8-K

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UNITED STATES

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 5, 2012

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

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On November 5, 2012, the Registrant issued the press release attached hereto as Exhibit 99.1 announcing its financial results for the third fiscal quarter of 2012.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press release dated November 5, 2012.

- 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/ Tricia L. Fulton
	Tricia L. Fulton
	Chief Financial Officer (Principal Financial and Accounting Officer)

Dated: November 5, 2012

- 3 -

EX-99.1

Exhibit 99.1

Sun Hydraulics Third Quarter Sales and Earnings Consistent with Forecast at $49 million and $0.34 per share

SARASOTA, FLA, November 5, 2012 – Sun Hydraulics Corporation (NASDAQ: SNHY) today reported financial results for the third quarter of 2012 as follows:

(Dollars in millions except net income per share)

	September 29, 2012		October 1, 2011		Increase/Decrease
Three Months Ended
Net Sales	$	48.8	$	53.0		-8	%
Net Income	$	8.8	$	11.4		-23	%
Net Income per share:
Basic	$	0.34	$	0.44		-23	%
Diluted	$	0.34	$	0.44		-23	%
Nine Months Ended
Net Sales	$	161.1	$	158.5		2	%
Net Income	$	30.7	$	31.6		-3	%
Net Income per share:
Basic	$	1.19	$	1.23		-3	%
Fully Diluted	$	1.18	$	1.23		-4	%

“Third quarter sales were as expected,” said Allen Carlson, Sun’s CEO and president. “The sales decline was driven primarily by Asia/Pacific and Europe. While business was down in these regions, we continued to gain new customers to make up for slowing business with existing customers. North America was able to eke out a modest increase in the period. Earnings were within our forecast range, despite being negatively impacted by approximately $0.01 due to taxes.”

Continuing, Carlson commented, “Our product development efforts are ongoing and new products continue to represent between 10 and 15% of sales. We have also been working to revamp and enhance our website and expect to launch the new version in early 2013. The new website will be faster, with added configuration mechanisms to make it easier for customers to define and procure solutions.”

Carlson concluded by saying, “Our fourth quarter forecast reflects continued sluggishness in the macro economy. The PMI is bouncing around the 50 mark, plus or minus, and has yet to provide any clear trend indications either positive or negative. Despite global headwinds, 2012 will be a successful year for Sun. Our efforts remain focused on product and market development and providing differentiated solutions and services to our customers.”

Outlook

Fourth quarter 2012 revenues are expected to be approximately $41 million, down approximately 10% from the fourth quarter of 2011. Earnings per share are estimated to be $0.22 to $0.24 compared to $0.24 in the same period a year ago.

Management estimates year-end 2012 sales to be approximately $202 million, down approximately 1% from 2011 sales. Earnings per share for 2011 are estimated to be $1.40 to $1.42, compared to $1.46 in 2011.

For comparison purposes, 2011 results included a one-time $0.03 per share gain resulting from the acquisition of HCT.

Webcast

Sun Hydraulics Corporation will broadcast its 2012 third quarter financial results conference call live over the Internet at 9:00 A.M. E.T. tomorrow, November 6, 2012. To listen to the webcast, go to the Investor Relations section of www.sunhydraulics.com.

Webcast Q&A

If an individual wishes to ask questions directly during the webcast, the conference call may be accessed by dialing 1-888-455-2296 and using 4600776 as the access code. Questions also may be submitted to the Company via email by going to the Sun Hydraulics website, www.sunhydraulics.com, and clicking on Investor Relations on the top 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 management will then answer these and other questions during the Company’s webcast. A copy of this earnings release is posted on the Investor Relations page of our website under “Press Releases.”

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 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 29, 2012, 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 31, 2011. 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.

SUN HYDRAULICS CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands except per share data)

	Three months ended
	September 29, 2012 (unaudited)			October 1, 2011 (unaudited)
Net sales	$	48,825		$	53,041
Cost of sales		29,428			32,293
Gross profit		19,397			20,748
Selling, engineering and administrative expenses		6,202			5,249
Operating income		13,195			15,499
Interest income, net		(406	)		(241	)
Foreign currency transaction loss, net		2			50
Miscellaneous (income) expense, net		6			(1,292	)
Income before income taxes		13,593			16,982
Income tax provision		4,758			5,588
Net income	$	8,835		$	11,394
Basic net income per common share	$	0.34		$	0.44
Weighted average basic shares outstanding		25,989			25,652
Diluted net income per common share	$	0.34		$	0.44
Weighted average diluted shares outstanding		25,999			25,701
Dividends declared per share	$	0.090		$	0.090

SUN HYDRAULICS CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands except per share data)

	Nine months ended
	September 29, 2012			October 1, 2011
	(unaudited)			(unaudited)
Net sales	$	161,131		$	158,514
Cost of sales		96,546			96,147
Gross profit		64,585			62,367
Selling, engineering and administrative expenses		19,662			17,570
Operating income		44,923			44,797
Interest income, net		(1,041	)		(590	)
Foreign currency transaction gain, net		(75	)		(36	)
Miscellaneous income, net		(158	)		(1,550	)
Income before income taxes		46,197			46,973
Income tax provision		15,493			15,369
Net income	$	30,704		$	31,604
Basic net income per common share	$	1.19		$	1.23
Weighted average basic shares outstanding		25,904			25,613
Diluted net income per common share	$	1.18		$	1.23
Weighted average diluted shares outstanding		25,937			25,653
Dividends declared per share	$	0.390		$	0.313

