-----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, OSzTiL9wUrzwbl0rJiVKOJACPS+9nhR7kSiBCwRNMcfummN47CqZThTrLbdJtpKc OxoI80XgRZZGuAufzjdzxA== 0001026608-07-000033.txt : 20070302 0001026608-07-000033.hdr.sgml : 20070302 20070302102044 ACCESSION NUMBER: 0001026608-07-000033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070302 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070302 DATE AS OF CHANGE: 20070302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACME UNITED CORP CENTRAL INDEX KEY: 0000002098 STANDARD INDUSTRIAL CLASSIFICATION: CUTLERY, HANDTOOLS & GENERAL HARDWARE [3420] IRS NUMBER: 060236700 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07698 FILM NUMBER: 07665960 BUSINESS ADDRESS: STREET 1: 60 ROUND HILL ROAD CITY: FAIRFIELD STATE: CT ZIP: 06824 BUSINESS PHONE: 203-254-6060 MAIL ADDRESS: STREET 1: 60 ROUND HILL ROAD CITY: FAIRFIELD STATE: CT ZIP: 06824 FORMER COMPANY: FORMER CONFORMED NAME: ACME SHEAR CO DATE OF NAME CHANGE: 19710713 8-K 1 acme_8k030207.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 Exchange Act of 1934 Date of report (date of earliest event reported): March 2, 2007 ACME UNITED CORPORATION (Exact name of registrant as specified in its charter) ------------------ Connecticut 001-07698 06-0236700 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 60 Round Hill Road, Fairfield, Connecticut 06824 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (203) 254-6060 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)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On March 2, 2007, Acme United Corporation (the "Company") issued a press release announcing its financial results for the year ended December 31, 2006. A copy of the press release is attached as Exhibit 99.1 to this current report. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibit Number Description - -------------- ----------- 99.1 Press release dated March 2, 2007. 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. ACME UNITED CORPORATION By /s/ WALTER C. JOHNSEN ------------------------------ Walter C. Johnsen President and Chief Executive Officer Dated: March 2, 2007 By /s/ PAUL G. DRISCOLL ------------------------------ Paul G. Driscoll Vice President and Chief Financial Officer Dated: March 2, 2007 EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press release dated March 2, 2007. EX-99 2 acme_8k030207ex991.txt EXHIBIT 99.1 EXHIBIT 99.1 ACME UNITED CORPORATION NEWS RELEASE - -------------------------------------------------------------------------------- CONTACT: Paul G. Driscoll Acme United Corporation 60 Round Hill Road Fairfield, CT 06824 Phone: (203) 254-6060 FAX: (203) 254-6521 - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE March 2, 2007 ----------------------------------- ACME UNITED CORPORATION REPORTS RECORD ANNUAL NET SALES AND EARNINGS AND INCREASES DIVIDEND FAIRFIELD, CT. - March 2, 2007 - Acme United Corporation (AMEX:ACU) today announced that net sales for the year ended December 31, 2006 were $56.9 million compared to $49.9 million in 2005, an increase of 14%. Net sales for 2006 in the U.S. segment increased 13% due to the sale of new products, principally our patented titanium bonded products and award winning iPoint electronic pencil sharpeners. International sales increased by 16%, and 10% in local currency compared to 2005. Net sales for the quarter ended December 31, 2006 were $12.1 million, compared to $11.1 million in the same period in 2005, an increase of 9%. Net income for the year ended December 31, 2006 was $3.9 million, or $1.05 per diluted share, compared to $2.9 million or $.78 per diluted share, in 2005. Excluding a non-recurring charge of $1.5 million recorded in the third quarter of 2005 which related to the demolition of some former manufacturing buildings, net income would have been $3.9 million, or $1.02 per diluted share, in 2005. Pro forma (non-GAAP) results are presented to provide additional information for comparisons to Acme's results from its ongoing core business in 2006 to 2005. For the fourth quarter ended December 31, 2006, net income was $396,000, or $.11 per diluted share, compared to $773,000, or $.21 per diluted share for the same period in 2005. Net income for 2006 was reduced by losses in Europe of $1.1 million compared to $300,000 in 2005. The losses in Europe during the fourth quarter of 2006 were $550,000 compared to $100,000 in 2005. The Company has begun to improve the product and margin mix in Europe and reduce expenses. The fourth quarter of 2006 also reflects an increase in spending for new product development and market research, and the addition of sales and marketing personnel in the U.S. (1) Gross margins were 43.2% for 2006 compared to 44.8% in 2005. The decrease was partially due to increased sales of private brand initiatives, which typically provide commodity items at very competitive prices, particularly in Europe. There were also a number of promotional and initial set up