluates the performance of each segment based on the components of divisional
income, and does not allocate assets and liabilities to segments except for accounts
receivables which is allocated based on the old segmentation. Financial information with
respect to the reportable segments follows: |
8
IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
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For the three months ended March 31, 2011 (old segment method): |
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IKONICS |
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Domestic |
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Export |
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Imaging |
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Unalloc. |
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Total |
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Net sales |
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$ |
1,331,049 |
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$ |
1,196,213 |
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$ |
1,125,837 |
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$ |
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$ |
3,653,099 |
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Cost of goods sold |
|
|
746,008 |
|
|
|
881,726 |
|
|
|
558,522 |
|
|
|
|
|
|
|
2,186,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
585,041 |
|
|
|
314,487 |
|
|
|
567,315 |
|
|
|
|
|
|
|
1,466,843 |
|
Selling, general and
administrative* |
|
|
276,505 |
|
|
|
132,474 |
|
|
|
495,730 |
|
|
|
438,932 |
|
|
|
1,343,641 |
|
Research and
development* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99,911 |
|
|
|
99,911 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
$ |
308,536 |
|
|
$ |
182,013 |
|
|
$ |
71,585 |
|
|
$ |
(538,843 |
) |
|
$ |
23,291 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended March 31, 2010 (old segment method): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic |
|
|
Export |
|
|
IKONICS Imaging |
|
|
Unalloc. |
|
|
Total |
|
Net sales |
|
$ |
1,500,171 |
|
|
$ |
1,156,790 |
|
|
$ |
1,027,616 |
|
|
$ |
|
|
|
$ |
3,684,577 |
|
Cost of goods sold |
|
|
798,205 |
|
|
|
801,008 |
|
|
|
601,569 |
|
|
|
|
|
|
|
2,200,782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
701,966 |
|
|
|
355,782 |
|
|
|
426,047 |
|
|
|
|
|
|
|
1,483,795 |
|
Selling, general and
administrative* |
|
|
230,855 |
|
|
|
158,659 |
|
|
|
284,661 |
|
|
|
526,214 |
|
|
|
1,200,389 |
|
Research and
development* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
160,704 |
|
|
|
160,704 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
$ |
471,111 |
|
|
$ |
197,123 |
|
|
$ |
141,386 |
|
|
$ |
(686,918 |
) |
|
$ |
122,702 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended March 31, 2011 (new segment method): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
IKONICS |
|
|
|
|
|
|
|
|
|
|
|
|
Domestic |
|
|
Export |
|
|
Imagining |
|
|
Other |
|
|
Unalloc. |
|
|
Total |
|
Net sales |
|
$ |
1,331,049 |
|
|
$ |
1,196,213 |
|
|
$ |
890,919 |
|
|
$ |
234,918 |
|
|
$ |
|
|
|
$ |
3,653,099 |
|
Cost of goods sold |
|
|
746,008 |
|
|
|
881,726 |
|
|
|
456,267 |
|
|
|
102,255 |
|
|
|
|
|
|
|
2,186,256 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
585,041 |
|
|
|
314,487 |
|
|
|
434,652 |
|
|
|
132,663 |
|
|
|
|
|
|
|
1,466,843 |
|
Selling general and
adminstrative* |
|
|
276,505 |
|
|
|
132,474 |
|
|
|
297,240 |
|
|
|
198,490 |
|
|
|
438,932 |
|
|
|
1,343,641 |
|
Research and
development* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99,911 |
|
|
|
99,911 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
$ |
308,536 |
|
|
$ |
182,013 |
|
|
$ |
137,412 |
|
|
$ |
(65,827 |
) |
|
$ |
(538,843 |
) |
|
$ |
23,291 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
The Company does not allocate all general and administrative expenses or any research
and development expenses to its operating segments for internal reporting. |
|
|
Accounts receivable related to the Other segment are included in IKONICS Imaging. Accounts
receivable by segment as of March 31, 2011 and December 31, 2010 were as follows: |
|
|
|
|
|
|
|
|
|
|
|
Mar 31, 2011 |
|
|
Dec 31, 2010 |
|
Domestic |
|
$ |
832,639 |
|
|
$ |
874,535 |
|
Export |
|
|
751,464 |
|
|
|
725,007 |
|
IKONICS Imaging |
|
|
378,625 |
|
|
|
325,334 |
|
Unallocated |
|
|
(13,967 |
) |
|
|
(41,448 |
) |
|
|
|
|
|
|
|
|
Total |
|
$ |
1,948,761 |
|
|
$ |
1,883,428 |
|
|
|
|
|
|
|
|
9
IKONICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
|
|
The Company reports a liability for unrecognized tax benefits taken or expected to be taken
when they are uncertain. During the first quarter of 2010, the statute of limitations for
the relevant taxing authority to examine and challenge the tax position for an open year
