-----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, C6jwUyi5QdT4bJTUOsDbVmOaiHDFlpxR+ZTemI3OPKEshiU6jse4IZduexaCcsT3 tJBoK+8IblDb6IUit86zBg== 0000026058-10-000021.txt : 20101027 0000026058-10-000021.hdr.sgml : 20101027 20101027095705 ACCESSION NUMBER: 0000026058-10-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101027 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101027 DATE AS OF CHANGE: 20101027 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 FILM NUMBER: 101143830 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 8-K 10-27-10 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):  October 27, 2010  (October 26, 2010)
 
 
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)
 
 
Registrant's 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 October 26, 2010, CTS Corporation (the “Registrant”) issued a press release providing certain results for the third quarter ended October 3, 2010 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 October 26, 2010
 

 
 

 

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:  October 27, 2010
 
 


 
 

 

EXHIBIT INDEX
 

 
Exhibit No.                                Exhibit Description
 
99.1  
Press Release dated October 26, 2010
 


EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm


 
                                                                             newsrelease   
CTS CORPORATION  Elkhart, Indiana 46514 (574) 523-3800    
 
October 26, 2010    
FOR RELEASE:  Immediately
 
CTS ANNOUNCES THIRD QUARTER 2010 RESULTS

Earnings Per Share of $0.20 Up 54% from Prior Year
Increases Earnings Per Share Guidance for 2010

Elkhart, IN…CTS Corporation (NYSE: CTS) today announced third quarter 2010 revenues of $139.4 million, an increase of 10% from revenues of $126.6 million in the same period last year. Net earnings were $6.9 million, or $0.20 per diluted share, in the third quarter 2010 compared to net earnings of $4.5 million, or $0.13 per diluted share, in the third quarter of 2009. Higher sales, improved gross margins and currency gains contributed to the increase in third quarter earnings compared to the same period last year. Third quarter 2010 diluted earnings per share improved 18% sequentially.
 
Components and Sensors segment sales increased 29% from the same period last year, reflecting both improved global economic conditions and new product introductions. Third quarter 2010 sales of sensor and actuator products increased 20% from the same period last year, primarily from growth in global light vehicle production and new customers and product introductions. Sales of electronic component products increased 44% across most served markets from general improvement in the economy and new product introductions. Components and Sensors segment sales, as a percent of total company sales, increased to 51% from 44% in the thir d quarter of 2009 helping overall gross margins and operating earnings returns.
 
EMS sales decreased 4% from the same period last year, but were up 1% sequentially. The year-over-year decrease resulted primarily from weaker sales in the defense and aerospace and medical markets due to lower demand and timing of new programs.
 
Year-to-date cash flow generated from operations was $8.1 million, despite a $22 million increase in higher accounts receivable and inventories net of accounts payable, to support our sales growth.  Capital expenditures were $10.5 million, or 2.6% of sales, in the first nine months of 2010, up from $4.7 million, or 1.3% of sales, in the same period last year due to increased investments in new product introductions.
 
Commenting on third quarter results, Vinod M. Khilnani, CTS Chairman and Chief Executive Officer, stated, “We continue to increase our research and development activities and investments in new products. Newly awarded business, strong design wins, new customers and entry into new growth markets like India are beginning to help grow revenues faster than the underlying economic growth.”
 
Based on the first nine month results and current outlook, management is increasing the full-year 2010 diluted earnings per share to a range of $0.60 to $0.65 compared to the previous range of $0.55 to $0.62 per share, and maintaining the full-year 2010 sales estimate to an increase of 10%-15% over 2009.

