-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KRoZkKjqwAm7gEVHLxbvU8JnczYfxWdNIK1IJOCHutISyOB22E3Tr178O6YD9xfe UKBr6RQtIZOMPYtqoNN0Kw== 0000950144-03-012247.txt : 20031104 0000950144-03-012247.hdr.sgml : 20031104 20031104170829 ACCESSION NUMBER: 0000950144-03-012247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031104 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUN HYDRAULICS CORP CENTRAL INDEX KEY: 0001024795 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 592754337 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21835 FILM NUMBER: 03977009 BUSINESS ADDRESS: STREET 1: 1500 WEST UNIVERSITY PKWY CITY: SARASOTA STATE: FL ZIP: 34243 BUSINESS PHONE: 9413621200 MAIL ADDRESS: STREET 1: 1500 WEST UNIVERSITY PKWY CITY: SARASOTA STATE: FL ZIP: 34243 8-K 1 g85637e8vk.htm SUN HYDRAULICS CORPORATION Sun Hydraulics Corporation
 



SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of Earliest
Event Reported): November 4, 2003

SUN HYDRAULICS CORPORATION


(Exact name of registrant as specified in its charter)
         
Florida   0-21835   59-2754337

 
 
(State or other
jurisdiction of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
     
1500 West University Parkway
Sarasota, Florida
  34243

 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 941-362-1200



 


 

Item 5. Other Events and Regulation FD Disclosure.

     On November 4, 2003, the Registrant issued the press release attached hereto as Exhibit 99.1 announcing the results for the third quarter ended September 27, 2003.

Item 7. Financial Statements and Exhibits.

     (a)  Financial Statements of Businesses Acquired.

       None.

     (b)  Pro Forma Financial Information.

       None.

     (c)  Exhibits.

             
Exhibit            
Number   Exhibit Description        

 
       
99.1   Press Release of the Registrant dated November 4, 2003.

-2-


 

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

     
    SUN HYDRAULICS CORPORATION
     
    By: /s/ Richard J. Dobbyn
   
    Richard J. Dobbyn
Chief Financial Officer
(Principal Financial and Accounting Officer)
     