expired, resulting in decreases in income tax expense of $27,000 for the first quarter of
2010. As of March 31, 2011 and 2010, there was no liability for unrecognized tax benefits. |
|
|
The Company is subject to taxation in the United States and various states. The material
jurisdictions that are subject to examination by tax authorities primarily include Minnesota
and the United States, for tax years 2007, 2008, 2009, and 2010. |
10
IKONICS CORPORATION
The information presented below in Managements Discussion and Analysis of Financial Condition
and Results of Operations contains forward-looking statements within the meaning of the safe harbor
provisions of Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are
subject to risks and uncertainties, including those discussed under Factors that May Affect Future
Results below, that could cause actual results to differ materially from those projected. Because
actual results may differ, readers are cautioned not to place undue reliance on these
forward-looking statements. Certain forward-looking statements are indicated by italics.
|
|
|
ITEM 2. |
|
Managements Discussion and Analysis of Financial Condition and Results of Operations |
The following managements discussion and analysis focuses on those factors that had a
material effect on the Companys financial results of operations during the first quarter of 2011
and for the same period of 2010. It should be read in connection with the Companys condensed
unaudited financial statements and notes thereto included in this Form 10-Q.
Factors that May Affect Future Results
|
|
|
The Companys expectation that its effective tax rate will return to 35% to 36% of
pretax income for the remainder of 2011 compared to the tax benefit recorded in the
first three months of 2011The effective tax rate for the final nine months of 2011
may be affected by changes in federal and state tax law, unanticipated changes in the
Companys financial position or the Companys operating activities and/or management
decisions could increase or decrease its effective tax rate. |
|
|
|
The Companys belief that the quality of its trade receivables is high and that
strong internal controls are in place to maintain proper collectionsThis belief may
be impacted by domestic economic conditions, by economic, political, regulatory or
social conditions in foreign markets, or by the failure of the Company to properly
implement or maintain internal controls. |
|
|
|
The Companys expectation that it will obtain a new line of credit similar to its
current line of credit when the current line of credit expires on October 30,
2011This expectation may be impacted by factors such as changes in credit markets,
the interest rate environment, general economic conditions, the Companys financial
results and condition, and the Companys anticipated need for capital to fund business
operations and capital expenditures. |
|
|
|
The belief that the Companys current financial resources, cash generated from
operations and the Companys capacity for debt and/or equity financing will be
sufficient to fund current and anticipated business operations and capital
expenditures. The belief that the Companys low debt levels and available line of
credit make it unlikely that a decrease in product demand would impair the Companys
ability to fund operationsChanges in anticipated operating results, credit
availability, equity market conditions or the Companys debt levels may further enhance
or inhibit the Companys ability to maintain or raise appropriate levels of cash. |
|
|
|
The Companys expectations as to the level and use of planned capital expenditures
and that capital expenditures will be funded with cash on hand and cash generated from
operating activitiesThis expectation may be affected by changes in the Companys
anticipated capital expenditure requirements resulting from unforeseen required
maintenance, repairs, or capital asset additions. The funding of planned or unforeseen
expenditures may also be affected by changes in anticipated operating results resulting
from decreased sales, lack of acceptance of new products or increased operating
expenses or by other unexpected events affecting the Companys financial position. |
|
|
|
The Companys belief that its vulnerability to foreign currency fluctuations and
general economic conditions in foreign countries is not significantThis belief may be
impacted by economic, political and social conditions in foreign markets, changes in regulatory and competitive
conditions, a change in
|
11
|
|
|
the amount or geographic focus of the Companys international
sales, or changes in purchase or sales terms. |
|
|
|
The Companys expectation that research and development spending will grow and
return to historic levelsThese plans and expectations may be impacted by the
