-----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, AYtWz+988IIEO1u1xL4F2Oz3SvpdgCJtQoE8GoA8WuHkejnIUQ1MUmhwldUyiUPw Ygyy1z8bORIvGB6K7XNYfg== 0001317945-10-000024.txt : 20100721 0001317945-10-000024.hdr.sgml : 20100721 20100721160213 ACCESSION NUMBER: 0001317945-10-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100721 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100721 DATE AS OF CHANGE: 20100721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Omega Flex, Inc. CENTRAL INDEX KEY: 0001317945 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES [3430] IRS NUMBER: 231948942 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51372 FILM NUMBER: 10962446 BUSINESS ADDRESS: STREET 1: 451 CREAMERY WAY CITY: EXTON STATE: PA ZIP: 19341 BUSINESS PHONE: 610-524-7272 MAIL ADDRESS: STREET 1: 451 CREAMERY WAY CITY: EXTON STATE: PA ZIP: 19341 8-K 1 form8-k.htm OMEGA FLEX 2ND QTR 2010 8-K form8-k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  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): July 21, 2010


OMEGA FLEX, INC.
(Exact name of registrant as specified in charter)

     
Pennsylvania
000-51372
23-1948942       
(State or other
(Commission
(I.R.S. Employer  
jurisdiction of
File Number)
Identification No.)
incorporation)
   


451 Creamery Way
Exton, Pennsylvania  19341
(Address of Principal Executive Offices)


Registrant’s telephone number, including area code:  610-524-7272


(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:

[ ] 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))

 
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INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS - This report and the exhibit or exhibits attached hereto, contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements as to management’s good faith expectations and beliefs, which are subject to inherent uncertainties which are difficult to predict, and may be beyond the ability of the Company to control.  Forward-looking statements are made based upon management’s expectations and belief concerning future developments and their potential effect upon the Company.  There can be no assurance that future developments will be in accordance with management’s expectations or that the effect of future developments on the Company will be those anticipated by management.

The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions identify such forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company (or entities in which the Company has interests), or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements.

Readers are cautioned not to place undue reliance on these forward-looking statements which reflect management’s view only as of the date of this Form 8-K. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements which may be made to reflect events or circumstance after the date hereof or to reflect the
occurrence of unanticipated events, conditions or circumstances.  For additional information about risks and uncertainties that could adversely affect the Company’s forward-looking statements, please refer to the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2009.


ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 21, 2010, Omega Flex, Inc. (the “Company”) issued a press release reporting its results for the second quarter and six months ended June 30, 2010.  A copy of the earnings release issued by the Company with respect to these matters is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in the earnings release and in this Item 2.02 is “furnished” and not “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, or otherwise subject to the liabilities of that section.  Such information may be incorporated by reference in another filing under the Securities and Exchange Act of 1934 or the Securities Act of 1933 only if, and to the extent that, such subsequent filing specifically references such information.

 
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ITEM 7.01. REGULATION FD DISCLOSURE
 
                The information included in Item 2.02 of this Form 8-K, including the press release attached as Exhibit 99.1, is incorporated by reference into this Item 7.01 in satisfaction of the public disclosure requirements of Regulation FD. This information is “furnished” and not “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, or otherwise subject to the liabilities of that section.  It may be incorporated by reference in another filing under the Securities and Exchange Act of 1934 or the Securities Act of 1933 only if, and to the extent that, such subsequent filing specifically references the information incorporated by reference herein.
 
 
 
ITEM 9.01.  FINANCIAL STATEMENT AND EXHIBITS
 
(a)  
none
(b)  
none
(c)  
The following document is filed herewith as an exhibit to this Form 8-K:

Exhibit 99.1  -  Earnings Release

 
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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


OMEGA FLEX, INC.
(Registrant)





Date:  July 21, 2010
   
By: /s/ Kevin R. Hoben
     
Kevin R. Hoben
     
President and Chief Executive Officer


 
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EX-99.1 2 ex99-1.htm EARNINGS RELEASE ex99-1.htm

Exhibit 99.1

OMEGA FLEX, INC.
Manufacturer of flexible metal hose and gas piping products



Exton, Pennsylvania
Contact:  Kevin R. Hoben
July 21, 2010
(610) 524-7272

PRESS RELEASE

Omega Flex today reported its results of operations for the Second Quarter, 2010:


OMEGA FLEX, INC. (OFLX)
                    EARNINGS DIGEST
     
Three Months Ended June 30:
2010      
2009     
     
Revenues
$10,715,000
$10,124,000
 
=========
=========
     
Net income
$662,000
$641,000
 
========
========
     
Earnings per share - basic and diluted
$0.07
$0.06
 
====
====
     
Weighted average shares - basic and diluted
10,091,822
10,091,822
 
========
========
     
Six Months Ended June 30:
2010      
2009      
     
Revenues
$22,406,000
$20,217,000
 
=========
=========
     
Net income
$1,737,000
$1,033,000
 
========
========
     
Earnings per share - basic and diluted
$0.17
$0.10
 
====
====
     
Weighted average shares - basic and diluted
10,091,822
10,092,579
 
========
========


 
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Kevin R. Hoben, President and CEO, indicated the Company’s 2nd quarter 2010 Revenues improved $591,000 (5.8%) from Revenues in the 2nd quarter 2009, and Net Income also increased modestly by $21,000 (3.3%) over the same period.  Regarding the six-month results, Revenues were $2,189,000 (10.8%) above Revenues in the same period in 2009 and Net Income in 2010 increased $704,000 (68.2%) over the same period.

The increase in Revenue and Net Income for the six-months ended June 30, 2010, demonstrates a rise in customer demand for the Company’s proprietary products, which has aided the Company’s efforts to generate profits in a soft construction environment.


INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS – This news release contains forward-looking statements, which are subject to inherent uncertainties which are difficult to predict, and may be beyond the ability of Omega Flex to control.  Certain statement in this news release constitute forward-looking statements with the meaning of the Private Securities Litigation Reform act of 1995, that are not historical facts, but rather reflect Omega Flex’s current expectations concerning future results and events.  The words “believes,” “expects,” “intends,” “plans,” “anticipates,” “hopes,” “likely,” “will,” and similar expressions identify such forward-looking statements.  Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of Omega Flex (or entities in which Omega Flex has interests) or industry results, to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements.  Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s view only as of the date of this news release.  Omega Flex undertakes no obligation to publicly release the result of any revisions to these forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, conditions or circumstances.


 
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