-----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, ML73dD5tA52KtsOr69OQc2ucVI7qzoysLLUw0fbVBPkoFe1ZZMYMdItM1HKLsdqe rcgglRDnevIc71KVJy+u6Q== 0000950152-04-006390.txt : 20040818 0000950152-04-006390.hdr.sgml : 20040818 20040818172809 ACCESSION NUMBER: 0000950152-04-006390 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040818 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040818 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEXINGTON PRECISION CORP CENTRAL INDEX KEY: 0000012570 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] IRS NUMBER: 221830121 STATE OF INCORPORATION: DE FISCAL YEAR END: 0814 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03252 FILM NUMBER: 04984865 BUSINESS ADDRESS: STREET 1: 767 THIRD AVE 29TH FL CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123194657 MAIL ADDRESS: STREET 1: 30195 CHAGRIN BLVD STREET 2: SUITE 208W CITY: CLEVELAND STATE: OH ZIP: 44124-5755 FORMER COMPANY: FORMER CONFORMED NAME: BLASIUS INDUSTRIES INC DATE OF NAME CHANGE: 19890116 8-K 1 l09256ae8vk.txt LEXINGTON PRECISION 8-K 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) August 18, 2004 Lexington Precision Corporation - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 0-3252 22-1830121 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 767 Third Avenue, New York, NY 10017 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (212) 319-4657 - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits Exhibit 99.1 Press release dated August 18, 2004. Item 12. Results of Operations and Financial Condition The information in this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of Lexington Precision Corporation (the "Company") under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. On August 18, 2004, the Company issued a press release announcing financial results for the quarter and six-month period ended June 30, 2004. A copy of the press release is attached hereto as Exhibit 99.1. The press release discusses a non-GAAP financial measure known as earnings before interest, taxes, depreciation, amortization, and other non-operating items of income and expense ("EBITDA"). EBITDA is not a measure of performance under accounting principles generally accepted in the United States and should not be considered in isolation or used as a substitute for income from operations, net income, net cash provided by operating activities, or other operating or cash flow statement data prepared in accordance with generally accepted accounting principles. EBITDA is referenced in the attached press release and elsewhere in this Company's financial reporting because investors and the Company's management use this measure to evaluate the operating performance of the Company, including the Company's ability to service debt. In the press release, the Company has provided quantitative reconciliations of EBITDA to income (loss) from operations and net income (loss), two GAAP financial measures. -2- 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. Dated: August 18, 2004 LEXINGTON PRECISION Corporation By: /s/ Dennis J. Welhouse --------------------------------- Name: Dennis J. Welhouse Title: Senior Vice President and Chief Financial Officer -3- EXHIBIT INDEX
Exhibit Number Exhibit Name Location - ------- ------------ -------- 99.1 Press release dated August 18, 2004. Filed herewith
-4- EX-99.1 2 l09256aexv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE LEXINGTON PRECISION REPORTS SECOND QUARTER RESULTS NEW YORK, August 18, 2004 -- Lexington Precision Corporation reported net income of $1,282,000, or 26 cents per diluted common share, for the second quarter ended June 30, 2004, compared to a net loss of $674,000, or 14 cents per diluted common share, for the second quarter of 2003. Net income for the three-month and six-month periods ended June 30, 2004, included a pre-tax gain of $3,252,000 on the repurchase, in December 2003, of the company's $7,500,000 senior, unsecured note. The gain had previously been deferred and recorded in current liabilities as "deferred gain on repurchase of debt" because the agreement governing the repurchase of the note provided that the claim could be reinstated if certain events occurred prior to April 20, 2004. Because none of these