SEGMENT INFORMATION
(Dollars in millions)
 
Third Quarter 2010
 
Third Quarter 2009
 
Second Quarter 2010
     
Segment
     
Segment
     
Segment
 
Net
 
Operating
 
Net
 
Operating
 
Net
 
Operating
 
Sales
 
Earnings
 
Sales
 
Earnings
 
Sales
 
Earnings/(loss)
Components and Sensors
$71.8
 
$7.7
 
$55.8
 
 $           4.1
 
$72.3
 
$7.9
Electronics Manufacturing Services (EMS)
67.6
 
                   0.1
 
70.8
 
              2.2
 
66.6
 
                      (0.2)
     Total
$139.4
 
$7.8
 
$126.6
 
$6.3
 
$138.9
 
$7.7
 

 
 

 
Components & Sensors: Components and Sensors third quarter 2010 sales increased $15.9 million, or 29%, from the third quarter of 2009.  The sales improvement resulted from higher automotive sensor and actuator product and electronic component product demand. Segment operating earnings of $7.7 million were $3.6 million favorable to the third quarter of 2009 due t o higher sales, partially offset by increased research and development costs for growth initiatives.
 
Components and Sensors sales decreased $0.5 million, or 1%, from the second quarter of 2010 primarily reflecting decreased seasonal demand in automotive sensor and actuator products. Third quarter operating earnings decreased $0.2 million from the second quarter 2010 primarily due to lower sales.

EMS:  EMS sales decreased $3.1 million, or 4%, from the same period last year. This decrease resulted primarily from weaker sales in the defense and aerospace and medical markets.  Segment operating earnings of $0.1 million compares to $2.2 million in the third quarter of 2009, resulting primarily from lower sales and unfavorable product mix.
 
However, EMS sales increased $1.0 million, or 1%, from the second quarter 2010, reflecting a modest recovery in the current year within the defense and aerospace and industrial markets, the same markets that were down year-over-year. Segment operating earnings of $0.1 million improved from a loss of $0.2 million in the second quarter 2010.
 

Conference Call
As previously announced, the Company has scheduled a conference call on Wednesday, October 27, 2010 at 11:00 a.m. EDT. Those interested in participating may dial 800-230-1096 (612-332-0345, 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, October 27, 2010, through 11:59 a.m. EDT on Thursday, November 4, 2010. The telephone number for the replay is 800-475-6701 (320-365-3844, if calling from outside the U.S.). The access code is 173579. 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, communications, medical, defense and aerospace, industrial and computer 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 and are based on various assumptions as to future events, the occurrence of which necessarily are subject to uncertainties. These forward-looking statements are made subject to 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: changes in the economy generally and in respect to the businesses in which CTS operates; pricing pressures and reduction in demand for CTS’ products, especially if economic conditions do not recover or continue to worsen in CTS’ served markets, including but not limited to: the automotive, computer equipment or communications markets; disruption, uncertainty or volatility in the credit markets that could adversely impact the availability of credit already arranged by CTS and the availability and cost of credit in the future; the financial condition of our customers, including the ability of customers (especially those that may be highly leveraged and those with inadequate liquidity) to m aintain their credit availability or ongoing viability; risks associated with CTS’ international operations, including trade and tariff barriers; currency fluctuations and their effects on our results of operations and financial position; changes in performance of equity and debt markets that could affect the valuation of the assets in CTS’ pension plans and the accounting for pension assets, liabilities and expenses; political and geopolitical risks; rapid technological change in the automotive, communications and computer industries; reliance on key customers; CTS’ ability to protect its intellectual property; and potential costs and liabilities related to the recent Toyota recall. For more detailed information on the risks and uncertainties associated with CTS’ business, see the reports CTS files with the Securities and Exchange Commission available at http://www.ctscorp.com/investor_relations/investor.h tm.  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 (LOSS) - UNAUDITED
 
(In thousands, except per share amounts)
                         
           
Three Months Ended
 
Nine Months Ended
           
October 3,
 
September 27,
 
October 3,
 
September 27,
           
2010
 
2009
 
2010
 
2009
                         
 
Net sales
   
 $        139,362
 
 $        126,565
 
 $    407,616
 
 $       365,094
                         
 
Costs and expenses:
               