Companys ability to identify, hire and retain qualified personnel, unexpected changes
to resource requirements for other areas of the Companys business and the overall
performance of the Company. |
|
|
|
The Companys beliefs as to the future performance of its new technologies or
particular segmentsActual performance may be impacted by general market conditions or
conditions in particular industries in which the Companys products are used (including
the aerospace and automotive industries), changes to the competitive landscape in the
industries in which the Company competes (including pricing pressures from existing or
future competitors), lack of acceptance of new products or technologies or increases to
raw materials costs used to produce the Companys products. |
|
|
|
The Companys efforts to grow its international businessThese efforts may be
impacted by economic, political and social conditions in current and anticipated
foreign markets, regulatory conditions in such markets, unanticipated changes in
expenses or sales, changes in competitive conditions or other barriers to entry or
expansion. |
|
|
|
The Companys belief as to future activities that may be undertaken to expand the
Companys businessActual activities undertaken may be impacted by general market
conditions, competitive conditions in the industries in which the Company sells
products, unanticipated changes in the Companys financial position, lack of acceptance
of new products or the inability to identify attractive acquisition targets or other
business opportunities. |
Critical Accounting Estimates
The Company prepares its financial statements in conformity with accounting principles
generally accepted in the United States of America. Therefore, the Company is required to make
certain estimates, judgments and assumptions that the Company believes are reasonable based upon
the information available. These estimates and assumptions affect the reported amounts of assets
and liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the periods presented. The accounting estimates, which IKONICS believes are the
most critical to aid in fully understanding and evaluating its reported financial results, include
the following:
Trade Receivables. The Company performs ongoing credit evaluations of its customers and
adjusts credit limits based upon payment history and the customers current credit worthiness, as
determined by review of the current credit information. The Company continuously monitors
collections and payments from its customers and maintains a provision for estimated credit losses
based upon historical experience and any specific customer collection issues that have been
identified. While such credit losses have historically been within expectations and the provisions
established, the Company cannot guarantee that it will continue to experience the same collection
history that has occurred in the past. The general payment terms are net 30-45 days for domestic
customers and net 30-90 days for foreign customers. A small percentage of the trade receivables
balance is denominated in a foreign currency with no concentration in any given country. At the
end of each reporting period, the Company analyzes the receivable balance for customers paying in a
foreign currency. These balances are adjusted to each quarter or year spot rate in accordance with
guidance related to foreign currency matters.
Inventories. Inventories are valued at the lower of cost or market value using the last in,
first out (LIFO) method. The Company monitors its inventory for obsolescence and records
reductions in cost when required.
Income Taxes. At March 31, 2011, the Company had net current deferred tax assets of $157,000
and net noncurrent deferred tax liabilities of $171,000. The deferred tax assets and liabilities
result primarily from
temporary differences in property and equipment, accrued expenses, and inventory reserves. In
connection with the recording of a $919,000 impairment charge in 2009 related to an investment in a
non-marketable equity security, the
12
Company has recorded a deferred tax asset and corresponding
full valuation allowance in the amount of $323,000 as of March 31, 2011 and December 31, 2010 as it
is more likely that this asset will not be realized. The deferred tax asset related to the capital
loss can be carried back three years and carried forward five years and must be offset by a capital
gain. The Company has determined that is more likely than not that the remaining deferred tax
assets will be realized and that an additional valuation allowance for such assets is not currently
required. The Company accounts for its uncertain tax positions under the provision of FASB ASC
740, Income Taxes. At March 31, 2011 the Company had no reserves for uncertain tax positions.
