Forward-looking statements in this Management's Discussion and Analysis of Financial Condition and Results of Operations, elsewhere in this Form 10-Q, in the Company's 2020 Annual Report to Shareholders, in the Proxy Statement for the 2021 annual meeting, and in the Company's press releases and oral statements made with the approval of an authorized executive officer are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are certain important factors that could cause results to differ materially from those anticipated by some of the statements made herein. Investors are cautioned that all forward-looking statements involve risks and uncertainty. In addition to the factors discussed herein and in the Notes to Consolidated Financial Statements, among the other factors that could cause actual results to differ materially are the following: consumer spending and debt levels; interest rates; continuity of relationships with and purchases by major customers; product mix; the benefit and risk of business acquisitions; competitive pressure on sales and pricing; development and market acceptance of new products; increases in material, freight/shipping, tariffs, or production cost which cannot be recouped in product pricing; delays or interruptions in shipping or production; reliance on third-party suppliers in Asia; shipment of defective product which could result in product liability claims or recalls; work or labor disruptions stemming from a unionized work force; changes in government requirements, military spending, and funding of government contracts, which could result in, among other things, the modification or termination of existing contracts; dependence on subcontractors or vendors to perform as required by contract; the ability of startup businesses to ultimately have the potential to be successful; the efficient start-up and utilization of capital equipment investments; political actions of federal and state governments which could have an impact on everything from the value of the U.S dollar vis-à-vis other currencies to the availability of affordable labor and energy; and security breaches and disruptions to the Company's information technology system. Additional information concerning these and other factors is contained in the Company's Securities and Exchange Commission filings.





COVID-19 Disclosure

At the inception of the state COVID-19-related shutdowns, all of the Company's businesses were deemed essential and as a result, did not shutdown. Although the state shutdowns are largely over, CDC guidelines remain in effect resulting in ongoing concerns about the government responses to the COVID-19 virus and in particular, to the Delta and other possible variants. Those guidelines typically require social distancing for the unvaccinated and the wearing of masks. Government payments have ensured that demand for goods is high while removing the incentive to work, which has in turn affected supply and the cost of materials, components, finished goods, labor, and transportation. Those shortages have in turn led to congestion throughout the supply chain that has impacted all of the Company's businesses. As a result of ongoing uncertainties, many external contacts continue to be managed through internet tools like "Zoom." Due to the Company's historical conservative practices, it has no debt and has adequate balances to fund its operations.

The Company has complied with the applicable COVID-19 regulations and CDC guidelines. For individuals not fully vaccinated, both masks and the six-foot social distancing rule continue to be observed in the offices and where practicable in the factories. Where not practicable, barriers are in place between workers. Surfaces are regularly cleaned and disinfected in accordance with guidelines.

The ongoing COVID-19 regulations and guidelines have affected each segment in a variety of ways, which include increased absenteeism; the cancellation of planned trade shows and customer/supplier visits; inefficiencies inherent from working at home; as well as challenges in securing material, components, finished goods, and labor. See "Item 1A. Risk Factors" titled "The COVID-19 or Other Pandemics, Epidemics or Similar Public Health Crises Risks" included in the Company's Annual Report on Form 10-K for year ended December 31, 2020.

Comparison of Second Quarter 2021 and 2020

Readers are directed to Note E to the Consolidated Financial Statements, "Business Segments," for data on the financial results of the Company's three business segments for the quarters ended July 4, 2021 and June 28, 2020.

On a consolidated basis, net sales were relatively flat decreasing by $14,000, gross profit decreased by $4,068,000 (19%), selling and general expenses decreased by $69,000 (1%), and intangibles amortization was flat. Other income decreased by $388,000 (41%), while earnings before provision for income taxes decreased by $4,387,000 (27%), and net earnings decreased by $3,365,000 (27%).

Details concerning these changes can be found in the comments by segment below.

Housewares/Small Appliance net sales decreased by $2,844,000 from $26,044,000 to $23,200,000, or 10.9%, primarily attributable to a decrease in shipments. Defense net sales increased by $2,769,000 from $61,030,000 to $63,799,000, or 4.5%, primarily reflecting an increase in shipments.

Housewares/Small Appliance gross profit decreased $4,159,000 from $5,459,000 to $1,300,000, primarily reflecting the decreased sales mentioned above and higher product and freight costs. Defense gross profit decreased $59,000 from $16,666,000 to $16,607,000, primarily reflecting the increase in sales mentioned above, offset by a less favorable mix of products. Due to the startup nature of both businesses in the Safety segment and the resulting limited revenues, gross margins were negative in both years.