expenses for new business in Europe that reduced margins. The Company's bank debt less cash on December 31, 2006 was $6.4 million compared to $4.5 million on December 31, 2005. The increase in bank debt was primarily to finance the purchase of $2.9 million of additional inventory to support sales growth, an increase in accounts receivables of $1.5 million resulting mainly from higher sales, and the payment of previously accrued costs of $1.5 million for the demolition of a former manufacturing site, partially offset by earnings. Walter C. Johnsen, Chairman and CEO, said, "Acme United had a record year in revenues and earnings in 2006. We won the prestigious Good Design award for our iPoint Pencil Sharpener from the Chicago Athenaeum. Our European team rolled out a 12 country sales initiative. We continue to build our business in North America and Europe, and look forward to a very successful year in 2007." The Board of Directors has approved a 33% increase in the quarterly dividend from $.03 to $.04 per share. The dividend is payable on April 27, 2007 to stockholders of record on the close of business on April 6, 2007. ACME UNITED CORPORATION is a specialized supplier of cutting devices, measuring instruments, and safety products for school, home, office and industrial use. Forward-looking statements in this report, including without limitation, statements related to the Company's plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including without limitation the following: (i) the Company's plans, strategies, objectives, expectations and intentions are subject to change at any time at the discretion of the Company; (ii) the Company's plans and results of operations will be affected by the Company's ability to manage its growth, and (iii) other risks and uncertainties indicated from time to time in the Company's filings with the Securities and Exchange Commission. # # # (2) ACME UNITED CORPORATION CONDENSED CONSOLIDATED STATEMENT OF INCOME YEAR END REPORT 2006
Quarter Ended Quarter Ended December 31, 2006 December 31, 2005 Amounts in $000's except per share data (Unaudited) (Unaudited) - ------------------------------------------------------------------------------------------------------------------- Net sales $ 12,089 $ 11,059 Gross profit 4,979 4,596 Selling, general, and administrative expenses 4,110 3,058 Other expense, net 51 205 Pre-tax income 818 1,333 Income tax expense 422 560 Net income 396 773 Shares outstanding - Basic 3,508 3,486 Shares outstanding - Diluted 3,726 3,752 Earnings per share - Basic 0.11 0.22 Earnings per share - Diluted 0.11 0.21
(3) ACME UNITED CORPORATION CONDENSED CONSOLIDATED STATEMENT OF INCOME YEAR END REPORT 2006
Year Ended Year Ended Amounts in $000's except per share data December 31, 2006 December 31, 2005 - ------------------------------------------------------------------------------------------------------------------- Net sales $ 56,863 $ 49,946 Gross profit 24,583 22,355 Selling, general, and administrative expenses 17,870 15,512 Other expense, net 364 577 Non-recurring charge - 1,500 Pre-tax income 6,349 4,766 Income tax expense 2,463 1,829 Net income 3,886 2,937 Shares outstanding - Basic 3,495 3,509 Shares outstanding - Diluted 3,712 3,789 Earnings per share - Basic 1.11 0.84 Earnings per share - Diluted 1.05 0.78 Reconciliation to reported Net Income (GAAP): Pre-tax income as reported (GAAP) 6,349 4,766 Non-recurring charge - 1,500 Pre-tax income as adjusted 6,349 6,266 Income tax expense as adjusted 2,463 2,399 Net income as adjusted (Non-GAAP) 3,886 3,867 Earnings per share before non-recurring charge - Basic 1.11 1.10 Earnings per share before non-recurring charge - Diluted 1.05 1.02
(4) ACME UNITED CORPORATION CONDENSED CONSOLIDATED BALANCE SHEET YEAR END REPORT 2006
Amounts in $000's - ----------------- December 31, 2006 December 31, 2005 --------------------------------------------------- Assets - ------ Current assets: Cash $ 3,838 $ 1,076 Accounts receivable, net 10,852 9,392 Inventories 15,677 12,530 Prepaid and other current assets 1,120 867 --------------------------------------------------- Total current assets 31,487 23,865 Property and equipment, net 2,540 2,786 Other assets 994 1,543 --------------------------------------------------- Total assets $ 35,021 $ 28,194 =================================================== Liabilities and Stockholders' Equity Current liabilities: Accounts payable 2,358 2,174 Other current liabilities 3,564 5,356 --------------------------------------------------- Total current liabilities 5,922 7,530 Long-term debt 10,226 5,587 Other non-current liabilities 742 1,012 --------------------------------------------------- Total liabilities 16,890 14,129 Total stockholders' equity 18,131 14,065 --------------------------------------------------- Total liabilities and stockholders' equity $ 35,021 $ 28,194 ===================================================
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