George Risk Industries, Inc. 802 S. Elm St. Kimball, NE 69145 September 14, 2004 Securities and Exchange Commission Washington, DC 20549 Pursuant to the requirements of the Securities Exchange Act of 1934, we are transmitting herewith the attached Form 10-QSB. Sincerely, Kenneth R. Risk, President and CEO George Risk Industries, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) [ X ] Quarterly report under Section 13 or 15(d) of the Securities Ex- change Act of 1934 For the quarter ended July 31, 2004 [ ] Transition report under Section 13 or 15(d) of the Securities Ex- change Act of 1934 For the transition period from ___________ to ____________ Commission File Number: 0-5378 GEORGE RISK INDUSTRIES, INC. (Exact name of small business issuer as specified in its charter) Colorado 84-0524756 (State of incorporation) (IRS Employers Identification No.) 802 South Elm St. Kimball, NE 69145 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (308) 235-4645 APPLICABLE ONLY TO CORPORATE ISSUERS The number of shares of the Registrant's Common Stock outstanding, as of September 14, 2004 was 5,402,528. Transitional Small Business Disclosure Format: Yes [ X ] No [ ] GEORGE RISK INDUSTRIES, INC. PART I. FINANCIAL INFORMATION Item 1. Financial Statements The unaudited financial statements for the three-month period ended July 31, 2004, are attached hereto. GEORGE RISK INDUSTRIES, INC. BALANCE SHEET JULY 31, 2004 ASSETS Current Assets Cash and cash equivalents $ 4,717,000 Marketable securities (Note 2) 10,934,000 Accounts receivable: Trade, net of $50,000 doubtful account allowance 1,838,000 Other 4,000 Inventories (Note 3) 2,382,000 Prepaid expenses 101,000 Deferred income taxes 94,000 ------------ Total Current Assets $20,070,000 Property and Equipment, net at cost $ 850,000 Other Assets Investment in Land Limited Partnership, at cost 200,000 Projects in process 11,000 Other 2,000 ------------ Total Other Assets $ 213,000 TOTAL ASSETS $21,133,000 ============ GEORGE RISK INDUSTRIES, INC. BALANCE SHEET JULY 31, 2004 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable, trade $ 109,000 Accrued expenses Payroll and related expenses 240,000 Property taxes 2,000 Income tax payable 223,000 ------------ Total Current Liabilities $ 574,000 Long-Term Liabilities Deferred income taxes 27,000 ------------ Total Long-Term Liabilities $ 27,000 Stockholders' Equity Convertible preferred stock, 1,000,000 shares authorized, Series 1-noncumulative, $20 stated value, 25,000 shares authorized, 5,350 issued and outstanding 107,000 Common stock, Class A, $.10 par value, 10,000,000 shares authorized, 8,502,832 shares issued and outstanding 850,000 Additional paid-in capital 1,736,000 Accumulated other comprehensive income (970,000) Retained earnings 20,572,000 Less: cost of treasury stock, 3,100,304 shares, at cost (1,763,000) ------------ Total Stockholders' Equity $20,532,000 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $21,133,000 ============ GEORGE RISK INDUSTRIES, INC. STATEMENT OF INCOME AND RETAINED EARNINGS FOR THE THREE MONTHS ENDED July 31, 2004 2003 ------------ ------------ Net Sales $ 3,096,000 $ 3,022,000 Less: cost of goods sold (1,498,000) (1,413,000) ------------ ------------ Gross Profit $ 1,598,000 $ 1,609,000 Operating Expenses: General and administrative 170,000 167,000 Selling 619,000 547,000 Engineering 13,000 18,000 Rent paid to related parties 15,000 15,000 ------------ ------------ Total Operating Expenses $ 871,000 $ 747,000 Income From Operations 781,000 862,000 Other Income (Expense) Other 0 (5,000) Dividend and interest income 82,000 87,000 Gain/(loss) on sale of investments (18,000) 21,000 ------------ ------------ $ 64,000 $ 103,000 Income Before Provisions for Income Tax 845,000 965,000 Provisions for Income Tax (352,000) (402,000) ------------ ------------ Net Income $ 493,000 $ 563,000 Retained Earnings, beginning of period $20,079,000 $17,669,000 Retained Earnings, end of period $20,572,000 $18,232,000 Income Per Share of Common Stock $0.09 $0.10 Weighted Average Number of Common Shares Outstanding 5,402,528 5,402,528 GEORGE RISK INDUSTRIES, INC. STATEMENT OF COMPREHENSIVE INCOME FOR THE THREE MONTHS ENDED July 31, 2004 2003 ------------ ------------ Net Income $ 493,000 $ 563,000 ------------ ------------ Other Comprehensive Income, net of tax Unrealized gain (loss) on securities: Unrealized holding gains (losses) arising during period (59,000) 231,000 Reclassification adjustment for (gains) losses included in net income 18,000 (21,000) Income tax expense related to other comprehensive income (17,000) 88,000 ------------ ------------ Other Comprehensive Income (Loss) $ (58,000) $ 298,000 Comprehensive Income (Loss) $ 435,000 $ 861,000 ============ ============ GEORGE RISK INDUSTRIES, INC. STATEMENT OF CASH FLOWS For the three months ended July 31, 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 493,000 $ 563,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 49,000 57,000 (Gain) loss on sale of investments 18,000 (21,000) Changes in assets and liabilities: (Increase) decrease in: Accounts receivable (103,000) (141,000) Inventories (3,000) (75,000) Prepaid expenses (40,000) 39,000 Other receivables 1,000 1,000 Increase (decrease) in: Accounts payable 17,000 29,000 Accrued expenses (70,000) (52,000) Income tax payable 352,000 402,000 ------------ ------------ Net cash provided by (used in) operating activities $ 714,000 $ 802,000 CASH FLOWS FROM INVESTING ACTIVITIES: Projects in progress 33,000 32,000 (Purchase) Sale of property and equipment (64,000) (63,000) Proceeds from sale of marketable securities 104,000 264,000 (Purchase) of marketable securities (350,000) (400,000) ------------ ------------ Net cash provided by (used in) investing activities $ (277,000) $ (167,000) CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments on long-term debt 0 (40,000) ------------ ------------ Net cash provided by (used in) financing activities $ 0 $ (40,000) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 437,000 $ 595,000 ======== ========= Cash and cash equivalents, beginning of period $ 4,280,000 $ 2,699,000 Cash and cash equivalents, end of period $ 4,717,000 $ 3,294,000 GEORGE RISK INDUSTRIES, INC. NOTES TO FINANCIAL STATEMENTS JULY 31, 2004 Note 1 Unaudited Interim Financial Statements The accompanying financial statements have been prepared in accordance with the instructions for Form 10QSB and do not include all of the inform- ation and footnotes required by generally accepted accounting principals for complete financial statements. In the opinion of management, all adjust- ments, consisting only of normal recurring adjustments considered necessary for a fair presentation, have been included. Operating results for any quarter are not necessarily indicative of the results for any other quarter or for the full year. Note 2 Marketable Securities Marketable equity securities are recorded at the lower of cost or market and are classified as available-for-sale securities. The cost of marketable securities sold is determined on the average cost method with realized gains or losses being reflected in the income statement and any unrealized gains or losses being reported as a separate component of stock- holder's equity until realized. Dividend and interest income are accrued as earned. Marketable equity securities and unrealized gains and losses consist of the following as of July 31, 2004: Cost Basis $11,905,000 Market Value 10,935,000 ------------ Net Unrealized Gains (Losses) $ (970,000) ============ Gross unrealized gain $ 417,000 ============ Gross unrealized loss $(1,387,000) ============ Note 3 Inventories Inventories at July 31, 2004, consisted of the following: Raw Materials $ 1,721,000 Work in Proces 428,000 Finished Goods 231,000 Warehouse in England 72,000 ------------ $ 2,452,000 Less: allowance for obsolete inventory (70,000) ------------ Net Inventories $ 2,382,000 ============ Note 4 Business Segments The following is financial information relating to industry segments: For the quarter ended July 31, 2004 2003 ------------ ------------ Net revenue: Pool alarm products $ 273,000 $ 341,000 Keyboard products 127,000 161,000 Security alarm and other products 2,696,000 2,520,000 ------------ ------------ Total net revenue $ 3,096,000 $ 3,022,000 Income from operations: Pool alarm products $ 69,000 $ 97,000 Keyboard products 32,000 46,000 Security alarm and other products 680,000 719,000 ------------ ------------ Total income from operations $ 781,000 $ 862,000 Identifiable assets: Pool alarm products $ 268,000 $ 304,000 Keyboard products 241,000 234,000 Security alarm and other products 4,198,000 4,169,000 Corporate general 16,426,000 14,208,000 ------------ ------------ Total assets $21,133,000 $18,915,000 Depreciation and amortization: Pool alarm products $ 2,000 $ 2,000 Keyboard products 0 1,000 Security alarm and other products 30,000 36,000 Corporate general 17,000 18,000 ------------ ------------ Total depreciation and amortization $ 49,000 $ 57,000 Capital expenditures: Pool alarm products $ 0 $ 1,000 Keyboard products 0 0 Security alarm and other products 64,000 56,000 Corporate general 0 6,000 ------------ ------------ Total capital expenditures $ 64,000 $ 63,000 Note 5 Revenue Recognition George Risk Industries recognizes its revenues when goods are shipped and billed to its customers. There is a $50,000 allowance that was established to account for any uncollectable accounts. Note 6 Earnings per Share Basic and diluted earning per share, assuming convertible preferred stock was converted for each period presented, are: For the three months ended July 31, 2004 ---------------------------------------- Income Shares Per-share (Numerator) (Denominator) Amount ------------- -------------- --------- Net Income $ 493,000 ============= Basic EPS $ 493,000 5,402,528 $ 0.09 Effect of dilutive securities: Convertible preferred stock 0 26,750 ------------- -------------- --------- Diluted EPS $ 493,000 5,429,278 $ 0.09 For the three months ended July 31, 2003 ---------------------------------------- Income Shares Per-share (Numerator) (Denominator) Amount ------------- -------------- --------- Net Income $ 563,000 ============= Basic EPS $ 563,000 5,402,528 $ 0.10 Effect of dilutive securities: Convertible