SUN HYDRAULICS CORPORATION

CONSOLIDATED BALANCE SHEETS

(in thousands)

	September 29, 2012			December 31, 2011
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	50,742		$	45,080
Restricted cash		49			46
Accounts receivable, net of allowance for doubtful accounts of $127 and $83		18,492			16,227
Inventories		12,976			12,829
Income taxes receivable		—			120
Deferred income taxes		260			260
Marketable securities		46,985			28,014
Other current assets		1,268			1,354
Total current assets		130,772			103,930
Property, plant and equipment, net		58,900			56,959
Other assets		6,566			6,639
Total assets	$	196,238		$	167,528
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	4,467		$	4,402
Accrued expenses and other liabilities		6,781			7,466
Income taxes payable		1,047			—
Dividends payable		2,339			2,318
Total current liabilities		14,634			14,186
Deferred income taxes		6,921			6,917
Other noncurrent liabilities		—			1,149
Total liabilities		21,555			22,252
Shareholders’ equity:
Common stock		26			26
Capital in excess of par value		56,426			48,944
Retained earnings		119,002			98,426
Accumulated other comprehensive loss		(771	)		(2,120	)
Total shareholders’ equity		174,683			145,276
Total liabilities and shareholders’ equity	$	196,238		$	167,528

SUN HYDRAULICS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine months ended
	September 29, 2012 (unaudited)			October 1, 2011 (unaudited)
Cash flows from operating activities:
Net income	$	30,704		$	31,604
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		5,353			5,025
Gain on investment in HCT		—			(1,244	)
(Gain) loss on disposal of assets		84			(27	)
Provision for deferred income taxes		4			—
Allowance for doubtful accounts		44			16
Stock-based compensation expense		1,639			1,218
(Increase) decrease in:
Accounts receivable		(2,309	)		(2,927	)
Inventories		(147	)		(823	)
Income taxes receivable		120			866
Other current assets		86			(488	)
Other assets		(92	)		(88	)
Increase (decrease) in:
Accounts payable		65			1,534
Accrued expenses and other liabilities		3,722			3,535
Income taxes payable		1,047			—
Other noncurrent liabilities		(219	)		(202	)
Net cash provided by operating activities		40,101			37,999
Cash flows from investing activities:
Proceeds from sale of joint venture		—			1,451
Acquisition of business, net of cash acquired		—			(1,776	)
Capital expenditures		(6,703	)		(6,778	)
Proceeds from dispositions		56			30
Purchases of marketable securities		(25,774	)		(13,516	)
Proceeds from sale of marketable securities		6,821			6,497
Net cash used in investing activities		(25,600	)		(14,092	)
Cash flows from financing activities:
Proceeds from exercise of stock options		—			61
Proceeds from stock issued		506			408
Dividends to shareholders		(10,107	)		(7,284	)
Net cash used in financing activities		(9,601	)		(6,815	)
Effect of exchange rate changes on cash and cash equivalents		762			(707	)
Net (decrease) increase in cash and cash equivalents		5,662			16,385
Cash and cash equivalents, beginning of period		45,080			33,206
Cash and cash equivalents, end of period	$	50,742		$	49,591
Supplemental disclosure of cash flow information:
Cash paid:
Income taxes	$	14,323		$	14,503
Supplemental disclosure of noncash transactions:
Common stock issued for shared distribution through accrued expenses and other liabilities	$	4,407		$	2,412
Common stock issued for deferred director’s compensation through other noncurrent liabilities	$	930		$	—

	United States		Korea		Germany		United Kingdom		Elimination			Consolidated
Three Months Ended September 29, 2012
Sales to unaffiliated customers	$	34,302	$	3,495	$	6,267	$	4,761	$	—		$	48,825
Intercompany sales		7,331		—		31		443		(7,805	)		—
Operating income		11,069		185		1,296		912		(267	)		13,195
Depreciation		1,302		36		82		185		—			1,605
Capital expenditures		1,735		4		6		206		—			1,951
Three Months Ended October 1, 2011
Sales to unaffiliated customers	$	34,897	$	5,081	$	7,824	$	5,239	$	—		$	53,041
Intercompany sales		8,763		—		60		405		(9,228	)		—
Operating income		12,119		575		2,028		892		(115	)		15,499
Depreciation		1,294		28		85		235		—			1,642
Capital expenditures		4,121		89		7		68		—			4,285
Nine Months Ended September 29, 2012
Sales to unaffiliated customers	$	109,381	$	14,401	$	20,741	$	16,608	$	—		$	161,131
Intercompany sales		24,872		—		75		1,289		(26,236	)		—
Operating income		35,966		1,400		4,488		3,131		(62	)		44,923
Depreciation		3,933		93		242		622		—			4,890
Capital expenditures		5,949		24		38		692		—			6,703
Nine Months Ended October 1, 2011
Sales to unaffiliated customers	$	100,515	$	16,778	$	22,320	$	18,901	$	—		$	158,514
Intercompany sales		26,722		—		176		1,188		(28,086	)		—
Operating income		33,481		2,175		5,690		3,379		72			44,797
Depreciation		3,879		83		272		721		—			4,955
Capital expenditures		6,631		234		57		173		—			7,095

Contact:

Richard K. Arter

Investor Relations

941-362-1200

Tricia Fulton

Chief Financial Officer

941-362-1200