-----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, IDFb5PBRtdH6qybNCMn/AY7xrhRbt0N6loRTuxVSd7+0Cyukcf6QM110Xq60Ubni ngUGUaCH6HAYvOoPCo5Yjw== 0001026608-09-000107.txt : 20090717 0001026608-09-000107.hdr.sgml : 20090717 20090717115719 ACCESSION NUMBER: 0001026608-09-000107 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090717 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090717 DATE AS OF CHANGE: 20090717 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: 09949951 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_8k071709.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): July 17, 2009 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 July 17, 2009, Acme United Corporation (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2009. 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 July 17, 2009. 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: July 17, 2009 By /s/ PAUL G. DRISCOLL ------------------------------ Paul G. Driscoll Vice President and Chief Financial Officer Dated: July 17, 2009 (2) EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press release dated July 17, 2009. (3) EX-99 2 acme_8k071709ex991.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 July 17, 2009 ------------------------------------- ACME UNITED CORPORATION REPORTS 15% DECLINE IN SECOND QUARTER EARNINGS PER SHARE FAIRFIELD, CONN. - July 17, 2009 - Acme United Corporation (NYSE AMEX:ACU) today announced that net sales for the second quarter ended June 30, 2009 were $19.2 million, compared to $22.7 million in the comparable period of 2008, a decrease of 16% (13% in local currency). Net income was $1,341,000, or $.40 per diluted share, for the quarter ended June 30, 2009, compared to $1,730,000 or $.47 per diluted share for the comparable period last year, a decrease of 22% in net income and 15% in diluted earnings per share. Net sales for the six months ended June 30, 2009 were $30.5 million, compared to $37.0 million in the same period in 2008, a decrease of 18% (14% in local currency). Net income for the six months ended June 30, 2009 was $1,383,000, or $.41 per diluted share, compared to $2,482,000, or $.68 per diluted share in the comparable period last year, a 44% decrease in net income and 40% in diluted earnings per share. The lower net income is primarily the result of lower sales, partially offset by savings resulting from our cost savings plan. Net sales for the quarter ended June 30, 2009 in the U.S. segment decreased 17% compared to the same period in 2008. Net sales for the six months ended June 30, 2009 in the U.S. segment decreased 19% compared to the same period in 2008. Net sales in Canada for the three and six months ended June 30, 2009 decreased by 12% and 17%, respectively, in U.S. dollars but declined approximately 1% for both periods respectively, in local currency compared to the same periods in 2008. European net sales for the three and six months ended June 30, 2009 decreased 3% and 5%, respectively, in U.S. dollars compared to the same periods in 2008 but increased 11% and 9% respectively, in local currency. Sales in Europe increased (in local currency) primarily due to increased distribution of manicure products. (1) Gross margins were 37.1% in the second quarter of 2009 versus 39.3% in the comparable period last year. For the first six months of 2009, gross margins were 37.4% compared to 40.3% in the same period in 2008. The gross margin decline for the three and six month periods was primarily due to fixed costs spread over lower sales, the weaker Canadian dollar which raised the cost of products in our Canadian segment and product mix. Walter C. Johnsen, Chairman and CEO said, "Our sales have been impacted by weak demand due to the economic downturn. We have reduced costs in many areas, but continue to fund new product development. The earnings in the second quarter reflect aggressive attention to costs. Our debt has declined due to working capital reductions and earnings. We believe we are well positioned to take advantage of market opportunities during the coming quarters." The Company's bank debt less cash on June 30, 2009 was $8.9 million compared to $11.3 million on June 30, 2008. During the 12 month period ended June 30, 2009, Acme purchased 208,065 shares of its common stock for approximately $1.9 million and paid $700,000 in dividends. As of June 30, 2009, there were 124,335 shares that may be purchased under the outstanding stock repurchase programs. ACME UNITED CORPORATION is a leading worldwide supplier of innovative cutting, measuring and safety products to the school, home, office and industrial markets. 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) currency fluctuations (iv) the Company's plans and results of operations will be affected by the Company's ability to manage its growth, and (v) 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 SECOND QUARTER REPORT 2009 (Unaudited)
Quarter Ended Quarter Ended Amounts in $000's except per share data June 30, 2009 June 30, 2008 - -------------------------------------------------------------------------------------------------------------- Net sales $ 19,161 $ 22,708 Cost of goods sold 12,056 13,790 ---------------- ---------------- Gross profit 7,105 8,918 Selling, general, and administrative expenses 5,086 6,121 ---------------- ---------------- Income from operations 2,019 2,797 Interest expense (44) (121) Interest income 31 31 ---------------- ---------------- Net interest expense (13) (90) Other income (expense) 30 (24) ---------------- ---------------- Total other income (expense) 17 (114) Pre-tax income 2,036 2,683 ---------------- ---------------- Income tax expense 695 953 ---------------- ---------------- Net income $ 1,341 $ 1,730 ================ ================ Shares outstanding - Basic 3,325 3,518 Shares outstanding - Diluted 3,388 3,665 Earnings per share basic $ 0.40 $ 0.49 Earnings per share diluted 0.40 0.47
(3) ACME UNITED CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME SECOND QUARTER REPORT 2009 (cont.) (Unaudited)
Six Months Ended Six Months Ended Amounts in $000's except per share data June 30, 2009 June 30, 2008 - -------------------------------------------------------------------------------------------------------------- Net sales $ 30,458 $ 36,977 Cost of goods sold 19,056 22,073 ---------------- ---------------- Gross profit 11,402 14,904 Selling, general, and administrative expenses 9,302 11,039 ---------------- ---------------- Income from operations 2,100 3,865 Interest expense (86) (255) Interest income 66 69 ---------------- ---------------- Net interest expense (20) (186) Other income 19 162 ---------------- ---------------- Total other (expense) (1) (24) Pre-tax income 2,099 3,841 ---------------- ---------------- Income tax expense 716 1,358 ---------------- ---------------- Net income $ 1,383 $ 2,483 ================ ================ Shares outstanding - Basic 3,336 3,519 Shares outstanding - Diluted 3,396 3,666 Earnings per share basic $ 0.41 $ 0.71 Earnings per share diluted 0.41 0.68
(4) ACME UNITED CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS SECOND QUARTER REPORT 2009 (Unaudited)
Amounts in $000's June 30, 2009 June 30, 2008 - --------------------------------------------------------------------------------------------------------- Assets: Current assets: Cash $ 3,228 $ 3,703 Accounts receivable, net 18,467 20,852 Inventories 19,299 21,458 Prepaid and other current assets 961 1,121 -------------------- -------------------- Total current assets 41,955 47,134 Property and equipment, net 2,249 2,479 Long term receivable 1,919 - Other assets 2,509 1,927 -------------------- -------------------- Total assets $ 48,632 $ 51,540 ==================== ==================== Liabilities and stockholders' equity: Current liabilities Accounts payable $ 4,276 $ 6,623 Other current liabilities 6,131 4,631 Bank debt due June 30, 2010 12,122 - -------------------- -------------------- Total current liabilities 22,529 11,253 Bank debt due June 30, 2010 - 14,992 Other non current liabilities 1,995 551 -------------------- -------------------- 24,524 26,796 Total stockholders' equity 24,108 24,744 -------------------- -------------------- Total liabilities and stockholders' equity $ 48,632 $ 51,540 ==================== ====================
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