-----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, WY0Il6GksxKqRwyD1aEAth7pE0OjIIHjHDiUWrkC6h9h54hsxzS6l4MswaYGXZel lwjyTXznxt4W41sr9wCreA== 0000950137-04-007768.txt : 20040916 0000950137-04-007768.hdr.sgml : 20040916 20040916160044 ACCESSION NUMBER: 0000950137-04-007768 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040916 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040916 DATE AS OF CHANGE: 20040916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLARCOR INC CENTRAL INDEX KEY: 0000020740 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 360922490 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11024 FILM NUMBER: 041033850 BUSINESS ADDRESS: STREET 1: 2323 SIXTH ST STREET 2: PO BOX 7007 CITY: ROCKFORD STATE: IL ZIP: 61125 BUSINESS PHONE: 8159628867 MAIL ADDRESS: STREET 1: 2323 SIXTH STREET CITY: ROCKFORD STATE: IL ZIP: 61125 FORMER COMPANY: FORMER CONFORMED NAME: CLARK J L MANUFACTURING CO /DE/ DATE OF NAME CHANGE: 19871001 8-K 1 c88238e8vk.txt CURRENT REPORT 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) SEPTEMBER 16, 2004 CLARCOR INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 1-11024 36-0922490 - ---------------------------- ----------- ---------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification Number) 840 Crescent Centre Drive, Suite 600, Franklin, TN 37067 ----------------------------------------------------------- (Address of principal executive offices) 615-771-3100 ------------------------------- (Registrant's telephone number, including area code) 2323 Sixth Street, P.O. Box 7007, Rockford, Ill. 61125 -------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report). ITEM 8.01. OTHER EVENTS On September 15, 2004, CLARCOR Inc., a Delaware corporation (NYSE: CLC) (the "Company"), issued a press release disclosing the Company's financial results for its third quarter and the nine month period which ended on August 28, 2004. Such press release is filed as an exhibit to this current report on Form 8K. ITEM 9.01. FINANCIAL STATEMENTS & EXHIBITS Exhibit 99.1 - Press Release dated September 15, 2004. 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 thereunto duly authorized. CLARCOR INC. September 16, 2004 By: /s/ Norman E. Johnson ----------------------------------- Norman E. Johnson Chairman of the Board, President & Chief Executive Officer EX-99.1 2 c88238exv99w1.txt PRESS RELEASE EXHIBIT 99.1 FOR FURTHER INFORMATION CONTACT: Bruce A. Klein Vice President-Finance and Chief Financial Officer Franklin, Tennessee 615-771-3100 FOR IMMEDIATE RELEASE WEDNESDAY, SEPTEMBER 15, 2004 CLARCOR REPORTS RECORD THIRD QUARTER 2004 RESULTS SALES UP 8%, NET EARNINGS UP 11% UNAUDITED FISCAL THIRD QUARTER AND NINE MONTHS 2004 HIGHLIGHTS (Amounts in thousands, except per share data and percentages)
- --------------------------------------------- ------------------------ ----------- ------------------------ ------------ QUARTER ENDED % CHANGE NINE MONTHS ENDED % CHANGE 8/28/04 8/30/03 8/28/04 8/30/03 - --------------------------------------------- ------------------------ ----------- ------------------------ ------------ Net Sales $206,209 $190,647 8.2 $580,193 $547,916 5.9 Operating Profit $25,500 $22,655 12.6 $67,106 $58,680 14.4 Net Earnings $15,875 $14,304 11.0 $42,450 $36,947 14.9 Diluted Earnings Per Share $0.61 $0.56 8.9 $1.65 $1.46 13.0 - ------------------------------------------------------------------------------------------------------------------------
THIRD QUARTER AND NINE MONTHS 2004 OPERATING REVIEW FRANKLIN, TN, SEPTEMBER 15, 2004--CLARCOR INC. (NYSE: CLC) reported today that third quarter 2004 sales increased by 8%, and net earnings and diluted earnings per share increased by 11% and 9%, respectively, compared to the same quarter in 2003. Third quarter operating profit increased by 13%, and operating margins improved to 12.4% in 2004 from 11.9% in 2003. For the nine-month 2004 period, sales increased by 6%, and net earnings and diluted earnings per share increased by 15% and 13%, respectively, compared to 2003. Nine-month operating profit increased by 14%, and operating margins improved to 11.6% in 2004 from 10.7% in 2003. Third quarter 2004 results were impacted by several factors: o A $0.04 per share cost to relocate the Company's headquarters to Franklin, Tennessee. o Costs of $0.01 per share incurred to comply with the provisions of Sarbanes-Oxley Section 404. o A $0.01 per share cost to sell a distribution operation in Mexico. Norm Johnson, CLARCOR's Chairman and Chief Executive Officer, said, "Our third quarter was another record for CLARCOR with growth in sales and operating profit in all three of our business segments. Operating margins improved in both our Industrial/Environmental