-----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, O1kkG51I6vza1o/YhHAoNapnNnZuEG2fPGgVVGIMc6MnNtiJwUpzWyR8M08+zqNs IpDzHBxXbasvJfBewJ9Mpw== 0001026608-08-000207.txt : 20081024 0001026608-08-000207.hdr.sgml : 20081024 20081024111759 ACCESSION NUMBER: 0001026608-08-000207 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081024 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081024 DATE AS OF CHANGE: 20081024 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: 081138849 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_8k102408.txt 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): October 24, 2008 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)) (1) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 24, 2008, Acme United Corporation (the "Company") issued a press release announcing its financial results for the three and nine months ended September 30, 2008. 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 October 24, 2008. 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 Chairman and Chief Executive Officer Dated: October 24, 2008 By /s/ PAUL G. DRISCOLL ------------------------------ Paul G. Driscoll Vice President and Chief Financial Officer Dated: October 24, 2008 (2) EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press release dated October 24, 2008. (3) EX-99 2 acme_8k102408ex991.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 October 24, 2008 -------------------------------------- ACME UNITED CORPORATION REPORTS RECORD THIRD QUARTER SALES AND EARNINGS FAIRFIELD, CONN. - October 24, 2008 - Acme United Corporation (AMEX:ACU) today announced that net sales for the quarter ended September 30, 2008 were $19.2 million, compared to $17.1 million in the same period in 2007, an increase of 12% (11% in local currency). Net sales for the nine months ended September 30, 2008 were $56.1 million, compared to $48.3 million in the same period in 2007, an increase of 16% (14% in local currency). Net income was $1,351,000, or $.37 per diluted share, for the third quarter ended September 30, 2008, compared to $1,305,000, or $.35 per diluted share, for the comparable period last year, an increase of 4% in net income and 6% in diluted earnings per share. Net income for the nine months ended September 30, 2008 was $3,833,000, or $1.05 per diluted share, compared to $3,476,000, or $.94 per diluted share, in the comparable period last year, a 10% increase in net income and 12% in diluted earnings per share. Net sales for the quarter ended September 30, 2008 in the Company's U.S. segment increased 14% compared to the same period in 2007 and net sales for the nine months ended September 30, 2008 in the U.S. segment increased 19% primarily as a result of market share gains in all distribution channels. Net sales in Canada in the first nine months of 2008 increased by 3% in U.S. dollars compared to the same period in 2007 but declined 5% in local currency due to a decrease in demand in the overall office products market. European net sales in the first nine months of 2008 increased 14% in U.S. dollars and 1% in local currency compared to the same period in 2007. Gross margins were 41.1% in the third quarter of 2008 versus 43.2% in the comparable period last year. For the first nine months of 2008, gross margins were 40.6% compared to 42.8% in the same period in 2007. The gross margin declines were due to increased costs of material, labor, and energy, and the appreciation of the Chinese currency against the U.S. dollar. Also, in the second and third quarters of 2008, the company gained market share in the highly competitive back to school market which reduced gross margin percentages. (1) Walter C. Johnsen, Chairman and CEO, said "Acme United has just completed its largest and most successful back to school season. Recent third party surveys show that our Westcott branded scissors now have the highest market share in North America. We continue to gain momentum, and look forward to building off this base next year." Mr. Johnsen also said that during the third quarter, Acme United began shipping its SpeedPak utility knives to a major hardware chain in the U.S. The Company opened new industrial distributors as well, and is making progress in these channels. The Company's bank debt less cash on September 30, 2008 was $7.5 million compared to $8.7 million on September 30, 2007. During the 12 month period ended September 30, 2008, the Company generated $3.7 million of cash from operating activities and paid approximately $.6 million in dividends to shareholders. During the