MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF


                                   OPERATIONS



This Quarterly Report on Form 10-Q, includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act) and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), which are subject to the "safe harbor" created by those sections. Any statements herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as "may," "will," "could," "would," "should," "anticipate," "expect," "intend," "believe," "estimate," "project" or "continue," and the negatives of such terms are intended to identify forward-looking statements. The information included herein represents our estimates and assumptions as of the date of this filing. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if current information becomes available in the future.

The following discussion should be read in conjunction with the attached condensed financial statements, and with the Company's audited financial statements and discussion for the fiscal year ended April 30, 2020.





Executive Summary


The Company's performance improved during the quarter ended July 31, 2020 as compared to the quarter ended July 31, 2019. The main reason for the increase is the closure of a competitor at the end of calendar year 2019, resulting in a major uptick in sales. As a result of the increased demand, the Company is experiencing a sizable back order log; however, management has been able to increase inventory. Management now intends to focus on ramping up production to meet customer's needs in a timely manner. Opportunities include continuing to learn and grow with our computer system and to continue looking at businesses that might be a good fit to purchase. We also have new products that are scheduled to enter the marketplace by the end of the calendar year. Challenges in the coming months include continuing to get product out to customers in a timely manner and dealing with COVID-19 pandemic restrictions. Raw material prices are also a concern with tariffs being levied by the US government and other factors. Management continues to work at keeping the facilities running leaner and more profitable than ever before.





Results of Operations



  ? Net sales for the quarter ended July 31, 2020 showed a 13.94% increase over
    the same period in the prior year. The Company saw increased sales resulting
    primarily from a competitor no longer selling competing products. Management
    also believes that they have been successful at training employees on the new
    computer system and production is running smoothly.

  ? Cost of goods sold decreased from 49.80% of sales in the prior year, to 48.23%
    in the current quarter, which is inside of Management's goal to keep labor and
    other manufacturing expenses within the range of 45 to 50%. The decreased cost
    of goods sold percentage is a reflection of training initiatives resulting in
    more efficient production.




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  ? Operating expenses increased by $36,000 when comparing the current year
    quarter to the same quarter for the prior year; however, the percentage of net
    sales decreased to 22.46% for the quarter ended July 31, 2020 compared to
    24.58% for the corresponding quarter last year. The dollar amount increase is
    the result of increased personnel and commission expense related to the
    increase in net sales; however, the Company maintained the ratio of operating
    expenses to net sales at less than 30%, which is in line with historical
    ratios.

  ? Income from operations for the quarter ended July 31, 2019 was at $1,186,000,
    which is a 30.33% increase from the corresponding quarter last year, which had
    income from operations of $910,000.

  ? Other income and expenses showed a $2,254,000 gain for the quarter ended July
    31, 2020 as compared to a $388,000 gain for the quarter ended July 31, 2019.
    For the three months ended July 31, 2020, $2,114,000 of unrealized gains from
    equity securities were recorded, compared to the $145,000 of unrealized gains
    from equity securities recorded for the three months ended July 31, 2019. The
    remainder of the increase is primarily due to dividend and interest income.

  ? The Company's provision for income taxes showed an increase of $626,000 from
    $322,000 in the quarter ended July 31, 2019 to $948,000 for the quarter ended
    July 31, 2020. This increase is primarily due to increased deferred taxes
    resulting from a much larger unrealized gain for the current quarter.

  ? In turn, net income for the quarter ended July 31, 2020 was $2,492,000, a
    155.33% increase from the corresponding quarter last year, which showed net
    income of $976,000.

  ? Earnings per share for the quarter ended July 31, 2020 were $0.50 per common
    share and $0.20 per common share for the quarter ended July 31, 2019.



Liquidity and capital resources





    Operating

  ? Net cash increased $1,033,000 during the quarter ended July 31, 2020 as
    compared to an increase of $794,000 during the corresponding quarter last
    year.

  ? Accounts receivable decreased $49,000 for the quarter ending July 31, 2020
    compared with a $163,000 decrease for the same quarter last year. The smaller
    decrease in accounts receivable is directly attributable to some of the
    Company's customers not paying as timely as before. Management believes this
    is because of the COVID-19 pandemic. Management still has the ability to
    collect on accounts and to keep past due accounts to a minimum. An analysis of
    accounts shows that there were only 0.63% that were over 90 days at July 31,
    2020.

  ? Inventories increased $405,000 during the current quarter as compared to a
    $288,000 increase last year. The larger increase is primarily due to the fact
    that the Company is stocking up on more raw materials due to increased orders.
    In addition, the Company is keeping more inventory on hand in order to reduce
    the likelihood of running into a shortage on some major raw materials, such as
    we experienced last year.




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  ? For the quarter ended July 31, 2020 there was a $94,000 decrease in prepaid
    expenses compared to a decrease of $79,000 for the quarter ended July 31,
    2019. The current decrease is due to less prepayment of raw materials and
    running through some of our prepaid agreements without needing to renew them.

  ? Accounts payable shows an increase of $117,000 for the quarter ended July 31,
    2020 compared to an increase of $55,000 for the same quarter the year before,
    primarily due to increases in inventory of raw materials and timing issues.
    Management strives to pay all payables within terms, unless there is a problem
    with the merchandise.

  ? Accrued expenses decreased $61,000 for the current quarter as compared to a
    $66,000 decrease for the quarter ended July 31, 2019. The difference in the
    amounts is primarily due to timing issues.

  ? Income tax payable for the quarter ended July 31, 2020 increased $346,000,
    compared to a $289,000 increase for the quarter ended July 31, 2019. The
    current increase is due to larger tax estimates in relation to increased
    income.