events have occurred, the company realized the gain during the second quarter of 2004. Excluding the gain on repurchase, the company would have reported a net loss of $1,970,000, or 40 cents per diluted common share for the quarter ended June 30, 2004. Net sales for the second quarter of 2004 were $31,410,000, compared to $30,873,000 for the second quarter of 2003, an increase of 2%. Net sales of the company's Rubber Group increased by 1% to $27,044,000, while net sales of the Metals Group increased by 3% to $4,366,000. During the second quarter of 2004, income from operations totaled $268,000, compared to $1,113,000 for the second quarter of 2003. Income from operations at the Rubber Group decreased to $2,607,000 from $3,020,000. The Metals Group reported a loss from operations of $1,589,000 for the second quarter of 2004, compared to a loss of $1,259,000 for the second quarter of 2003. Corporate Office expenses increased to $750,000 for the second quarter of 2004, from $648,000 for the second quarter of 2003. Earnings before interest, taxes, depreciation, amortization, and other non-operating items of income and expense (EBITDA) for the second quarter of 2004, totaled $2,482,000, compared to EBITDA of $3,744,000 for the second quarter of 2003, a decrease of 34%. EBITDA for the Rubber Group decreased 11% to $4,291,000, while EBITDA for the Metals Group, decreased to negative $1,069,000 from negative $443,000. EBITDA for the Corporate Office decreased to negative $740,000 from negative $638,000. The company reported net income of $1,126,000, or 23 cents per diluted common share, for the first six months of 2004, compared to a net loss of $843,000, or 17 cents per diluted common share, for the first six months of 2003. -5- Lexington Precision Corporation August 18, 2004 Excluding the gain on repurchase of the senior, unsecured note discussed above, the company would have reported a net loss of $2,126,000, or 43 cents per diluted common share for the first six months of 2004. Net sales for the first six months of 2004 were $64,416,000, compared to $63,256,000 for the first six months of 2003. Net sales of the Rubber Group increased by 3% to $54,847,000, while net sales of the Metals Group decreased by 3% to $9,569,000. During the first six months of 2004, income from operations totaled $2,274,000, compared to $2,751,000 for the first six months of 2003. Income from operations at the Rubber Group increased to $6,149,000 from $5,839,000. The Metals Group reported a loss from operations of $2,549,000 for the first six months of 2004, compared to a loss of $1,842,000 for the first six months of 2003. Corporate Office expenses increased to $1,326,000 for the first six months of 2004, from $1,246,000 for the first six months of 2003. EBITDA for the first six months of 2004, totaled $6,789,000, compared to EBITDA of $8,153,000 for the first six months of 2003, a decrease of 17%. EBITDA for the Rubber Group increased 1% to $9,573,000, while EBITDA for the Metals Group decreased to negative $1,478,000 from negative $139,000. EBITDA for the Corporate Office decreased to negative $1,306,000 from negative $1,227,000. Net cash provided by operating activities for the first six months of 2004 totaled $1,732,000, compared to $4,857,000 for the first six months of 2003, a decrease of 64%. NOTICE RELATING TO USE OF NON-GAAP MEASURES: Attached to this press release are tables setting forth our unaudited condensed consolidated statements of operations and segment financial data, including information concerning our net cash provided by operating activities and reconciliations of consolidated net income or loss from operations to consolidated EBITDA. EBITDA is not a measure of performance under accounting principles generally accepted in the United States and should not be considered in isolation or used as a substitute for income from operations, net income, net cash provided by operating activities, or other operating or cash flow statement data prepared in accordance with generally accepted accounting principles. We have presented EBITDA because this measure is used by investors, as well as our own management, to evaluate the operating performance of our business, including its ability to incur and service debt. Nevertheless, EBITDA