-----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, CatKPvJVzGE3NzRq/nN2oAdkxDXRbzc8ttJKkfRjHRq44tYSKjvlxxF8MG+7BU1Z fheTWwPx6l93B6KZNs3iYg== 0001144204-09-055311.txt : 20091029 0001144204-09-055311.hdr.sgml : 20091029 20091029153402 ACCESSION NUMBER: 0001144204-09-055311 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091029 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091029 DATE AS OF CHANGE: 20091029 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STONERIDGE INC CENTRAL INDEX KEY: 0001043337 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 341598949 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13337 FILM NUMBER: 091144514 BUSINESS ADDRESS: STREET 1: 9400 EAST MARKET ST CITY: WARREN STATE: OH ZIP: 44484 BUSINESS PHONE: 3308562443 MAIL ADDRESS: STREET 1: 9400 EAST MARKET ST CITY: WARREN STATE: OH ZIP: 44484 8-K 1 v164161_8k.htm

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):  October 29, 2009

Commission file number: 001-13337

STONERIDGE, INC.
(Exact name of registrant as specified in its charter)

Ohio
 
34-1598949
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification No.)

9400 East Market Street, Warren, Ohio
 
44484
(Address of principal executive offices)
 
(Zip Code)

(330) 856-2443
Registrant’s telephone number, including area code

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 October 29, 2009, Stoneridge, Inc. issued a press release announcing its results for the third quarter of 2009.  A copy of the press release is attached hereto as Exhibit 99.1.  This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressed set forth by specific reference in such a filing.

 
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Stoneridge, Inc.
   
Date: October 29, 2009
/s/ George E. Strickler
 
George E. Strickler, Executive Vice President, Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)

 
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Exhibit Index

99.1
Press release dated October 29, 2009, announcing results for the third quarter of 2009.

 
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EX-99.1 2 v164161_ex99-1.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

STONERIDGE REPORTS THIRD-QUARTER 2009 RESULTS
·      Stoneridge Returns to Operating Profitability in Third Quarter
·      Liquidity Remains Strong

WARREN, Ohio – October 29, 2009 – Stoneridge, Inc. (NYSE: SRI) today announced net sales of $118.0 million and a net loss of $0.8 million, or $(0.04) per diluted share, for the third quarter ended September 30, 2009.

Net sales decreased $60.4 million, or 33.9%, to $118.0 million, compared with $178.4 million for the third quarter of 2008.  The decrease in net sales was primarily caused by dramatically reduced production volumes in the North American passenger car/light truck market (21%) and the commercial vehicle markets in Europe (69%) and North America (38%).

The net loss for the third quarter of 2009 was $0.8 million, or $(0.04) per diluted share, compared with a net loss of $0.4 million, or $(0.02) per diluted share, in the third quarter of 2008.  The decrease in net income was primarily due to the severe reduction in sales volume the Company experienced in all of its markets. However the reduction in net income was significantly mitigated by the benefits of previous restructuring and cost-reduction initiatives.

Though net sales were lower than last year, Stoneridge generated an operating profit of $2.6 million in the third quarter as restructuring and cost-reduction programs helped offset the market reduction.  As further support for the effectiveness of its restructuring and cost-savings programs, the Company's gross margin in the third quarter exceeded 20% for the first time since the second quarter of 2008.

As of September 30, 2009, Stoneridge’s consolidated cash position was $84.4 million, $8.3 million lower than its 2008 year-end balance of $92.7 million, and the Company’s Asset Based Lending facility remains undrawn.

For the nine months ended September 30, 2009, net sales were $341.4 million, a decrease of 42.6% compared with $594.7 million for the nine months ended September 30, 2008.  The net loss for the nine-month period ended September 30, 2009 was $32.2 million, or $(1.37) per diluted share, compared with net income of $10.9 million, or $0.46 per diluted share, in the comparable 2008 period.

Outlook
“The third-quarter volume declines, though severe, were less dramatic than those in the second quarter,” said John C. Corey, president and chief executive officer.  “The improvement in operating income on lower sales volumes is very encouraging and a testament to the team’s execution of our business plan.  The success of our plan execution has also allowed us to focus on our top-line initiatives such as our recently announced 51% equity purchase of Bolton Conductive Systems, LLC.   We continue to pursue other opportunities to grow our top line in addition to aggressive cost-reduction initiatives that will improve our competitive position.”

Regarding the Company’s expectations for the fourth quarter of 2009, Corey added, “We are reiterating our previous guidance.  At this point we expect Stoneridge to generate positive operating income in the fourth quarter.  However, the possibility of supply chain disruptions could modify our outlook as capacity reductions by our suppliers have not been restored.  In addition, our cash position may be affected by potential volume increases which would require a ramp up in working capital and may result in a modest cash use.”

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Conference Call on the Web
A live Internet broadcast of Stoneridge’s conference call regarding 2009 third-quarter results can be accessed at 11:00 a.m. Eastern time on Thursday, October 29, 2009, at www.stoneridge.com, which will also offer a webcast replay.

About Stoneridge, Inc.
Stoneridge, Inc., headquartered in Warren, Ohio, is an independent designer and manufacturer of highly engineered electrical and electronic components, modules and systems principally for the automotive, medium- and heavy-duty truck, agricultural and off-highway vehicle markets.  Additional information about Stoneridge can be found at www.stoneridge.com.

