-----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, Go32X6+bc5A8fjXYtfB5G6y+3Apv+016wbE7g7AXGvJDBVz2ldH/JiQ+JDcXkDoE yunXpzS/JbL4QEG0wQKmOA== 0001053650-03-000008.txt : 20030501 0001053650-03-000008.hdr.sgml : 20030501 20030501170744 ACCESSION NUMBER: 0001053650-03-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030331 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OMEGA PROTEIN CORP CENTRAL INDEX KEY: 0001053650 STANDARD INDUSTRIAL CLASSIFICATION: FATS & OILS [2070] IRS NUMBER: 760438393 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14003 FILM NUMBER: 03677536 BUSINESS ADDRESS: STREET 1: 1717 ST JAMES PL STREET 2: STE 550 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 7139406100 MAIL ADDRESS: STREET 1: 1717 ST JAMES PL STREET 2: STE 550 CITY: HOUSTON STATE: TX ZIP: 77056 8-K 1 form8-k.txt FORM 8-K 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 Act of 1934 Date of Report (Date of earliest event reported): May 1, 2003 Omega Protein Corporation (Exact name of registrant as specified in its charter) Nevada 001-14003 76-0562134 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1717 St. James Place, Suite 550 77056 Houston, Texas (Zip Code) (Address of principal executive offices) (713) 623-0060 (Registrant's telephone number, including area code) 1 Item 7. Financial Statements and Exhibits. (c) Exhibit Exhibit No. Description of Exhibit ----------- ---------------------- 99.1 Text of Press Release, dated May 1, 2003, titled "Omega Protein Has $2.6 Million Profit for 2003 First Quarter." Item 9. Regulation FD Disclosure (Information Furnished in this Item 9 is Furnished under Item 12). In accordance with Securities and Exchange Commission Release No. 33-8216, the following information, which is intended to be furnished under Item 12, "Results of Operations and Financial Condition," is instead being furnished under Item 9, "Regulation FD Disclosure." 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 expressly set forth by specific reference in such a filing. On May 1, 2003, Omega Protein Corporation (the "Company") issued a news release reporting the first quarter 2003 earnings. For additional information regarding the Company's first quarter 2003 earnings, please refer to the Company's press release attached to this report as Exhibit 99.1. 2 SIGNATURE 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 thereunto duly authorized. Omega Protein Corporation Dated: May 1, 2003 By: /s/ John D. Held ---------------------------- John D. Held Senior Vice President, General Counsel and Secretary 3 EXHIBIT INDEX Exhibit No. Description Of Document - ---------- ----------------------- 99.1 Text of Press Release, dated May 1, 2003, titled "Omega Protein Has $2.6 Million Profit for 2003 First Quarter." 4 EX-99.77Q1 3 exhibit.txt PRESS RELEASE Omega Protein Has $2.6 Million Profit for 2003 First Quarter HOUSTON, May 1, 2003 -- Omega Protein Corporation (NYSE symbol: OME), the nation's leading producer of Omega-3 fish oil and specialty fish meal products, today reported net income for the first quarter of 2003 of $2.6 million (11 cents a share), compared with a net income of $2.7 million (11 cents a share) for the first quarter of the previous year. Revenues for the first quarter of 2003, which ended March 31, were $25.1 million, versus revenues of $23.5 million for the year-earlier quarter. Omega Protein had operating income of $4.2 million for the first quarter of 2003, compared with operating income of $4.5 million in the comparable quarter of the previous year. First quarter 2003 margins were reduced from the prior year's comparable quarter due to higher cost inventory being carried forward into 2003. Omega Protein Corporation is the nation's largest manufacturer of heart-healthy fish oils containing Omega-3 fatty acids for human consumption, as well as specialty fish meals and fish oil used as value-added ingredients in aquaculture, swine and other livestock feeds. Omega Protein makes its products from menhaden, an Omega-3 rich fish that is not utilized as seafood, but which is abundantly available along the U.S. Gulf of Mexico and Atlantic Coasts. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS: The statements contained in this press release that are not historical facts are forward-looking statements that involve a number of risks and uncertainties. The actual results of future events described in any of these forward-looking statements could differ materially from those stated in the forward-looking statements. Important factors that could cause actual results to be materially different from those forward -looking statements include, among others, (1) the Company's ability to meet its raw material requirements through its annual menhaden harvest, which is subject to fluctuations due to natural conditions over which the Company has no control, such as varying fish population, adverse weather conditions and disease; (2) the impact of worldwide supply and demand relationships on prices for the Company's products; and (3) fluctuations in the Company's quarterly operating results due to the seasonality of the Company's business and its deferral of inventory sales based on worldwide prices for competing products. These and other factors are described in further detail in Omega's filings with the Securities and Exchange Commission, including its 2002 Annual Report on Form 10K under the headings, "Management's Discussion and Analysis of Financial Condition and Results of Operations - Significant Factors That May Affect Forward-Looking Statements" and "-Seasonality and Quarterly Results." Contact:Investor Relations (713)623-0060 or news@omegaproteincorporation.com Website: www.buyomegaprotein.com 1 OMEGA PROTEIN CORPORATION STATEMENT OF OPERATIONS (Unaudited)
Three Months Ended March 31, -------------------------------------- 2003 2002 ---------------- --------------- (in thousands, except per share amounts) Revenues...................................................................... $ 25,101 $ 23,479 Cost of sales................................................................. 18,679 16,924 ---------------- --------------- Gross profit.................................................................. 6,422 6,555 Selling, general and administrative expense................................... 2,196 2,068 ---------------- --------------- Operating income.............................................................. 4,226 4,487 Interest expense, net......................................................... (154) (167) Other income (expense), net................................................... 21 (52) ---------------- --------------- Income before income taxes.................................................... 4,093 4,268 Provision for income taxes.................................................... 1,446 1,535 ---------------- --------------- Net income.................................................................... $ 2,647 $ 2,733 ================ =============== Basic earnings per share...................................................... $ 0.11 $ 0.11 ================ =============== Average common shares outstanding............................................. 23,983 23,953 ================ =============== Diluted earnings per share.................................................... $ 0.10 $ 0.11 ================ =============== Average common shares and common share equivalents outstanding................ 25,433 24,848 ================ ===============
2 OMEGA PROTEIN CORPORATION CONDENSED BALANCE SHEET (Unaudited)
March 31, December 31, 2003 2002 ----------------- ------------------ (in thousands, except per share amounts) ASSETS Current assets.......................................................... $ 91,647 $ 90,620 Property and equipment, net......................................... 81,899 80,713 Deferred tax assets, net............................................ 1,669 3,115 Other assets........................................................ 7,517 6,683 ----------------- ----------------- Total assets................................................... $ 182,732 $ 181,131 ================= ================= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities................................................. $ 17,829 $ 18,769 Long-term debt...................................................... 13,908 14,239 Other long-term liabilities......................................... 13,087 13,087 Stockholders' equity................................................ 137,908 135,036 ----------------- ----------------- Total liabilities and stockholders' equity....................... $ 182,732 $ 181,131 ================= ================= BOOK VALUE PER SHARE OUTSTANDING........................................ $ 5.75 $ 5.64 ================= =================
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