preferred stock 0 26,750 ------------- -------------- --------- Diluted EPS $ 563,000 5,429,278 $ 0.10 GEORGE RISK INDUSTRIES, INC. PART I. FINANCIAL INFORMATION Item 2. Management Discussion and Analysis of Financial Condition and Results of Operations MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read in conjunction with the attached con- densed consolidated financial statements, and with the Company's audited financial statements and discussion for the fiscal year ended April 30, 2004. Net cash increased $437,000 during the quarter ended July 31, 2004 as com- pared to an increase of $595,000 during the corresponding quarter last year. Accounts receivable increased $103,000 for the quarter ending July 31, 2004, as compared to a $141,000 increase for the same quarter last year. At the quarter ended July 31, 2004, 79.3% of the receivables are considered current (less than 45 days) and 4.45% of the total are over 90 days past due. Inventories increased a mere $3,000 during the current quarter as compared to a $75,000 increase last year. At the quarter ended July 31, 2004 there was a $40,000 increase in prepaid expenses while at July 31, 2003, there was a $39,000 decrease. The main reason for the increase in cash towards prepaid expenses is that we buy Jelly Bellies in bulk and had to purchase some in the current quarter. Jelly Bellies are GRI's adopted trademark. A package of jellybeans is put into every box that is shipped out and our samples department also sends out thousands every month. At the quarter ended July 31, 2004, accounts payable shows an increase of $17,000 as compared to an increase of $29,000 for the same quarter the year before. As usual, we continue to strive to pay all of our payables within terms and take all purchase discounts that are available. Accrued expenses decreased $70,000 for the current quarter as compared to a $52,000 decrease for the quarter ended July 31, 2003. Income tax payable increased $352,000 for the quarter ended July 31, 2004. This compares to an increase of $402,000 for the quarter ended July 31, 2003. The difference of $50,000 accounts for the fact that our net income is lower for the quarter ended July 31, 2004 than it was for the quarter ended July 31, 2003. The following is a list of ratios to help analyze George Risk Industries' performance: For the quarter ended July 31, 2004 2003 --------------------------- Working capital $19,496,000 $16,857,000 Current ratio 34.965 19.383 Quick ratio 30.469 16.420 Cash per share (including marketable securities) $ 2.90 $ 2.47 Equity per share $ 3.80 $ 3.33 Net sales were $3,096,000 for the quarter ended July 31, 2004, which is a 2.4% increase from the corresponding quarter last year. Cost of goods sold was 48.4% of net sales for the quarter ended July 31, 2004 and the cost of goods sold percentage to net sales was 46.8% for the quarter ended July 31, 2003. Having relatively the same percentage of cost of goods sold from period to period shows that we keep our costs in line. Operating expenses were 26.4% of net sales for the quarter ended July 31, 2004 as compared to 24.7% for the corresponding quarter last year. Having relatively the same percentages for both periods shows that management keeps a close eye on our operating expenses to keep them in line from year to year. With the increase in sales, there is always usually a slight increase in operating expense and that has held true for the quarter ended July 31, 2004. Income from operations for the quarter ended July 31, 2004 was at $781,000, which is a 9.4% increase from the corresponding quarter last year, which had income from operations of $862,000. Other income and expenses showed a $64,000 gain for the quarter ended July 31, 2004 as compared to having a $103,000 gain for the quarter ended July 31, 2004. The main reason for the difference in the amount of the gains from one quarter to the other is that we had an $18,000 loss on the sale of investments for the current quarter as compared to a $21,000 gain for the same period last year. The biggest loss was that we finally sold our holdings in Worldcom during this current quarter. In turn, net income for the quarter ended July 31, 2004 was at $493,000, a 12.4% decrease from the corresponding quarter last year, which showed net income of $563,000. Earn- ings per share for the quarter ended July 31, 2003 were $0.09 per share and $0.10 per share for the quarter ended July 31, 2003. George Risk Industries does have three distinct business segments, security alarm products, pool alarms and keyboard products that are subject to dis- closure under SFAS No. 131. See the notes to the financial statements in order to examine the segments. New products in Research and Development at this time include the ADA series of touch sensors, which are the GRI T8800 wall temperature sensor and the H8800 humidity sensor. The T8800 is expected to be ready for sale by the first of the year. The molded box for the ADA units is completed with the exception of a few modifications to the mold. Other new products developments are 110 and 220 volt versions of our Current Controller product line, a