segment and in our Packaging segment by over one percentage point each. We are pleased that we once again had a strong quarter despite costs incurred in our recent headquarters relocation, Sarbanes-Oxley 404 compliance and the sale of a Mexican distribution operation that impacted earnings per share this quarter by $0.06. "Our Engine/Mobile Filtration segment sales grew by over 13% this quarter, driven by increased product demand from independent aftermarket distribution and a growing presence in the OEM dealer channel. Both OEM and aftermarket sales of locomotive filtration products continue to be strong, as they have been throughout the year. Segment operating margins declined slightly, but would have been approximately the same as last year's third quarter excluding Sarbanes-Oxley 404 compliance costs. Internationally, sales of our overseas operations were strong in both U.S. and local currencies, with particularly solid growth in China, South Africa, Mexico and continental Europe. "Our Industrial/Environmental Filtration segment sales this quarter increased by 4% over the third quarter last year, but as has been the case throughout 2004, sales were very uneven across different markets. Sales were very strong to the oil drilling, aviation and aerospace industries. HVAC filter sales were weaker than we had expected, partially due to cooler than normal weather this summer. Dust collection cartridge sales also improved after a slow first half of the year and we expect to see a pickup in dust collection system sales later this year and in 2005, driven by our completely revamped product line. Sales of specialty filters and filtration systems were also strong this quarter, particularly small sewage filtration systems and filters used in industrial process applications. We continue to make progress towards achieving our objective of a 10% operating margin in this segment and several of our operations already exceed this goal. "Packaging segment sales rose by 9%, driven by metal product sales which offset a decline in sales of plastic products. Improving manufacturing efficiencies led to an increase in operating profit compared to last year's third quarter. For the remainder of the year, we expect that sales and operating profit will exceed last year's fourth quarter. "We are working on numerous growth programs, probably more now than at any time during my tenure at CLARCOR. These programs range from the development of new filter medias for our traditional products, to new filter designs for markets where we have not previously had a presence. We have more filters under development in both our filtration segments than ever before. We are also expanding our technical capabilities, including building a new aviation fuel test center in Greensboro, North Carolina, and designing a new HVAC filter research and product development center, which we believe will be the largest and most sophisticated in the industry. Elsewhere, we are expanding several of our technical facilities to support further development of our process liquid filter products. "Our biggest immediate challenge is the cost and availability of certain raw materials. Like many industrial companies we are facing increased steel costs, but we also see increasing costs for other commodities. Similarly, costs for energy and health care also continue to rise. To offset these, we have and will continue to raise prices where possible, but also expect to improve productivity through increased training, automation and facilities integration. "Fluctuations in currencies did not have a material impact this quarter on either sales or profitability. Our effective tax rate this quarter was 36.7% and we expect a 36.5% rate in the fourth quarter. Capital expenditures increased in the third quarter compared to capital spending earlier this year. For 2004, capital expenditures should be in the $23 million to $26 million range. "Cash flow from operations continues to be solid at over $44 million for the year-to date. With relatively little debt and cash balances of over $26 million, we have the ability to fund all of our growth programs, continue to pay a dividend and explore acquisition opportunities. It has been our policy over the years to maintain a strong and liquid balance sheet and we expect that this will continue. "In our previous guidance, we estimated that 2004 earnings per share would be in the range of $2.30 to $2.40, excluding relocation costs estimated at $0.07 per share. We now expect 2004 diluted earnings per share to be $2.36 to $2.41, again excluding relocation costs, which we now estimate will be $0.05 per share. We do not believe that relocation costs going forward will be significant. Including