    Investing

  ? The Company purchased $95,000 of property and equipment during the current
    fiscal quarter. In comparison, $169,000 was spent on purchases of property and
    equipment during the corresponding quarter last year.

  ? The Company continues to purchase marketable securities, which include
    municipal bonds and quality stocks. Cash spent on purchases of marketable
    securities for the quarter ended July 31, 2020 was $111,000 compared to
    $132,000 spent during the quarter ended July 31, 2019. We continue to use
    "money manager" accounts for most stock transactions. By doing this, the
    Company gives an independent third party firm, who are experts in this field,
    permission to buy and sell stocks at will. The Company pays a quarterly
    service fee based on the value of the investments.

    Financing

  ? The Company continues to purchase back common stock when the opportunity
    arises. For the quarter ended July 31, 2020, the Company did not buyback any
    treasury stock, compared to the $53,000 of common stock purchased during the
    same period the prior year.




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In conjunction with the Company's Condensed Financial Statements, we have
provided the following list of ratios to help analyze George Risk Industries'
performance:



                                                      Qtr ended           Qtr ended
                                                    July 31, 2020       July 31, 2019
Working capital
(current assets - current liabilities)             $    40,103,000     $    38,750,000
Current ratio
(current assets / current liabilities)                      11.485              17.882
Quick ratio
((cash + current investments + AR) / current
liabilities)                                                 9.953              15.622




New Product Development


The Company and its' engineering department perpetually work to develop enhancements to current product lines, develop new products which complement existing products, and look for products that are well suited to our distribution network and manufacturing capabilities. Items currently in various stages of the development process include:





  ? A new face plate for our pool alarms is nearing completion. The innovative
    design is slim in style and will also allow the homeowner to change the plate
    to match their décor.

  ? An updated version of the pool access alarm is currently going through
    electrical listing testing. Since the COVID-19 pandemic has happened, not much
    testing has progressed This next-generation model combines our battery
    operated DPA series with our hard wired 289 series. A variety of installation
    options will be available through jumper pin settings.

  ? Wireless technology is a main area of focus for product development. We are
    looking into adding wireless technology to some of our current products. A
    wireless contact switch is in the final stages of development. Also, we are
    working on wireless versions of our Pool Alarm and environmental sensors that
    will be easy to install in current construction. We are also concentrating on
    making products compatible with Wi-Fi, smartphone technology and the
    increasing popular Z-Wave standard for wireless home automation.

  ? In the next months we are introducing a couple of new security products.
    First, the 2707 Series are triple high biased magnetic reed contacts for high
    security and are available in SPDT and DPDT models. These contacts are
    resistant to magnetic tamper and defeat. They are used in applications such as
    airports, biotechnology labs, manufacturing plants, banks, military bases and
    energy-generation facilities. Secondly, the 3040 Panic Switch contains screw
    terminals and uses an actuating lever which can be triggered with only the tip
    of the finger. It can be installed under a counter or desk or any similar
    place. The 3040CT uses 12' extreme temperature rated wire for installation in
    refrigerators and freezers. Both models have a latching LED indicating when
    the switch is activated and automatically resets when the lever is closed and
    is fully re-armed. Latching LED and UL Listed versions are planned to follow.

  ? We have launched our new GR1840 Oval Metal Door Channel Magnet. This is a
    direct replacement for the obsolete Interlogix magnet. This magnet fits into
    the top channel of a metal door and does not require drilling into the door
    core. We have also paired this with several of our ¾" and 1" steel door
    contacts.

  ? There have been several new products that have been introduced for our cable
    and wiring tools segment. First, a 12" adjustable hole cutter which
    compliments the popular 10" hole cutter. Using a standard drill, this tool
    allows you to drill various size holes in the ceiling for speakers and canned
    lights. The dust bin which buts against the ceiling keeps the ceiling material
    and dust enclosed making for a clean, time saving installation. Secondly, the
    lighted Bullnose tips come in a variety of colors; red, green and blue to go
    along with the standard clear lights. These colored lights are placed on
    FiberFuse wire running rods which allows easy location of the rod ends in dark
    places such as attics and crawlspaces. The rods can be color coded for wire
    paths running into different rooms. Larger batteries add to the longevity of
    these new lights.




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Other Information



In addition to researching developing new products, management is always open to the possibility of acquiring a business or product line that would complement our existing operations. Due to the Company's strong cash position, management believes this could be achieved without the need for outside financing. The intent is to utilize the equipment, marketing techniques and established customers to deliver new products and 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.

Recently Issued Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments", which requires entities to use a forward looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. The FASB has subsequently issued updates to the standard to provide additional clarification on specific topics. Topic 326 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. We have applied this guidance, as of May 1, 2020, using a modified-retrospective approach. The application of this guidance did not require a cumulative effect adjustment to retained earnings and did not have a material effect on our financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820). The updated guidance improves the disclosure requirements on fair value measurements. The updated guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted for any removed or modified disclosures. We applied this guidance, as of May 1, 2020. The application of this guidance did not have a material effect on our disclosures.

In January 2020, the FASB issued ASU 2020-01, "Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) - Clarifying the Interactions between Topic 321, Topic 323, and Topic 815." The ASU is based on a consensus of the Emerging Issues Task Force and is expected to increase comparability in accounting for these transactions. ASU 2016-01 made targeted improvements to accounting for financial instruments, including providing an entity the ability to measure certain equity securities without a readily determinable fair value at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Among other topics, the amendments clarify that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting. For public business entities, the amendments in the ASU are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the adoption of ASU 2020-01 to have a material impact on its financial statements.

There are no other new accounting pronouncements that are expected to have a significant impact on our financial statements.





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                          GEORGE RISK INDUSTRIES, INC.



                         PART I. FINANCIAL INFORMATION

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