Dated: November 4, 2003    

-3- EX-99.1 3 g85637exv99w1.txt EX-99.1 PRESS RELEASE DATED 11/4/03 EXHIBIT 99.1 FOR RELEASE: Immediately Contact: Richard K. Arter Investor Relations 941-362-1200 Richard J. Dobbyn Chief Financial Officer 941-362-1200 SUN HYDRAULICS CORPORATION REPORTS AN INCREASE OF SALES IN THE U.S. AND THIRD QUARTER NET INCOME OF $0.08 PER SHARE SARASOTA, FLA, NOVEMBER 4, 2003 -Sun Hydraulics Corporation (NASDAQ: SNHY) today announced that sales for the third quarter ended September 27, 2003, were $17.9 million, a decrease of 5.6% from the second quarter and a 11.3% increase from the same quarter last year. Net income was $0.5 million, equal to net income for the same quarter last year. Basic and diluted earnings per share for the quarter ended September 27, 2003, were $0.08 equal to the same period last year. Allen Carlson, Sun Hydraulics' president commented, "Sales in the United States increased 6% compared to the same quarter last year. We hope this signals the long awaited recovery in the United States manufacturing economy. International sales increased 17.0% in the third quarter compared to the same quarter last year, with continued strength in Germany and Korea." Carlson continued, "Net income per share was equal to the same quarter last year, despite an 11% increase in total sales, primarily because of the investments we are making in marketing and related areas. So far this year we have started an operation in the Midwest, opened a sales/marketing office in France and launched a new line of electro-hydraulic valves. We also have continued to invest in our website, focusing on electronically providing customers visual and technical information on millions of possible combinations of our cartridge/manifold assemblies. This feature will be available early next year." During the quarter ended September 27, 2003, the Company paid a special dividend of $13.3 million and increased debt $10.9 million to $20.0 million at quarter end. Year to date the Company has generated $6.9 million from operations and cash on hand at September 27, 2003, was $5.1 million. OUTLOOK Sales for the fourth quarter are projected to be $17.0 million, with net income of $0.08 per share. Last year sales for the fourth quarter were $15.5 million and net income was $0.06 per share. Until there are more positive signs of a recovery in the economy, the Company is reluctant to provide an estimate of sales for 2004. WEBCAST Sun Hydraulics Corporation will broadcast its third quarter financial results conference call with analysts live over the Internet at 2:30 P.M. E.T. tomorrow, November 5, 2003. To listen, go to HTTP://INVESTOR.SUNHYDRAULICS.COM/MEDIALIST.CFM. A copy of this earnings release is posted on the Investor Relations page of our website under "Press Releases." WEBCAST Q&A Questions may be submitted to the Company via email after reviewing this earnings release. Sun management will then answer these and other questions during the Company's webcast. Questions can be submitted by going to the Sun Hydraulics website, WWW.SUNHYDRAULICS.COM, and clicking on Investor Relations on the left hand menu. Scroll down to the bottom of the page and click on contact email: investor@sunhydraulics.com, which will open an email window to type in your message. Sun Hydraulics will answer as many legitimate questions pertaining to the 3rd quarter earnings release as possible during the webcast time. Sun Hydraulics Corporation is a leading designer and manufacturer of high performance screw-in hydraulic cartridge valves and manifolds for worldwide industrial and mobile markets. For more information about Sun, please visit our website at WWW.SUNHYDRAULICS.COM. FORWARD-LOOKING INFORMATION CERTAIN ORAL STATEMENTS MADE BY MANAGEMENT FROM TIME TO TIME AND CERTAIN STATEMENTS CONTAINED HEREIN THAT ARE NOT HISTORICAL FACTS ARE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934 AND, BECAUSE SUCH STATEMENTS INVOLVE RISKS AND UNCERTAINTIES, ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS, INCLUDING THOSE IN MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ARE STATEMENTS REGARDING THE INTENT, BELIEF OR CURRENT EXPECTATIONS, ESTIMATES OR PROJECTIONS OF THE COMPANY, ITS DIRECTORS OR ITS OFFICERS ABOUT THE COMPANY AND THE INDUSTRY IN WHICH IT OPERATES, AND ASSUMPTIONS MADE BY MANAGEMENT, AND