Revenue Recognition. The Company recognizes revenue on sales of products when title passes
which can occur at the time of shipment or when the goods arrive at the customer location depending
on the agreement with the customer. The Company sells its products to both distributors and
end-users. Sales to distributors and end-users are recorded based upon the criteria governed by
the sales, delivery, and payment terms stated on the invoices from the Company to the purchaser.
In addition to transfer of title / risk of loss, all revenue is recorded in accordance with the
criteria outlined within the provisions regarding revenue recognition including:
|
(a) |
|
persuasive evidence of an arrangement (principally in the form
of customer sales orders and the Companys sales invoices) |
|
(b) |
|
delivery and performance (evidenced by proof of delivery, e.g.
the shipment of film and substrates with bill of lading used for proof of
delivery for FOB shipping point terms, and the carrier booking confirmation
report used for FOB destination terms). Once the finished product is shipped
and physically delivered under the terms of the invoice and sales order, the
Company has no additional performance or service obligations to complete |
|
(c) |
|
a fixed and determinable sales price (the Companys pricing is
established and is not based on variable terms, as evidenced in either the
Companys invoices or the limited number of distribution agreements; the
Company rarely grants extended payment terms and has no history of concessions) |
|
(d) |
|
a reasonable likelihood of payment (the Companys terms are
standard, and the Company does not have a substantial history of customer
defaults or non-payment) |
Sales are reported on a net basis by deducting credits, estimated normal returns and
discounts. The Companys return policy does not vary by geography. The Company is not under a
warranty obligation and the customer has no rotation or price protection rights. Freight billed to
customers is included in sales. Shipping costs are included in cost of goods sold.
Results of Operations
Quarter Ended March 31, 2011 Compared to Quarter Ended March 31, 2010
Net Sales. The Company realized a 0.9% sales decrease during the first quarter of 2011 with
sales of $3.7 million for the comparable periods. Lower film sales resulted in Domestic sales
being down 11.3% in the first quarter of 2011. First quarter Domestic sales in 2010 benefitted from
a large private label sales which did not occur in 2011. Partially offsetting the Domestic sales
decrease were sales into the Micromachining and DTX markets which grew from $134,000 in the first
quarter of 2010 to $235,000 in the first quarter of 2011. Export sales were 3.4% higher during the
first quarter of 2011 due stronger sales in both Asia and Europe partially offset by weaker Latin
American sales. IKONICS Imaging sales into the awards and recognition markets were flat for the
first quarter of 2011 when compared to the same period last year.
Gross Profit. Gross profit was $1.5 million, or 40.2% of sales, in first quarter of 2011
compared to $1.5 million, or 40.3% of sales, for the same period in 2010. The decrease in higher
margin Domestic film sales resulted
in a decrease in the Domestic gross margin in the first quarter from 46.8% in 2010 to 44.0% in
2011. Raw
13
materials price increases have also unfavorably affected 2011 first quarter margins.
Gross margins were favorably impacted by the increase in the higher margin sales related to
Micromachining and DTX.
Selling, General and Administrative Expenses. Selling, general and administrative expenses
were $1.3 million, or 36.8% of sales, in the first quarter of 2011 compared to $1.2 million, or
32.6% of sales, for the same period in 2010. The increase in selling, general and administrative
expenses reflects higher personnel and consulting costs related to supporting the Companys
Micromachining and DTX initiatives. Part of the higher personnel expenses are related to resources
that were previously assigned to research and development, but have been reassigned to focus
exclusively on Micromachining and DTX.
Research and Development Expenses. Research and development expenses during the first quarter
of 2011 were $100,000, or 2.8% of sales, versus $161,000, or 4.4% of sales, for the same period in
2010. The decrease is due to lower staffing levels due to the reassignment of certain personnel to
the Companys Micromachining and DTX initiatives. Additionally, legal and patent related expenses
were lower in the first quarter of 2011 along with research related production trials.
Interest Income. The Company earned $4,600 of interest income in the first quarter of 2011
compared to $3,500 of interest income in the first quarter of 2010. The interest earned in first
quarter of 2011 is related to interest received from the Companys short-term investments, which
consisted of $2,223,000 of fully insured certificates of deposit with maturities ranging from six
to twelve months as of the end of first quarter of 2011.
