-----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, FREluwgTXPjMtuyuCCxXrW2cu2yBO+Uq5VPtdx5gCdoU7apT+EVzVb1GbaHTtu8Q YGJDq3PuYzCAVcIBPDLmzQ== 0000026058-08-000013.txt : 20080430 0000026058-08-000013.hdr.sgml : 20080430 20080430094255 ACCESSION NUMBER: 0000026058-08-000013 CONFORMED SUBMISSION TYPE: 8-K CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080430 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080430 DATE AS OF CHANGE: 20080430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CTS CORP CENTRAL INDEX KEY: 0000026058 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 350225010 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04639 BUSINESS ADDRESS: STREET 1: 905 WEST BOULEVARD NORTH CITY: ELKHART STATE: IN ZIP: 46514 BUSINESS PHONE: 5742937511 MAIL ADDRESS: STREET 1: 905 W BLVD NORTH CITY: ELKHART STATE: IN ZIP: 46514 8-K 1 form8k.htm FORM 8K 4-30-08 form8k.htm




 
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):  April 30, 2008 (April 29, 2008)
 
 
 
CTS CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
 
 
Indiana
1-4639
35-0225010
(State or Other Jurisdiction of Incorporation)
(Commission File Numbers)
(I.R.S. Employer Identification Nos.)
     
905 West Boulevard North
   
Elkhart, Indiana
 
46514
(Address of Principal Executive Offices)
 
(Zip Code)

 
Registrants' Telephone Number, Including Area Code:    (574) 523-3800
 
 

Not Applicable
 
(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:
 
q  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

q  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

q  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

q  
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 April 29, 2008, CTS Corporation (the “Registrant”) issued a press release providing certain results for the first quarter ended March 31, 2008 as more fully described in the press release. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. Furthermore, the information contained in Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933.


Item 9.01               Financial Statements and Exhibits.
 
(d)           Exhibits.
 
The following exhibits are filed with this report:
 
Exhibit No.                                           Exhibit Description
 
99.1                                Press Release dated April 29, 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.
 

 
CTS CORPORATION
 
 
                                /s/ Richard G. Cutter             
By:           Richard G. Cutter
Vice President, Secretary
and General Counsel

 
Date:  April 30, 2008
 

 
 

 

EXHIBIT INDEX
 

 
Exhibit No.                                Exhibit Description
 
99.1  
Press Release dated April 29, 2008
 

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm
                                                                                      newsrelease            
CTS CORPORATION  Elkhart, Indiana 46514    (574) 523-3800    


April 29, 2008    


FOR RELEASE:  Immediately

CTS ANNOUNCES STRONG FIRST QUARTER 2008 RESULTS
Operating Performance Exceeds Analyst Consensus


Elkhart, IN…CTS Corporation (NYSE: CTS) today announced first quarter 2008 revenues of $172.8 million and net earnings of $6.7 million, or $0.18 per diluted share, compared to net earnings of $4.0 million, or $0.11 per diluted share in the first quarter 2007.

The 64% increase in earnings per share in first quarter 2008 was driven by higher sales, better margins and lower expenses.  The first quarter of 2007 included a $0.02 per share charge for Moorpark investigation costs.  First quarter 2008 earnings per diluted share exceeded analyst consensus of $0.15 by $0.03 per share.

First quarter 2008 revenue increased 6% over the first quarter of 2007 driven by a 12% increase in Components and Sensors segment sales from higher sales into infrastructure applications and automotive components and the positive impact of a recent acquisition. EMS segment sales improved slightly over the first quarter of 2007 on higher sales into targeted medical and defense and aerospace markets and the positive impact of a recent acquisition, partially offset by expected declines in sales to computer markets.

 “We were pleased with our financial results, as well as our success in capturing new business awards in the first quarter.  We announced our first production award for smart actuators in diesel engine applications, continued strong design wins for electronic components in infrastructure applications and completion of two accretive tuck-in acquisitions in the last three months,” stated Vinod M. Khilnani, CTS President and Chief Executive Officer.
“The Supplier of Excellence Award for Product Development received from Honda Motor Company in the first quarter confirms CTS as one of the world’s leading suppliers of highly engineered electronic accelerator pedal modules,” added Mr. Khilnani.