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Selling and general expenses for the Housewares/Small Appliance segment decreased $158,000, primarily reflecting the absence of 2020 charges related to a product marketing campaign of $218,000 and a favorable adjustment to self-insurance reserves of $110,000 partially offset by higher costs and accruals for health care of $151,000. Selling and general expenses for the Defense and Safety segments were essentially flat.

The above items were responsible for the change in operating profit.

The $388,000 decrease in other income was primarily attributable to a decrease in interest income on marketable securities largely stemming from lower yields on a lower average daily investment.

Earnings before provision for income taxes decreased $4,387,000 from $16,282,000 to $11,895,000. The provision for income taxes decreased from $3,625,000 to $2,603,000, which resulted in an effective income tax rate of 22%, for both quarters ended July 4, 2021 and June 28, 2020, respectively. Net earnings decreased $3,365,000 from $12,657,000 to $9,292,000, or 27%.

Comparison of First Six Months 2021 and 2020

Readers are directed to Note E to the Consolidated Financial Statements, "Business Segments," for data on the financial results of the Company's three business segments for the first six months ended July 4, 2021 and June 28, 2020.

The Company reports its operations on a fiscal quarter basis in which each quarter contains approximately thirteen weeks and ends on a Sunday, with the exception of the fourth quarter, which ends on December 31. Occasionally, the end dates of the fiscal quarters are adjusted to account for differences that accumulate between the end of the fiscal year and the end of the subsequent first quarter. One such adjustment occurred during the quarter ended April 4, 2021. As compared to the prior year's first six months, the current year's first six months includes five additional days.

On a consolidated basis, sales increased by $15,377,000 (10%), gross profit decreased by $1,824,000 (5%), selling and general expenses increased by $501,000 (4%), and intangibles amortization was essentially flat. Other income decreased by $955,000 (43%), while earnings before provision for income taxes decreased by $3,274,000 (12%), and net earnings decreased by $2,594,000 (12%). Details concerning these changes can be found in the comments by segment below.

Housewares/Small Appliance net sales increased by $3,849,000 from $45,856,000 to $49,705,000, or 8%, primarily attributable to an increase in shipments. Defense net sales increased by $11,444,000 from $106,810,000 to $118,254,000, or 11%, also primarily reflecting an increase in units shipped.

Housewares/Small Appliance gross profit decreased $2,632,000 from $8,723,000 to $6,091,000, primarily reflecting the increase in sales mentioned above offset by increased product and freight costs. Defense gross profit increased $598,000 from $29,913,000 to $30,511,000, primarily reflecting the increase in sales mentioned above partially offset by a less favorable product mix. Due to the startup nature of both businesses in the Safety segment and the resulting limited revenues, gross margins were negative in both years.

Selling and general expenses for the Housewares/Small Appliance segment increased $354,000, primarily reflecting higher costs and accruals for health care of $428,000 and increased accruals for insurance of $326,000, partially offset by the absence of 2020 charges related to a product marketing campaign of $523,000. Selling and general expenses for the Defense segment increased $167,000, primarily reflecting an increase in employee compensation and health care costs. Safety segment selling and general expenses were essentially flat.

The above items were responsible for the change in operating profit.

The $955,000 decrease in other income was primarily attributable to a decrease in interest income on marketable securities stemming from lower yields on a lower average daily investment.

Earnings before provision for income taxes decreased $3,274,000 from $26,812,000 to $23,538,000. The provision for income taxes decreased from $5,933,000 to $5,253,000, which resulted in an effective income tax rate of 22% in 2021 and in 2020. Net earnings decreased $2,594,000 from $20,879,000 to $18,285,000, or 12%.

Liquidity and Capital Resources

Net cash provided by operating activities was $6,103,000 and $14,633,000 for the six months ended July 4, 2021 and June 28, 2020, respectively. The principal factors contributing to the decrease can be found in the changes in the components of working capital within the Consolidated Statements of Cash Flows. Of particular note during the first six months of 2021 were net earnings of $18,285,000, which included non-cash depreciation and amortization expenses of $1,465,000. Also contributing to the cash provided was a decrease in accounts receivable levels stemming from cash collections on customer sales, partially offset by increased inventory levels, a net increase in deposits made to vendors included in other assets and current assets, and a net decrease in accounts payable and accrual levels. Of particular note during the first six months of 2020 were net earnings of $20,879,000, which included non-cash depreciation and amortization expenses of $1,500,000. Also contributing to the cash provided was a net increase in payable and accrual levels, partially offset by increased inventory levels, deposits made to vendors included in other assets and other current assets, and an increase in accounts receivable levels.