has distinct limitations as compared to a GAAP number such as net income. By excluding interest and tax payments, for example, an investor may not see that both represent a reduction in cash available to the company. Likewise, depreciation and amortization, while non-cash items, represent generally the devaluation of assets that produce revenue for the company. Our definition of EBITDA may not be the same as the definition of EBITDA used by other companies. Lexington Precision Corporation manufactures rubber and metal components that are used primarily by manufacturers of automobiles, automotive replacement parts, and medical devices. Contact: Warren Delano, President (212) 319-4657 -6- LEXINGTON PRECISION CORPORATION CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
QUARTER ENDED SIX MONTHS ENDED JUNE 30 JUNE 30 -------------------------- -------------------------- 2004 2003 2004 2003 ---------- ---------- ---------- ---------- Net sales $ 31,410 $ 30,873 $ 64,416 $ 63,256 Cost of sales 28,939 27,587 57,870 56,240 ---------- ---------- ---------- ---------- Gross profit 2,471 3,286 6,546 7,016 Selling and administrative expenses 2,203 2,173 4,272 4,265 ---------- ---------- ---------- ---------- Income from operations 268 1,113 2,274 2,751 Gain on repurchase of debt 3,252 -- 3,252 -- Interest expense 2,182 1,760 4,329 3,540 ---------- ---------- ---------- ---------- Income (loss) before income taxes 1,338 (647) 1,197 (789) Income tax provision 56 27 71 54 ---------- ---------- ---------- ---------- Net income (loss) $ 1,282 $ (674) $ 1,126 $ (843) ========== ========== ========== ========== Basic and diluted net income (loss) available to common stockholders $ 0.26 $ (0.14) $ 0.23 $ (0.17) ========== ========== ========== ========== Weighted average number of common shares Outstanding 4,932 4,828 4,932 4,828 ========== ========== ========== ========== Reconciliation of net income (loss) to EBITDA: Net income (loss) $ 1,282 $ (674) $ 1,126 $ (843) Adjustments to net income (loss): Depreciation and amortization 2,214 2,631 4,515 5,402 Gain on repurchase of debt (3,252) -- (3,252) -- Interest expense 2,182 1,760 4,329 3,540 Income tax provision 56 27 71 54 ---------- ---------- ---------- ---------- EBITDA $ 2,482 $ 3,744 $ 6,789 $ 8,153 ========== ========== ========== ========== Net cash provided by operating activities $ 1,657 $ 4,467 $ 1,732 $ 4,857 ========== ========== ========== ==========
-7- LEXINGTON PRECISION CORPORATION SEGMENT FINANCIAL DATA (IN THOUSANDS) (UNAUDITED)
QUARTER ENDED SIX MONTHS ENDED JUNE 30 JUNE 30 -------------------------- -------------------------- 2004 2003 2004 2003 ---------- ---------- ---------- ---------- Net sales: Rubber Group $ 27,044 $ 26,645 $ 54,847 $ 53,367 Metals Group 4,366 4,228 9,569 9,889 ---------- ---------- ---------- ---------- Total net sales $ 31,410 $ 30,873 $ 64,416 $ 63,256 ========== ========== ========== ========== Income (loss) from operations: Rubber Group $ 2,607 $ 3,020 $ 6,149 $ 5,839 Metals Group (1,589) (1,259) (2,549) (1,842) Corporate Office (750) (648) (1,326) (1,246) ---------- ---------- ---------- ---------- Total income from operations 268 1,113 2,274 2,751 ---------- ---------- ---------- ---------- Add back depreciation and amortization included in income from operations: Rubber Group 1,684 1,805 3,424 3,680 Metals Group 520 816 1,071 1,703 Corporate Office 10 10 20 19 ---------- ---------- ---------- ---------- Total depreciation and amortization 2,214 2,631 4,515 5,402 ---------- ---------- ---------- ---------- Earnings (loss) before interest, taxes, depreciation, amortization, and other non-operating items of income and expense (EBITDA): Rubber Group 4,291 4,825 9,573 9,519 Metals Group (1,069) (443) (1,478) (139) Corporate Office (740) (638) (1,306) (1,227) ---------- ---------- ---------- ---------- Total EBITDA $ 2,482 $ 3,744 $ 6,789 $ 8,153 ========== ========== ========== ========== Capital expenditures: Rubber Group $ 1,572 $ 1,392 $ 2,482 $ 2,219 Metals Group 418 443 901 619 Corporate Office -- -- -- 2 ---------- ---------- ---------- ---------- Total capital expenditures $ 1,990 $ 1,835 $ 3,383 $ 2,840 ========== ========== ========== ==========
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