INCLUDE AMONG OTHER ITEMS, (I) THE COMPANY'S STRATEGIES REGARDING GROWTH, INCLUDING ITS INTENTION TO DEVELOP NEW PRODUCTS; (II) THE COMPANY'S FINANCING PLANS; (III) TRENDS AFFECTING THE COMPANY'S FINANCIAL CONDITION OR RESULTS OF OPERATIONS; (IV) THE COMPANY'S ABILITY TO CONTINUE TO CONTROL COSTS AND TO MEET ITS LIQUIDITY AND OTHER FINANCING NEEDS; (V) THE DECLARATION AND PAYMENT OF DIVIDENDS; AND (VI) THE COMPANY'S ABILITY TO RESPOND TO CHANGES IN CUSTOMER DEMAND DOMESTICALLY AND INTERNATIONALLY, INCLUDING AS A RESULT OF STANDARDIZATION. ALTHOUGH THE COMPANY BELIEVES THAT ITS EXPECTATIONS ARE BASED ON REASONABLE ASSUMPTIONS, IT CAN GIVE NO ASSURANCE THAT THE ANTICIPATED RESULTS WILL OCCUR. IMPORTANT FACTORS THAT COULD CAUSE THE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS INCLUDE, AMONG OTHER ITEMS, (I) THE ECONOMIC CYCLICALITY OF THE CAPITAL GOODS INDUSTRY IN GENERAL AND THE HYDRAULIC VALVE AND MANIFOLD INDUSTRY IN PARTICULAR, WHICH DIRECTLY AFFECT CUSTOMER ORDERS, LEAD TIMES AND SALES VOLUME; (II) CONDITIONS IN THE CAPITAL MARKETS, INCLUDING THE INTEREST RATE ENVIRONMENT AND THE AVAILABILITY OF CAPITAL; (III) CHANGES IN THE COMPETITIVE MARKETPLACE THAT COULD AFFECT THE COMPANY'S REVENUE AND/OR COST BASES, SUCH AS INCREASED COMPETITION, LACK OF - 2 - QUALIFIED ENGINEERING, MARKETING, MANAGEMENT OR OTHER PERSONNEL, AND INCREASED LABOR AND RAW MATERIALS COSTS; (IV) CHANGES IN TECHNOLOGY OR CUSTOMER REQUIREMENTS, SUCH AS STANDARDIZATION OF THE CAVITY INTO WHICH SCREW-IN CARTRIDGE VALVES MUST FIT, WHICH COULD RENDER THE COMPANY'S PRODUCTS OR TECHNOLOGIES NONCOMPETITIVE OR OBSOLETE; (V) NEW PRODUCT INTRODUCTIONS, PRODUCT SALES MIX AND THE GEOGRAPHIC MIX OF SALES NATIONALLY AND INTERNATIONALLY; AND (VI) CHANGES RELATING TO THE COMPANY'S INTERNATIONAL SALES, INCLUDING CHANGES IN REGULATORY REQUIREMENTS OR TARIFFS, TRADE OR CURRENCY RESTRICTIONS, FLUCTUATIONS IN EXCHANGE RATES, AND TAX AND COLLECTION ISSUES. FURTHER INFORMATION RELATING TO FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THOSE ANTICIPATED IS INCLUDED BUT NOT LIMITED TO INFORMATION UNDER THE HEADING "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS" IN THE COMPANY'S FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 27, 2003, AND UNDER THE HEADING "BUSINESS" AND PARTICULARLY UNDER THE SUBHEADING, "BUSINESS RISK FACTORS" IN THE COMPANY'S FORM 10-K FOR THE YEAR ENDED DECEMBER 28, 2002. THE COMPANY DISCLAIMS ANY INTENTION OR OBLIGATION TO UPDATE OR REVISE FORWARD-LOOKING STATEMENTS, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. * Please see attached document for financial information. - 3 - SUN HYDRAULICS CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands except per share data) Three Months Ended ----------------------------- September 27, September 28, 2003 2002 ------------- ------------- Net sales $ 17,851 $ 16,043 Cost of sales 13,328 11,995 -------- -------- Gross profit 4,523 4,048 Selling, engineering and administrative expenses 3,604 3,021 -------- -------- Operating income 919 1,027 Interest expense 137 153 Foreign currency transaction loss (gain) (1) 87 Miscellaneous expense (income) (1) 7 -------- -------- Income before income taxes 784 780 Income tax provision 275 273 -------- -------- Net income $ 509 $ 507 ======== ======== Basic net income per share $ 0.08 $ 0.08 Basic weighted average shares outstanding 6,594 6,433 Diluted net income per share $ 0.08 $ 0.08 Diluted weighted average share outstanding 6,638 6,577 - 4 - SUN HYDRAULICS CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands except per share data) Nine Months Ended --------------------------- September 27, September 28, 2003 2002 ------------- ------------- Net sales $ 53,188 $ 49,069 Cost of sales 39,059 36,803 -------- -------- Gross profit 14,129 12,266 Selling, engineering and administrative expenses 11,491 9,472 -------- -------- Operating income 2,638 2,794 Interest expense 415 455 Foreign currency transaction loss (gain) (190) 76 Miscellaneous expense (income) (24) 95 -------- -------- Income before income taxes 2,437 2,168 Income tax provision 857 759 -------- -------- Net income $ 1,580 $ 1,409 ======== ======== Basic net income per share $ 0.24 $ 0.22 Basic weighted average shares outstanding 6,492 6,429 Diluted net income per share $ 0.24 $ 0.21 Diluted weighted average