all relocation costs, our full year 2004 earnings per share estimate is in the range of $2.31 to $2.36, and $0.66 to $0.71 for the fourth quarter. Sarbanes-Oxley implementation costs will continue, but these costs are included in our estimate for the year. "We previously announced the acquisition of United EFP, which we expect we will complete later today. We do not expect that this acquisition will have a material impact on fourth quarter 2004 results." CLARCOR will be holding a conference call to discuss third quarter results at 10:00 am CDT on September 15, 2004. Interested parties can listen to the conference call through the Internet at www.clarcor.com or www.companyboardroom.com. A replay will be available on these websites and also at 877-519-4471 or 973-341-3080 by providing confirmation code 5131895. The replay will be available through September 22nd by telephone and for 30 days on the Internet. CLARCOR is based in Franklin, Tennessee, and is a diversified marketer and manufacturer of mobile, industrial and environmental filtration products and consumer and industrial packaging products sold in domestic and international markets. Common shares of the Company are traded on the New York Stock Exchange under the symbol CLC. The statements in this release concerning the Company's sales, earnings, business performance and prospects are forward-looking statements that involve significant risks and uncertainties, including the effect of changes in product demand, availability of labor, price and product competition, raw material costs, energy prices, productivity improvement and plant consolidation programs, distribution channels, acquisitions and divestitures, general economic conditions in both domestic and foreign markets, interest rates, currency fluctuations, the success of our Total Filtration Program, the success of sales and marketing programs, the cost of the relocation of the Company's corporate offices, the cost of compliance with recently enacted regulatory requirements and other factors discussed in filings made with the Securities and Exchange Commission. TABLES FOLLOW - MORE - CLARCOR 2004 THIRD QUARTER RESULTS cont'd CONSOLIDATED STATEMENTS OF EARNINGS (Dollars in thousands except per share data)
For periods ended August 28, 2004 and August 30, 2003 Third Quarter Nine Months ---------------------------- ---------------------------- 2004 2003 2004 2003 - ---------------------------------------------------------------------------------------------------------------------- Net sales ............................................. $ 206,209 $ 190,647 $ 580,193 $ 547,916 Cost of sales ......................................... 142,975 134,493 404,376 386,814 ------------ ------------ ------------ ------------ Gross profit ....................................... 63,234 56,154 175,817 161,102 Selling and administrative expenses ................... 37,734 33,499 108,711 102,422 ------------ ------------ ------------ ------------ Operating profit .................................. 25,500 22,655 67,106 58,680 Other income (expense) ................................ 278 (71) 90 (400) ------------ ------------ ------------ ------------ Earnings before income taxes and minority earnings . 25,222 22,584 67,196 58,280 Income taxes .......................................... 9,257 8,239 24,527 21,254 ------------ ------------ ------------ ------------ Earnings before minority earnings .................. 15,965 14,345 42,669 37,026 Minority interests in earnings of subsidiaries ........ (90) (41) (219) (79) ------------ ------------ ------------ ------------ Net earnings .......................................... 15,875 $ 14,304 $ 42,450 $ 36,947 ============ ============ ============ ============ Net earnings per common share: Basic .............................................. $ 0.62 $ 0.57 $ 1.67 $ 1.48 ============ ============ ============ ============ Diluted ............................................ $ 0.61 $ 0.56 $ 1.65 $ 1.46 ============ ============ ============ ============ Average shares outstanding: Basic .............................................. 25,544,988 25,174,259 25,454,180 25,046,912 Diluted ............................................ 25,869,507 25,534,741 25,780,426 25,280,719
CONSOLIDATED BALANCE SHEETS (Dollars in thousands)