same 12 month period, Acme purchased 73,874 shares of its common stock for approximately $1.0 million under its previously announced repurchase program. As of September 30, 2008, there were 166,126 shares authorized to be purchased under the outstanding stock repurchase programs. Based on anticipated cash flow, the Company's bank debt less cash is expected to decline during the remainder of the year. On October 7, 2008 the Company announced a $.05 per share quarterly dividend on its outstanding common stock for shareholders of record on October 20, 2008, and is payable on November 10, 2008. This represents an increase of 25% or $.01 per share over the dividend of $.04 per share paid in each of the previous six quarters. ACME UNITED CORPORATION is an innovative supplier of cutting devices, measuring instruments, and safety products for school, home, office and industrial use. Its leading brands include Westcott(R), Clauss(R), and PhysiciansCare(R). 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 impact of current uncertainties in global economic conditions and the ongoing financial crisis affecting the domestic and foreign banking system and financial markets, including the impact on the Company's suppliers and customers (iii) the Company's plans and results of operations will be affected by the Company's ability to manage its growth, and (iv) 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 STATEMENTS OF INCOME THIRD QUARTER REPORT 2008 (Unaudited)
Quarter Ended Quarter Ended Amounts in $000's except per share data September 30, 2008 September 30, 2007 - -------------------------------------------------------------------------------------------------------------- Net sales $ 19,158 $ 17,081 Cost of goods sold 11,288 9,700 ---------------- ---------------- Gross profit 7,870 7,381 Selling, general, and administrative expenses 5,651 5,229 ---------------- ---------------- Income from operations 2,219 2,152 Interest expense 120 208 Other expense (income), net 138 (91) ---------------- ---------------- Pre-tax income 1,961 2,035 Income tax expense 610 730 ---------------- ---------------- Net income $ 1,351 $ 1,305 ================ ================ Shares outstanding - Basic 3,515 3,538 Shares outstanding - Diluted 3,650 3,710 Earnings per share basic $ 0.38 $ 0.37 Earnings per share diluted 0.37 0.35
(3) ACME UNITED CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME THIRD QUARTER REPORT 2008 (cont.) (Unaudited)
Nine Months Ended Nine Months Ended Amounts in $000's except per share data September 30, 2008 September 30, 2007 - -------------------------------------------------------------------------------------------------------------- Net sales $ 56,135 $ 48,321 Cost of goods sold 33,361 27,627 ---------------- ---------------- Gross profit 22,774 20,694 Selling, general, and administrative expenses 16,690 14,822 ---------------- ---------------- Income from operations 6,084 5,872 Interest expense 306 519 Other expense (income), net (24) (77) ---------------- ---------------- Pre-tax income 5,801 5,430 Income tax expense 1,968 1,954 ---------------- ---------------- Net income $ 3,833 $ 3,476 ================ ================ Shares outstanding - Basic 3,517 3,530 Shares outstanding - Diluted 3,654 3,702 Earnings per share basic $ 1.09 $ 0.98 Earnings per share diluted 1.05 0.94
(4) ACME UNITED CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS THIRD QUARTER REPORT 2008 (Unaudited)
Amounts in $000's September 30, 2008 September 30, 2007 - --------------------------------------------------------------------------------------------------------- Assets: - ------- Current assets: Cash $ 5,485 $ 3,651 Accounts receivable, net 16,045 16,223 Inventories 20,240 17,521 Prepaid and other current assets 951 1,302 ---------------- ---------------- Total current assets 42,721 38,697 Property and equipment, net 2,402 2,491 Other assets 1,976 1,662 ---------------- ---------------- Total assets $ 47,099 $ 42,850 ================ ================ Liabilities and stockholders' equity: - ------------------------------------- Current liabilities Accounts payable $ 3,734 $ 3,687 Other current liabilities 4,427 3,840 ---------------- ---------------- Total current liabilities 8,162 7,527 Long-term debt 12,994 12,302 Other non current liabilities 542 696 ---------------- ---------------- 21,697 20,525 Total stockholders' equity 25,402 22,325 ---------------- ---------------- Total liabilities and stockholders' equity $ 47,099 $ 42,850 ================ ================
(5) -----END PRIVACY-ENHANCED MESSAGE-----