Net cash provided by investing activities was $24,454,000 during the first six months of 2021 as compared to $20,182,000 used in investing activities during the first six months of 2020. Significant factors contributing to the change were maturities and sales of marketable securities in 2021 of $26,410,000, in contrast with net purchases of marketable securities in 2020 of $19,449,000. Also contributing to the change in cash was an increase in the purchase of property, plant, and equipment in 2021.

Net cash used in financing activities was $43,541,000 and $41,671,000, for the first six months of 2021 and 2020, respectively, and primarily relate to the annual dividend payments. The extra dividend increased from $5.00 per share in 2020 to $5.25 per share in 2021. Cash flows for both six-month periods also reflected the proceeds from the sale of treasury stock to a Company sponsored retirement plan.

Working capital decreased by $24,349,000 during the first six months of 2021 to $277,799,000 at July 4, 2021 for the reasons stated above. The Company's current ratio was 7.0 to 1.0 at July 4, 2021 and 6.5 to 1.0 at December 31, 2020.

The Company expects to continue to evaluate acquisition opportunities that align with its business segments and will make further acquisitions, as well as continue to make capital investments in its business segments per existing authorized projects and for additional projects, if the appropriate return on investment is projected.

The Company has substantial liquidity in the form of cash and cash equivalents and marketable securities to meet all of its anticipated capital requirements, to make dividend payments, and to fund future growth through acquisitions and other means. The bulk of its marketable securities are invested in the tax exempt variable rate demand notes described above and in fixed rate municipal notes and bonds. The Company intends to continue its investment strategy of safety and short-term liquidity throughout its investment holdings.





Critical Accounting Policies

The preparation of the Company's Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that affect the amount of reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and revenues and expenses during the periods reported. Actual results may differ from those estimates. The Company reviewed the development and selection of the critical accounting policies and believes the following are the most critical accounting policies that could have an effect on the Company's reported results. These critical accounting policies and estimates have been reviewed with the Audit Committee of the Board of Directors.

Inventories

New Housewares/Small Appliance product introductions are an important part of the Company's sales to offset the morbidity rate of other Housewares/Small Appliance products. New products entail unusual risks and have occasionally in the past resulted in losses related to obsolete or excess inventory as a result of low or diminishing demand for a product. There were no such obsolescence issues that had a material effect during the current period in the Housewares/Small Appliance and Safety segments, and accordingly, the Company did not record a reserve for obsolete product. In the future should product demand issues arise, the Company may incur losses related to the obsolescence of the related inventory. Inventory risk for the Company's Defense segment is not deemed to be significant, as products are largely built pursuant to customers' specific orders.

Self-Insured Product Liability and Health Insurance

The Company is subject to product liability claims in the normal course of business and is self-insured for health care costs, although it does carry stop loss and other insurance to cover claims once a health care claim reaches a specified threshold. The Company's insurance coverage varies from policy year to policy year, and there are typically limits on all types of insurance coverage, which also vary from policy year to policy year. Accordingly, the Company records an accrual for known claims and incurred but not reported claims, including an estimate for related legal fees in the Company's Consolidated Financial Statements. The Company utilizes historical trends and other analysis to assist in determining the appropriate accrual. There are no known claims that would have a material adverse impact on the Company beyond the reserve levels that have been accrued and recorded on the Company's books and records. An increase in the number or magnitude of claims could have a material impact on the Company's financial condition and results of operations.


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Revenues

Sales are recorded net of discounts and returns for the Housewares/Small Appliance segment. Sales discounts and returns are key aspects of variable consideration, which is a significant estimate utilized in revenue recognition. Sales returns pertain primarily to warranty returns, returns of seasonal items, and returns of those newly introduced products sold with a return privilege. The calculation of warranty returns is based in large part on historical data, while seasonal and new product returns are primarily developed using customer provided information.

Impairment and Valuation of Long-lived Assets

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Long-lived assets consist of property, plant and equipment and intangible assets. Determining whether an impairment has occurred typically requires various estimates and assumptions, including determining which cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, the amounts of the cash flows and the asset's residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. The Company uses internal discounted cash flows estimates, quoted market prices when available and independent appraisals, as appropriate, to determine fair value. The Company derives the required cash flow estimates from its historical experience and its internal business plans.

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