CTS completed two strategic acquisitions announced earlier in the first quarter, which are expected to be accretive in 2008.  Tusonix, Inc., a leader in the design and manufacture of ceramic electromagnetic filters, expands CTS Electronic Components’ technology and customer base adding approximately $15 million of sales. Orion Manufacturing, Inc., a highly focused contract manufacturer serving target markets in defense and aerospace, industrial and medical, broadens the EMS customer base with approximately $27 million in sales and improves margin opportunities.

“We believe the actions we continue to take to diversify our customer and technology base, combined with our increasing global footprint, position CTS to more effectively operate in a challenging economic environment,” commented Mr. Khilnani.

Based on the favorable first quarter results and despite the challenging economic conditions, the Company is reiterating its prior full-year 2008 guidance of 5% - 8% sales growth over 2007 and earnings per share guidance of $0.78 to $0.83.

The Company repurchased 689,800 shares of its stock in the first quarter for approximately $6.8 million, at an average price of $9.87 per share.
 
SEGMENT INFORMATION
(Dollars in millions)

   
First Quarter
 2008
   
First Quarter
 2007
   
Fourth Quarter
 2007
         
Segment
           
Segment
           
Segment
 
   
Net
   
Operating
     
Net
   
Operating
   
Net
   
Operating
 
   
Sales
   
Earnings
     
Sales
   
Earnings
   
Sales
   
Earnings
 
                                       
Components & Sensors
  $ 77.8     $ 6.8       $ 69.6     $ 4.9     $ 71.1     $ 8.2  
Electronics Manufacturing Services (EMS)
    95.0       2.0         93.7       --       107.2       3.9  
     Segment Operating Earnings
            8.8                 4.9               12.1  
Expenses not allocated to business
 segments:
                                                 
     - Restructuring and related charges
            (0.4 )                               (2.6 )
Total
  $ 172.8     $ 8.4       $ 163.3     $ 4.9     $ 178.3     $ 9.5  
 

Components & Sensors: Components and Sensors first quarter 2008 sales increased by $8.2 million, or 12%, from the first quarter of 2007, reflecting increased electronic component sales for infrastructure applications and automotive components combined with incremental sales from two recent acquisitions.  Segment operating earnings of $6.8 million improved $1.9 million over the first quarter of 2007 primarily from higher volume. Operating earnings, as a percent of sales, improved to 8.7% from 7.1% in the same period last year.

Segment sales increased by $6.7 million, or 9.4%, over the fourth quarter of 2007, primarily from increased automotive product sales and incremental sales from two recent acquisitions. Segment operating earnings of $6.8 million decreased $1.4 million from the fourth quarter of 2007 primarily due to increased investment in research and development activities and lower royalty income, partially offset by the impact of higher volume.

EMS: EMS first quarter 2008 sales increased by $1.3 million, or 1.3%, from the first quarter of 2007, reflecting higher sales into the medical and defense and aerospace markets and sales from a recent acquisition, partially offset by expected declines in sales to computer markets.

Segment operating earnings of $2.0 million were $2.0 million higher than the first quarter of 2007 as a result of improved product mix and lower operating expenses. Operating earnings, as a percent of sales, increased to 2.1% in the first quarter of 2008 from breakeven in the same period last year.

First quarter 2008 EMS sales, compared to the fourth quarter 2007, were $12.2 million lower primarily in computer, communications and defense and aerospace markets, partially offset by incremental sales from a recent acquisition.  Operating earnings decreased $1.9 million primarily from lower volume.

Conference Call
As previously announced, the Company has scheduled a conference call on Wednesday, April 30, 2008 at 11:00 a.m. EDT. Those interested in participating may dial 866-205-3921 (612-332-0636, if calling from outside the U.S.). No access code is needed. There will be a replay of the conference call available from 1:30 p.m. EDT on Wednesday, April 30, 2008, through 11:59 p.m. EDT on Wednesday, May 7, 2008. The telephone number for the replay is 800-475-6701 (320-365-3844, if calling from outside the U.S.). The access code is 917648. There will also be a live audio webcast of the conference call which can be accessed directly from the Web sites of CTS Corporation (www.ctscorp.com), StreetEvents (www.StreetEvents.com), Netscape (www.netscape.com), Compuserve (www.compuserve.com) and others. AOL subscribers will have access through the Personal Finance section of AOL.