Income Taxes. For the first quarter of 2011, the Company realized an income tax benefit of
$9,000 compared to income tax benefit of $22,000 for the same quarter in 2010. During the first
quarter of 2011 the Company recorded an out-of-period tax benefit adjustment of $9,000 relating to
December 31, 2010 estimate for tax. The Company also recorded a $9,000 tax benefit related to the
exercise of stock options. The 2010 first quarter benefits primarily relate to derecognizing a
liability for unrecognized tax benefits relating to a tax year where the statute of limitations
expired during the first quarter. A $27,000 liability was derecognized in the first quarter of
2010. During the first quarter of 2010, the Company also recorded an out-of-period tax benefit
adjustment of $15,000 relating to December 31, 2009 estimates for tax credits as well as the
receipt of interest of approximately $13,000 related to Minnesota state income tax returns. The
Company expects that for the remainder of 2011, the Company will record the provision for income
taxes at an effective tax rate of 35% to 36%, as it recognizes benefits from the domestic
manufacturing deduction, research and development credits, and state income taxes.
Liquidity and Capital Resources
The Company has financed its operations principally with funds generated from operations.
These funds have been sufficient to cover the Companys normal operating expenditures, annual
capital requirements, and research and development expenditures.
Cash and cash equivalents were $752,000 and $1,416,000 at March 31, 2011 and 2010,
respectively. The Company used $500,000 in cash for operating activities during the three months
ended March 31, 2011, compared to generating $184,000 of cash from operating activities during the
same period in 2010. Cash provided by or used by operating activities is primarily the result of
net income adjusted for non-cash depreciation, amortization, and certain changes in working capital
components discussed in the following paragraph.
During the first three months of 2011, inventories increased by $570,000 due to increased raw
materials purchases. The higher raw material purchases were due to the timing of a large
restocking orders, an increase in order quantities to take advantage of volume discounts and new
raw materials necessary to support the manufacture and sale of the Companys new products. Trade
receivables increased by $65,000. The increase in receivables is related to the timing of
collections. The Company believes that the quality of its receivables is high and that strong
internal controls are in place to maintain proper collections. Deposits, prepaid expenses and
other assets increased $68,000, reflecting insurance premiums paid in advance in the first quarter
of 2011. Accounts payable increased $81,000 due to of the timing of payments to and purchases from
vendors. Accrued expenses decreased $12,000,
14
reflecting the timing of compensation payments. Income taxes payable decreased $15,000 and income
taxes receivables increased $5,000 due to the payment of 2010 taxes.
During the first quarter of 2011, investing activities used $95,000. The Companys purchases
of property and equipment for the quarter were $67,000, mainly for hardware upgrades to the
Companys computer network and equipment purchases. Also during the first quarter of 2011, the
Company incurred $24,000 in patent application costs that the Company records as an asset and
amortizes upon successful completion of the application process. The Company invested $813,000 in
fully insured certificates of deposits with four certificates of deposit totaling $809,000 maturing
during the first three months of 2011.
During the first quarter of 2010, investing activities used $73,000. Purchases of property
and equipment were $68,000, mainly for two vehicles and equipment purchases. The Company received
$8,000 from vehicle sales. Also during the first quarter of 2010, the Company incurred $10,000 in
patent application costs that the Company records as an asset and amortizes upon successful
completion of the application process. The Company invested $203,000 in fully insured
certificates of deposits with one $200,000 certificate of deposit maturing during the first three
months of 2010.
During the first three months of 2011 the Company received $56,000 from financing activities
as the Company received $56,000 from the issuance of 8,000 shares of common stock from the exercise
of stock options.
A bank line of credit exists providing for borrowings of up to $1,250,000. The line of credit
term runs from October 31, 2010 to October 30, 2011. The Company expects to obtain a similar line
of credit when the current line of credit expires. The line of credit is collateralized by trade
receivables and inventories and bears interest at 2.5 percentage points over the 30-day LIBOR rate.