door strike control, a twelve-key keypad using the touch sensor technology, and the High Security switch. Testing continues on the High Security switch and the Smart Start prototypes. Our tool and die department's priorities at the moments are the 4460 spacer mold and the smoke box addition to the EZ Duct Raceway. Both the GB-551 glass break switch and the Fail Safe Water Sensor (GRI pt #2826FS) have been introduced to the marketplace with good response. Furthermore, we have begun packaging Magnasphere Corporation products in cases for their customers. This is a type of magnetic product recently introduced to the security market. Management is always open to the possibility to acquire a business that would complement our existing operations. This would require no outside financing. The intent is to utilize the equipment, marketing techniques and established customers to increase sales and profits. There are no known seasonal trends with any of GRI's products, since we sell to distributors and OEM manufacturers. Our products are tied to the housing industry and will fluctuate with building trends. At George Risk Industries' latest Board of Director's meeting, which was held on August 25, 2004, a dividend of $0.10 per share was declared. This dividend will be paid to stockholders of record as of September 30, 2004, and the payment date will be October 31, 2004. GEORGE RISK INDUSTRIES, INC. Part II. OTHER INFORMATION Item 1. Legal Proceedings Not applicable Item 2. Changes in Securities Not applicable. Item 3. Defaults upon Senior Securities Not applicable Item 4. Submission of Matters to a Vote of Securities Not applicable Item 5. Other Information Not applicable Item 6. Exhibits and Reports on Form 8-K A. Reports on Form 8-K No 8-K reports were filed during the quarter ended July 31, 2004. B. Exhibits 31 and 32 CERTIFICATION OF KENNETH R. RISK, PRESIDENT AND CHAIRMAN OF THE BOARD, PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Kenneth R. Risk, certify that: 1. I have reviewed this quarterly report on Form 10QSB of George Risk Industries, Inc.; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our super- vision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which the quarterly report is being prepared; b) Evaluated the effectiveness of the registrant's disclosure con- trols and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this re- port based on such evaluation; and c) Disclosed in this quarterly report and change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors: a) All significant deficiencies and material weaknesses in the de- sign or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial in- formation; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: September 14, 2004 By: /s/ Kenneth R. Risk Kenneth R. Risk President and Chairman of the Board CERTIFICATION OF STEPHANIE M. RISK, CHIEF FINANCIAL OFFICER, PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT OF 1934 I, Stephanie M. Risk, certify that: 1. I have reviewed this quarterly report on Form 10QSB of George Risk Industries, Inc.; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for the periods presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our super- vision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which the quarterly report is being prepared; b) Evaluated the effectiveness of the registrant's disclosure con- trols and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and c) Disclosed in this quarterly report and change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors: a) All significant deficiencies and material weaknesses in the de- sign or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial in- formation; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: September 14, 2004 By: /s/ Stephanie M. Risk Stephanie M. Risk Chief Financial Officer CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 I, Kenneth R. Risk, certify, pursuant to 18 U.S.C. 18 Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the quarterly report of George Risk Industries, Inc. on Form 10QSB dated July 31, 2004 fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that information contained in such Form 10QSB fairly presents in all material respects the financial condition and results of operations of George Risk Industries, Inc. By: /s/ Kenneth R. Risk Kenneth R. Risk President and Chief Executive Officer I, Stephanie M. Risk, certify, pursuant to 18 U.S.C. 18 Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the quarterly report of George Risk Industries, Inc. on Form 10QSB dated July 31, 2004 fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that information contained in such Form 10QSB fairly presents in all material respects the financial condition and results of operations of George Risk Industries, Inc. By: /s/ Stephanie M. Risk Stephanie M. Risk Chief Financial Officer SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. George Risk Industries, Inc. (Registrant) Date 09-14-2004 By: /s/ Kenneth R. Risk Kenneth R. Risk President and Chairman of the Board Date 09-14-2004 By: /s/ Stephanie M. Risk Stephanie M. Risk Chief Financial Officer and Controller