August 28, November 29, 2004 2003 - -------------------------------------------------------------------------------- ASSETS Current assets: Cash and cash investments ...................... $ 26,281 $ 8,348 Accounts receivable, net ....................... 136,267 127,546 Inventories .................................... 109,688 99,673 Other .......................................... 20,357 21,835 -------- -------- Total current assets .................. 292,593 257,402 Plant assets, net ................................. 129,987 129,572 Acquired intangibles, net ......................... 125,589 122,351 Pension assets .................................... 21,022 20,153 Other assets ...................................... 7,906 8,759 -------- -------- $577,097 $538,237 ======== ======== LIABILITIES Current liabilities: Current portion of long-term debt............... $ 542 $ 674 Accounts payable and accrued liabilities ....... 105,149 102,322 Income taxes .................................. 4,460 8,377 -------- --------
SUMMARY CASH FLOWS (Dollars in thousands)
Nine Months ---------------------- 2004 2003 - ---------------------------------------------------------------- FROM OPERATING ACTIVITIES Net earnings .......................... $ 42,450 $ 36,947 Depreciation .......................... 13,822 14,554 Amortization .......................... 595 681 Changes in assets and liabilities...... (11,703) 1,306 Other, net ............................ (489) 82 --------- --------- Total provided (used) by operating activities ............ 44,675 53,570 --------- --------- FROM INVESTING ACTIVITIES Plant asset additions ................. (15,089) (8,877) Business acquisition .................. (4,871) 1,969 Other, net ............................ 1,969 (3) --------- --------- Total provided (used) by investing activities ............ (17,991) (8,880) --------- --------- FROM FINANCING ACTIVITIES Proceeds from line of credit .......... 1,500 108,565 Payments on line of credit ............ (1,500) (148,444) Payments on long-term debt ............ (292) (5,310)
CLARCOR 2004 THIRD QUARTER RESULTS cont'd. QUARTERLY INCOME STATEMENT DATA BY SEGMENT (Dollars in thousands)
2004 --------------------------------------------------------------------------- QUARTER QUARTER QUARTER ENDED ENDED SIX ENDED NINE FEBRUARY 28 MAY 29 MONTHS AUGUST 28 MONTHS ----------- --------- --------- --------- --------- NET SALES BY SEGMENT: Engine/Mobile Filtration ... $ 70,800 $ 82,992 $ 153,792 $ 83,771 $ 237,563 Industrial/Environmental Filtration ............... 88,962 98,249 187,211 102,646 289,857 Packaging .................. 15,510 17,471 32,981 19,792 52,773 --------- --------- --------- --------- --------- $ 175,272 $ 198,712 $ 373,984 $ 206,209 $ 580,193 ========= ========= ========= ========= ========= OPERATING PROFIT BY SEGMENT: Engine/Mobile Filtration ... $ 14,425 $ 16,989 $ 31,414 $ 16,892 $ 48,306 Industrial/Environmental Filtration ............... 3,252 6,076 9,328 8,457 17,785 Packaging .................. 136 1,153 1,289 1,665 2,954 Relocation Costs ........... -- (425) (425) (1,514) (1,939) --------- --------- --------- --------- --------- $ 17,813 $ 23,793 $ 41,606 $ 25,500 $ 67,106 ========= ========= ========= ========= ========= OPERATING MARGIN BY SEGMENT: Engine/Mobile Filtration ... 20.4% 20.5% 20.4% 20.2% 20.3% Industrial/Environmental Filtration ............... 3.7% 6.2% 5.0% 8.2% 6.1% Packaging .................. 0.9% 6.6% 3.9% 8.4% 5.6% --------- --------- --------- --------- --------- 10.2% 12.0% 11.1% 12.4% 11.6% ========= ========= ========= ========= =========
2003 ------------------------------------------------------------------------ QUARTER QUARTER QUARTER ENDED ENDED SIX ENDED NINE MARCH 1 MAY 31 MONTHS AUGUST 30 MONTHS ------- ------ ------ --------- ------ NET SALES BY SEGMENT: Engine/Mobile Filtration ... $ 66,776 $ 73,066 $ 139,842 $ 73,815 $ 213,657 Industrial/Environmental Filtration ............... 90,369 95,852 186,221 98,683 284,904 Packaging .................. 14,349 16,857 31,206 18,149 49,355 --------- --------- --------- --------- --------- $ 171,494 $ 185,775 $ 357,269 $ 190,647 $ 547,916 ========= ========= ========= ========= ========= OPERATING PROFIT BY SEGMENT: Engine/Mobile Filtration ... $ 12,686 $ 14,253 $ 26,939 $ 15,137 $ 42,076 Industrial/Environmental Filtration ............... 2,373 5,417 7,790 6,218 14,008 Packaging .................. 428 868 1,296 1,300 2,596 --------- --------- --------- --------- --------- $ 15,487 $ 20,538 $ 36,025 $ 22,655 $ 58,680 ========= ========= ========= ========= ========= OPERATING MARGIN BY SEGMENT: Engine/Mobile Filtration ... 19.0% 19.5% 19.3% 20.5% 19.7% Industrial/Environmental Filtration ............... 2.6% 5.7% 4.2% 6.3% 4.9% Packaging .................. 3.0% 5.1% 4.2% 7.2% 5.3% --------- --------- --------- --------- --------- 9.0% 11.1% 10.1% 11.9% 10.7% ========= ========= ========= ========= =========
Note: Operating profit by segment for the quarter and six-months ended May 29, 2004, was restated to show relocation costs as a separate line item in this table. -----END PRIVACY-ENHANCED MESSAGE-----