The Company did not utilize this line of credit during the first three months of 2011 or 2010 and
there were no borrowings outstanding as of March 31, 2011 and 2010. There are no financial
covenants related to the line of credit.
The Company believes that current financial resources, its line of credit, cash generated from
operations and the Companys capacity for debt and/or equity financing will be sufficient to fund
current and anticipated business operations. The Company also believes that its low debt levels
and available line of credit make it unlikely that a decrease in demand for the Companys products
would impair the Companys ability to fund operations.
Capital Expenditures
Through the first three months of 2011, the Company had $67,000 in capital expenditures.
Capital expenditures during the first three months were mainly for network upgrades and equipment.
The Company expects capital expenditures in 2011 of approximately $600,000. Plans for capital
expenditures include two mandatory elevator and manufacturing equipment upgrades, development
equipment to modernize the capabilities and processes of IKONICS laboratory, research and
development to improve measurement and quality control processes and a vehicle. These commitments
are expected to be funded with cash generated from operating activities.
International Activity
The Company markets its products to numerous countries in North America, Europe, Latin
America, Asia and other parts of the world. Foreign sales were approximately 33% of total sales
during the first three months of 2011 compared to 31% of sales in the first quarter of 2010.
Higher sales volumes in Europe and Asia positively impacted 2011 first quarter sales volumes.
Fluctuations of certain foreign currencies have not significantly impacted the Companys operations
because the Companys foreign sales are not concentrated in any one region of the world. The
Company believes its vulnerability to uncertainties due to foreign currency fluctuations and
general economic conditions in foreign countries is not significant.
The Companys foreign transactions are primarily negotiated, invoiced and paid in U.S.
dollars, while a portion is transacted in Euros. IKONICS has not implemented an economic hedging
strategy to reduce the risk of
15
foreign currency translation exposures, which management does not
believe to be significant based on the scope and
geographic diversity of the Companys foreign operations as of March 31, 2011. Furthermore, the
impact of foreign exchange on the Companys balance sheet and operating results was not material in
either 2011 or 2010.
Future Outlook
IKONICS has spent on average over 4% of its sales dollars for the past few years in research
and development; in 2011 this dropped to 3%. The 2011 first quarter reduction is due to the
Company moving to commercialize its new technologies (Micro Machining and Industrial Inkjet
Solutions). Two chemists who were intimately involved in the development of these technologies
have been made their Product Managers. This reassignment puts the Companys technical people, with
their broad product knowledge, directly in contact with industrial customers, who demand technical
sales and support. As new research projects are identified, the Company anticipates that its
Research and Development staff will grow to meet these needs and spending will return to historic
levels.
The new technologies of Micro Machining and Industrial Inkjet (DTX) are both growing rapidly.
For the first quarter of 2011 their combined sales were 74% percent above the first quarter of
2010, and the Company anticipates further strong growth. Micro Machinings aviation sound
deadening technology has shown growth with several new customers interested in adopting the
Companys technology, and the Company believes there are new opportunities for the machining of
composite materials for the aerospace industry. The Companys machining of electronic wafers is
also showing growth and increased profitability. The Company believes Micro Machining offers a
unique value proposition, which the industry is just beginning to recognize.
DTX is a proprietary system for putting textures into steel molds for the plastic
injection mold making; the primary end customer is automotive. The Company sells inkjet fluid and
custom made substrates for use by printers supplied by the Company and its strategic partners,
Colour Scanner Technology GMBH and the Trans Tech division of Illinois Tool Works Inc. IKONICS was
awarded a European patent on its DTX technology in 2010 and has a patent pending in North America
and Japan. The first DTX printer was sold in 2010 to a domestic customer, and it is generating
consumable sales. Several potential customers, world-wide, have evidenced interest in this
technology, and the Company anticipates sales once its strategic partners have printers available.
The Companys strategic partners have been reluctant to manufacture these specialized printers
until market demand became evident; the Company believes it is now evident and printers are in
production.