share outstanding 6,536 6,573 - 5 - CONSOLIDATED BALANCE SHEETS (in thousands) September 27, December 28, 2003 2002 ------------- ------------ ASSETS CURRENT ASSETS: Cash and cash equivalents $ 5,070 $ 3,958 Accounts receivable, net of allowance for doubtful accounts of $229 and $194 7,874 5,690 Inventories 6,812 6,846 Other current assets 198 810 -------- -------- Total current assets 19,954 17,304 Property, plant and equipment, net 42,792 43,987 Other assets 1,510 994 -------- -------- TOTAL ASSETS $ 64,256 $ 62,285 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 2,180 $ 1,706 Accrued expenses and other liabilities 3,022 1,081 Long-term debt due within one year 932 1,421 Dividends payable 269 258 Income taxes payable 694 10 -------- -------- Total current liabilities 7,097 4,476 Long-term debt due after one year 19,118 8,190 Deferred income taxes 4,091 4,092 Other liabilities 340 378 Redeemable Common Stock 2,250 2,250 -------- -------- Total liabilities 32,896 19,386 Shareholders' equity: Common stock 7 6 Capital in excess of par value 24,085 22,690 Unearned compensation related to outstanding restricted stock (494) (170) Retained earnings and accumulated comprehensive income 7,762 20,373 -------- -------- Total shareholders' equity 31,360 42,899 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 64,256 $ 62,285 ======== ======== - 6 - CONSOLIDATED STATEMENT OF CASH FLOWS (in thousands)
Nine Months Ended ----------------------------- September 27, September 28, 2003 2002 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 1,580 $ 1,409 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,907 3,873 Gain/(Loss) on disposal of assets 367 155 Allowance for doubtful accounts 35 6 Provision for deferred income taxes (1) 10 (Increase) decrease in: Accounts receivable (2,219) (1,546) Inventories 34 302 Income tax receivable -- 668 Other current assets 612 603 Other assets, net (516) (51) Increase (decrease) in: Accounts payable 474 464 Accrued expenses and other liabilities 1,941 292 Dividends payable 11 1 Income taxes payable 684 458 Other liabilities (38) (37) -------- -------- Net cash from operating activities 6,871 6,607 CASH FLOWS USED IN INVESTING ACTIVITIES: Capital expenditures (3,090) (4,883) Proceeds from dispositions of equipment 11 53 -------- -------- Net cash used in investing activities (3,079) (4,830) CASH FLOWS USED IN FINANCING ACTIVITIES: Proceeds from debt 18,850 -- Repayment of debt (8,411) (778) Proceeds from stock issued 1,072 217 Dividends to shareholders (14,133) (771) -------- -------- Net cash used in financing activities (2,622) (1,332) Effect of exchange rate changes on cash and cash equivalents (58) 113 Net increase (decrease) in cash and cash equivalents 1,112 558 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3,958 3,611 CASH AND CASH EQUIVALENTS, END OF PERIOD 5,070 4,169 Supplemental disclosure of cash flow information: Cash paid/(received): Interest $ 415 $ 455 Income taxes $ 174 $ (377)
- 7 -
United United States Korea Germany Kingdom Elimination Consolidated ------ ----- ------- ------- ----------- ------------ THREE MONTHS ENDED SEPTEMBER 27, 2003 Sales to unaffiliated customers $ 11,208 $ 1,630 $ 2,316 $ 2,697 $ -- $ 17,851 Intercompany sales 2,918 -- 9 323 (3,250) -- Operating income 508 187 432 (190) (18) 919 Depreciation 900 32 94 235 -- 1,261 Capital expenditures 757 386 111 466 -- 1,720 THREE MONTHS ENDED SEPTEMBER 28, 2002 Sales to unaffiliated customers $ 10,390 $ 1,399 $ 1,704 $ 2,550 $ -- $ 16,043 Intercompany sales 2,498 -- 5 325 (2,828) -- Operating income 557 167 175 58 70 1,027 Depreciation 912 28 79 203 -- 1,222 Capital expenditures 726 30 19 720 -- 1,495 NINE MONTHS ENDED SEPTEMBER 27, 2003 Sales to unaffiliated customers $ 32,473 $ 5,175 $ 6,951 $ 8,589 $ -- $ 53,188 Intercompany sales 9,794 -- 33 1,032 (10,859) -- Operating income 1,806 541 925 (655) 21 2,638 Depreciation 2,752 89 285 781 -- 3,907 Capital expenditures 1,688 418 203 781 -- 3,090 NINE MONTHS ENDED SEPTEMBER 28, 2002 Sales to unaffiliated customers $ 31,593 $ 4,606 $ 5,008 $ 7,863 $ -- $ 49,069 Intercompany sales 8,485 -- 24 1,245 (9,753) -- Operating income 1,528 369 332 589 (25) 2,794 Depreciation 3,005 87 224 557 -- 3,873 Capital expenditures 1,795 78 62 2,948 -- 4,883
- 8 -
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