   
Cost of goods sold
 
           109,393
 
           100,380
 
       316,828
 
          297,202
   
Selling, general and administrative expenses
             17,112
 
             16,494
 
         54,944
 
            48,357
   
Research and development expenses
               5,086
 
               3,408
 
         13,985
 
            10,227
   
Restructuring and impairment charges
                        -
 
                        -
 
                    -
 
              2,243
   
Goodwill impairment
 
                        -
 
                        -
 
                    -
 
            33,153
                         
 
Operating earnings/(loss)
 
7,771
 
6,283
 
21,859
 
(26,088)
                         
 
Other (expense)/income:
               
   
Interest expense, net
 
                 (149)
 
                 (239)
 
             (478)
 
             (1,497)
   
Other
   
               1,738
 
                 (390)
 
               917
 
                (736)
     
Net total other income/(expense)
1,589
 
(629)
 
439
 
(2,233)
                         
     
Earnings/(loss) before income taxes
9,360
 
5,654
 
22,298
 
(28,321)
                         
 
Income tax expense
   
               2,445
 
               1,173
 
            5,060
 
              9,872
                         
                         
 
Net earnings/(loss)
   
 $            6,915
 
 $            4,481
 
 $      17,238
 
 $       (38,193)
                         
 
Net earnings/(loss) per share:
               
 
   Basic
     
 $              0.20
 
 $              0.13
 
 $           0.51
 
 $            (1.13)
                         
 
   Diluted
     
 $              0.20
 
 $              0.13
 
 $           0.50
 
 $            (1.13)
                         
 
Cash dividends declared per share
 $              0.03
 
 $              0.03
 
 $           0.09
 
 $             0.09
                         
 
Average common shares outstanding:
             
 
   Basic
     
34,181
 
33,873
 
34,060
 
33,799
                         
 
   Diluted
     
34,827
 
34,513
 
34,816
 
33,799

 
 

 

CTS Corporation and Subsidiaries
Condensed Consolidated Balance Sheets - Unaudited
(In thousands of dollars)
                 
         
October 3,
 
December 31,
 
         
2010
 
2009
 
                 
Cash and cash equivalents
 
 $        73,031
 
 $             51,167
 
Accounts receivable, net
 
           90,136
 
               71,718
 
Inventories, net
 
           76,562
 
               54,348
 
Other current assets
 
           19,325
 
               16,502
 
 
Total current assets
 
         259,054
 
              193,735
 
                 
Property, plant & equipment, net
 
           79,409
 
               81,120
 
Other assets
 
         132,418
 
              132,802
 
                 
     
Total Assets
 
 $      470,881
 
 $           407,657
 
                 
                 
                 
Accounts payable
 
 $        70,534
 
 $             52,344
 
Other accrued liabilities
 
           41,201
 
               38,172
 
 
Total current liabilities
 
         111,735
 
               90,516
 
                 
Long-term debt
 
           77,100
 
               50,400
 
Other long-term obligations
 
           16,902
 
               19,287
 
                 
Shareholders' equity
 
         265,144
 
              247,454
 
                 
     
Total Liabilities and
         
     
 Shareholders' Equity
 
 $      470,881
 
 $           407,657
 



 
 

 

                   
                   
                   
                   
                   
CTS CORPORATION AND SUBSIDIARIES
 
OTHER SUPPLEMENTAL INFORMATION
 
                   
                   
                   
Segment Operating Earnings/(Loss)
                 
                   
Segment operating earnings/(loss) is a non-GAAP financial measure outside the context of the Accounting Standards Codification ("ASC") 280 required reconciliation in the notes to the Company's financial statements.  The most comparable GAAP term is operating earnings/(loss).  Segment operating earnings/(loss) always exclude the effects of charges for restructuring and goodwill impairment when they are incurred by the Company.  Segment operating earnings/(loss) exclude interest expense, and other non-operating income and income taxes according to how a particular segment is measured.  CTS' management provides the segment operating earnings/(loss) measure to provide consistency between segment information in its earnings release and the business segment discussion in the notes to its financial stateme nts.


 
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