About CTS
CTS is a leading designer and manufacturer of electronic components and sensors and a provider of electronics manufacturing services (EMS) to OEMs in the automotive, computer, communications, medical, defense and aerospace and industrial markets. CTS manufactures products in North America, Europe and Asia. CTS' stock is traded on the NYSE under the ticker symbol "CTS.”  To find out more, visit the CTS Web site at www.ctscorp.com.

Safe Harbor Statement
This press release contains statements that are, or may be deemed to be, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements include, but are not limited to, any financial or other guidance, statements that reflect our current expectations concerning future results and events, and any other statements that are not based solely on historical fact.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.  These forward-looking statements are made subject to certain risks, uncertainties and other factors, which could cause our actual results, performance or achievements to differ materially from those presented in the forward-looking statements, including, without limitation, potential changes in the economy generally and in respect to the businesses in which CTS operates; rapid technological change in the automotive, communications and computer industries; reliance on key customers; CTS’ ability to protect its intellectual property; pricing pressures and demand for CTS’ products; and risks associated with CTS’ international operations, including trade and tariff barriers, exchange rates and political and geopolitical risks.  For more detailed information on the risks and uncertainties associated with CTS’ business, see the reports CTS files with the SEC, available at http://www.ctscorp.com/investor_relations/investor.htm.  CTS undertakes no obligation to publicly update its forward-looking statements to reflect new information or events or circumstances that arise after the date hereof, including market or industry changes.

Contact:                Donna L. Belusar, Senior Vice President and Chief Financial Officer, or
Mitchell J. Walorski, Director of Investor Relations
CTS Corporation, 905 West Boulevard North, Elkhart, IN 46514
Telephone (574) 523-3800  FAX (574) 293-6146
 
 

 


CTS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - UNAUDITED
(In thousands, except per share amounts)
         
Three Months Ended
         
March 30,
 
April 1,
         
2008
 
2007
               
Net sales
     
 $      172,755
 
 $      163,258
               
Costs and expenses:
         
 
Cost of goods sold
 
         138,931
 
         132,920
 
Selling, general and administrative expenses
           20,976
 
           21,270
 
Research and development expenses
             4,317
 
             4,120
 
Restructuring charge
 
                150
 
                    -
               
Operating earnings
   
8,381
 
4,948
               
Other expenses (income):
       
 
Interest expense
   
             1,059
 
                691
 
Other
   
           (1,225)
 
              (865)
   
Total other expenses
 
(166)
 
(174)
               
   
Earnings before income taxes
8,547
 
5,122
               
Income tax expense
   
             1,881
 
             1,076
               
               
Net earnings
   
 $          6,666
 
 $          4,046
               
Net earnings per share:
       
   Basic
     
 $            0.20
 
 $            0.11
               
   Diluted
     
 $            0.18
 
 $            0.11
               
Cash dividends declared per share
 
 $            0.03
 
 $            0.03
               
Average common shares outstanding:
     
   Basic
     
33,845
 
35,824
               
   Diluted
     
38,335
 
40,410

 
 

 


CTS Corporation and Subsidiaries
Condensed Consolidated Balance Sheets- Unaudited
(In thousands of dollars)
               
         
March 30,
 
December 31,
         
2008
 
2007 *
               
Cash and cash equivalents
 
 $      59,347
 
 $      52,868
Accounts receivable, net
 
       108,159
 
       100,655
Inventories, net
 
         83,832
 
         73,778
Other current assets
 
         24,018
 
         23,539
 
Total current assets
 
       275,356
 
       250,840
               
Property, plant & equipment, net
 
         96,268
 
         92,825
Other assets
 
       210,682
 
       200,027
               
     
Total Assets
 
 $     582,306
 
 $     543,692
               
               
               
Notes payable and current portion
       
  of long-term debt
 
 $             -
 
 $        1,000
Accounts payable
 
         78,802
 
         84,217
Other accrued liabilities
 
         44,843
 
         43,702
 
Total current liabilities
 
       123,645
 
       128,919
               
Long-term debt
 
       116,700
 
         72,000
Other obligations
 
         17,565
 
         18,526
Shareholders' equity
 
       324,396
 
       324,247
               
     
Total Liabilities and
       
     
 Shareholders' Equity
 
 $     582,306
 
 $     543,692
               
               
* The balance sheet at December 31, 2007 has been derived from the audited financial statements at that date.
 
 
     

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