Forward-Looking Statements
Statements in this release that are not historical fact are forward-looking statements, which involve risks and uncertainties that could cause actual events or results to differ materially from those expressed or implied in this release.  Factors that may cause actual results to differ materially from those in the forward-looking statements include, among other factors, the loss of a major customer; a significant change in automotive, medium- and heavy-duty truck or agricultural and off-highway vehicle production; disruption in the OEM supply chain due to bankruptcies; a significant change in general economic conditions in any of the various countries in which the Company operates; labor disruptions at the Company’s facilities or at any of the Company’s significant customers or suppliers; the ability of the Company’s suppliers to supply the Company with parts and components at competitive prices on a timely basis; customer acceptance of new products; and the failure to achieve successful integration of any acquired company or business.  In addition, this release contains time-sensitive information that reflects management’s best analysis only as of the date of this release.  The Company does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.  Further information concerning issues that could materially affect financial performance related to forward-looking statements contained in this release can be found in the Company’s periodic filings with the Securities and Exchange Commission.

For more information, contact:

Kenneth A. Kure, Corporate Treasurer and Director of Finance
330/856-2443

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STONERIDGE, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share data)

   
Three Months Ended
   
Nine Months Ended
 
    
September 30,
   
September 30,
 
   
2009
   
2008
   
2009
   
2008
 
                         
Net Sales
  $ 117,992     $ 178,434     $ 341,367     $ 594,733  
                                 
Costs and Expenses:
                               
Cost of goods sold
    90,909       143,089       281,413       458,217  
Selling, general and administrative
    23,139       31,668       76,554       104,834  
Restructuring charges
    1,310       2,742       3,819       5,877  
                                 
Operating Income (Loss)
    2,634       935       (20,419 )     25,805  
                                 
Interest expense, net
    5,559       5,049       16,594       15,301  
Equity in earnings of investees
    (3,386 )     (4,371 )     (4,864 )     (11,206 )
Loss on early extinguishment of debt
    -       -       -       770  
Other expense (income), net
    (198 )     (234 )     447       44  
                                 
Income (Loss) Before Income Taxes
    659       491       (32,596 )     20,896  
                                 
Provision (benefit) for income taxes
    1,502       855       (409 )     10,029  
                                 
Net Income (Loss)
  $ (843 )   $ (364 )   $ (32,187 )   $ 10,867  
                                 
Basic net income (loss) per share
  $ (0.04 )   $ (0.02 )   $ (1.37 )   $ 0.47  
Basic weighted average shares outstanding
    23,761       23,405       23,580       23,353  
                                 
Diluted net income (loss) per share
  $ (0.04 )   $ (0.02 )   $ (1.37 )   $ 0.46  
Diluted weighted average shares outstanding
    23,761       23,405       23,580       23,728  

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STONERIDGE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands)

   
September 30,
   
December 31,
 
    
2009
   
2008
 
ASSETS
 
(Unaudited)
   
(Audited)
 
             
Current Assets:
           
Cash and cash equivalents
  $ 84,442     $ 92,692  
Accounts receivable, less reserves of $3,492 and $4,204, respectively
    86,245       96,535  
Inventories, net
    37,541       54,800  
Prepaid expenses and other
    16,789       9,069  
Deferred income taxes
    1,868       1,495  
Total current assets
    226,885       254,591  
                 
Long-Term Assets:
               
Property, plant and equipment, net
    77,941       87,701  
Other Assets:
               
Investments and other, net
    48,575       40,145  
Total long-term assets
    126,516       127,846  
Total Assets
  $ 353,401     $ 382,437  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
                 
Current Liabilities:
               
Accounts payable
  $ 44,104     $ 50,719  
Accrued expenses and other
    42,427       43,485  
Total current liabilities
    86,531       94,204  
                 
Long-Term Liabilities:
               
Long-term debt
    183,000       183,000  
Deferred income taxes
    7,073       7,002  
Other liabilities
    6,905       6,473  
Total long-term liabilities
    196,978       196,475  
                 
Shareholders' Equity:
               
Preferred Shares, without par value, authorized 5,000 shares, none issued
    -       -  
Common Shares, without par value, authorized 60,000 shares, issued 25,294 and 24,772
               
shares and outstanding 25,010 and 24,665 shares, respectively, with no stated value
    -       -  
Additional paid-in capital
    158,489       158,039  
Common Shares held in treasury, 284 and 107 shares, respectively, at cost
    (289 )     (129 )
Accumulated deficit
    (91,342 )     (59,155 )
Accumulated other comprehensive income (loss)
    3,034       (6,997 )
Total shareholders’ equity
    69,892       91,758  
Total Liabilities and Shareholders' Equity
  $ 353,401     $ 382,437  

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STONERIDGE, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)

   
Nine Months Ended
 
    
September 30,
 
   
2009
   
2008
 
OPERATING ACTIVITIES:
           
Net cash provided by (used for) operating activities
  $ (2,578 )   $ 30,668  
                 
INVESTING ACTIVITIES:
               
Capital expenditures
    (8,779 )     (17,956 )
Proceeds from sale of property, plant and equipment
    88       435  
Business acquisitions and other
    -       (980 )
Net cash used for investing activities
    (8,691 )     (18,501 )
                 
FINANCING ACTIVITIES:
               
Repayments of long-term debt
    -       (17,000 )
Share-based compensation activity
    -       1,305  
Premiums related to early extinguishment of debt
    -       (553 )
Other financing costs
    (50 )     -  
Net cash used for financing activities
    (50 )     (16,248 )
                 
Effect of exchange rate changes on cash and cash equivalents
    3,069       (2,232 )
                 
Net change in cash and cash equivalents
    (8,250 )     (6,313 )
                 
Cash and cash equivalents at beginning of period
    92,692       95,924  
                 
Cash and cash equivalents at end of period
  $ 84,442     $ 89,611  

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