In 2010 the Company developed and applied for a patent on its I-HE photo resist film for
the etching of electronic wafers and developed I-XE low silicone photo resist film for the
aerospace industry. Both films have been well received and have begun to generate profitable sales
which the Company believes will continue in 2011.
Domestically, the Company has combined its Chromaline Screen Print Product and its
Ikonics Imaging units under one leadership. These have been profitable mature markets and require
aggressive strategies to grow market share. Although there will be challenges, the Company believes
these businesses will continue to grow and prosper.
In addition to its traditional emphasis on domestic markets, the Company will continue
efforts to grow its business internationally by attempting to develop new markets and expanding
market share where it has already established a presence.
We believe that the Companys traditional businesses will show steady growth worldwide
and that its new businesses will display accelerated growth.
Other future activities undertaken to expand the Companys business may include
acquisitions, building improvements, equipment additions, new product development and marketing
opportunities.
16
Recent Accounting Pronouncements
The Company does not expect that the adoption of any recent accounting pronouncements will
have a material impact on its financial statements.
Off Balance Sheet Arrangements
The Company has no off-balance sheet arrangements.
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ITEM 3. |
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Quantitative and Qualitative Disclosures about Market Risk |
Not applicable
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ITEM 4. |
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Controls and Procedures |
As of the end of the period covered by this report, the Company conducted an evaluation, under
the supervision and with the participation of the principal executive officer and principal
financial officer, of the Companys disclosure control and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on
this evaluation, the principal executive officer and principal financial officer concluded that the
Companys disclosure controls and procedures are effective to ensure that information required to
be disclosed by the Company in reports that it files or submits under the Exchange Act is (i)
recorded, processed, summarized and reported within the time periods specified in SEC rules and
forms and (ii) accumulated and communicated to the Companys management, including its principal
executive officer and principal financial officer, as appropriate to allow timely decisions
regarding required disclosure.
There was no change in the Companys internal control over financial reporting identified in
connection with the evaluation required by Rule 13a-15(d) and Rule 15d-15(d) of the Exchange Act
that occurred during the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the Companys internal control over financial reporting.
17
PART II. OTHER INFORMATION
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ITEM 1. |
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Legal Proceedings |
None
Not applicable
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ITEM 2. |
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Unregistered Sales of Equity Securities and Use of Proceeds |
Not applicable
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ITEM 3. |
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Defaults upon Senior Securities |
Not applicable
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ITEM 4. |
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[Removed and Reserved] |
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ITEM 5. |
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Other Information |
None
The following exhibits are filed as part of this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2011:
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Exhibit |
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Description |
3.1
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Restated Articles of Incorporation of Company, as amended.1 |
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3.2
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By-Laws of the Company, as amended.2 |
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31.1
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Rule 13a-14(a)/15d-14(a) Certifications of CEO |
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31.2
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Rule 13a-14(a)/15d-14(a) Certifications of CFO |
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32
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Section 1350 Certifications |
Copies of Exhibits will be furnished upon request and payment of the Companys reasonable
expenses in furnishing the Exhibits.
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1 |
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Incorporated by reference to the like numbered
Exhibit to the Companys Registration Statement on Form 10-SB (File No.
000-25727). |
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2 |
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Incorporated by reference to the like numbered Exhibit to the
Companys Current Report on Form 8-K filed with the Commission on February 22,
2007 (File No. 000-25727). |
18
IKONICS CORPORATION
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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IKONICS CORPORATION
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DATE: May 12, 2011 |
By: |
/s/ Jon Gerlach
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Jon Gerlach, |
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Chief Financial Officer, and
Vice President of Finance |
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19
INDEX TO EXHIBITS
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Exhibit |
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Description |
|
Page |
3.1
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Restated Articles of Incorporation of Company, as amended
|
|
Incorporated by reference |
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|
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3.2
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By-Laws of the Company, as amended.
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Incorporated by reference |
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31.1
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Rule 13a-14(a)/15d-14(a) Certifications of CEO.
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Filed Electronically |
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31.2
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Rule 13a-14(a)/15d-14(a) Certifications of CFO.
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Filed Electronically |
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32
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Section 1350 Certifications.
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Filed Electronically |