-----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, J0OICwiDdMQ6E2Yd6ZJOhgl7c7J7oYn+ZeBGx/fG844ZQKVUW4AWihWrIP4yZRg4 k4Vqi2Zr1JZxKQKTk3Aytg== 0000031107-10-000018.txt : 20100209 0000031107-10-000018.hdr.sgml : 20100209 20100209165331 ACCESSION NUMBER: 0000031107-10-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100209 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100209 DATE AS OF CHANGE: 20100209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EASTERN CO CENTRAL INDEX KEY: 0000031107 STANDARD INDUSTRIAL CLASSIFICATION: CUTLERY, HANDTOOLS & GENERAL HARDWARE [3420] IRS NUMBER: 060330020 STATE OF INCORPORATION: CT FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00599 FILM NUMBER: 10584981 BUSINESS ADDRESS: STREET 1: 112 BRIDGE ST STREET 2: P O BOX 460 CITY: NAUGATUCK STATE: CT ZIP: 06770 BUSINESS PHONE: 2037292255 MAIL ADDRESS: STREET 1: 112 BRIDGE STREET STREET 2: P O BOX 460 CITY: NAUGATUCK STATE: CT ZIP: 06770 8-K 1 form8k4th2009.htm FORM 8-K 4TH QTR 09

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: February 9, 2010

(Date of earliest event reported)

 

The Eastern Company

(Exact name of Registrant as specified in its charter)

 

 

Connecticut

0-599

06-0330020

 

(State or other jurisdiction

(Commission File Number)

(IRS Employer

 

of incorporation)

identification No.)

 

 

 

112 Bridge Street, Naugatuck, Connecticut

06770

 

(Address of principal executive offices)

(Zip Code)

 

 

(203) 729-2255

(Registrant’s telephone number, including area code)

 

________________________________________________

(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 (see General Instruction A.2)

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

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

 

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

 

o Pre-commencement communications pursuant to Rule 13e-4( c) under the Exchange Act (17 CFR 240.13e-4( c))

 

 

Section 2 – Financial Information

 

 

ITEM 2.02 - Results of Operations and Financial Condition

 

Press Release dated February 9, 2010 announcing the full year and fourth quarter earnings for 2009 is attached hereto.

 

Section 7 – Regulation FD

 

 

ITEM 7.01 - Regulation FD Disclosure

 

On February 9, 2010, The Eastern Company released the full year and fourth quarter earnings of 2009. A copy of the Press Release dated February 9, 2010 announcing the full year and fourth quarter earnings for 2009 is attached hereto.

 

Section 9 – Financial Statements and Exhibits

 

ITEM 9.01 - (d) Exhibits

 

 

(99)

Press Release dated February 9, 2010 announcing the full year and fourth quarter earnings for 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.

 

                

The Eastern Company

                

 

Date:  February 9, 2010     

By:  John L. Sullivan III

 

John L. Sullivan III
Vice President and Chief Financial Officer

 

 

 

 EX-99 2 form8k4th2009ex99.htm EXHIBIT 99 PRESS RELEASE

Exhibit 99

 

 

FOR IMMEDIATE RELEASE

 

February 9, 2010

 

THE EASTERN COMPANY REPORTS RESULTS

FOR THE FOURTH QUARTER AND TWELVE MONTHS OF 2009

 

Naugatuck, CT–The Eastern Company (NYSE Amex-EML) today announced the results of its operations for the fourth quarter and twelve months of 2009. Sales for the quarter were $28.0 million, compared to $32.3 million for the same period in 2008, a 13% decrease. Net income for the fourth quarter was $369,000 or $0.06 per diluted share compared to the $1.1 million or $0.17 per diluted share that was reported in the fourth quarter of 2008.

 

Net sales for the twelve months of 2009 were $112.7 million compared to $135.9 million in 2008, a 17% decrease. Net income for 2009 was $1.0 million or $0.17 per diluted share, compared to $4.5 million or $0.73 per diluted share for the same period in 2008.

 

Leonard F. Leganza, Chairman, President and CEO stated, “Earnings in the fourth quarter were adversely affected by a charge of $967,000 to conclude an interest rate “SWAP” contract related to our long-term debt arrangement with Bank of America. It was necessary for the Company to make that payment as part of restructuring the company’s credit facility. In January 2010, the Company replaced Bank of America as its lender and entered into a new banking relationship with People’s United Bank. Our new debt arrangement and credit facilities provide us with greater flexibility, lower financing costs and will be more beneficial towards working at our primary goal of enhancing shareholder value.”

 

Mr. Leganza, continued, “Sales held steady in the fourth quarter and were comparable to the sales reported in previous quarters of 2009. This indicated, we believe, to some degree that the economy is leveling off in the many market areas we serve and some indication that those markets might be improving. Our Canadian Commercial Vehicles subsidiary increased its shipments of Sleeper Cabs for both commercial and military Class 8 heavy trucks with additional shipments anticipated during 2010. We are also pleased with the progress that unit has made in developing composite panels now manufactured and being used in the construction of local delivery vans where the lighter weight of the vehicles reduces fuel consumption. In that regard, we have established a subsidiary in Mexico, “Composite Panels Technologies” devoted solely to the development of this new product and promising market. In addition to commercial vehicles, our goal is to introduce the product into new markets where those panels will be applicable.”

 

Mr. Leganza also stated, “Our Greenwald Industries division has developed and will be introducing several new advanced technology products into the commercial laundry and various other markets during the first half of 2010. These advanced coin recognition systems and contactless and wireless cash payment systems will open up several new sectors in the coin vending and metering industry.”

 

Mr. Leganza continued, “Our Frazer & Jones Division has experienced strong demand for its proprietary mine roof products. This increased demand has helped to stabilize the future of this operation and we intend to invest approximately $2.5 million in a capital equipment improvement plan to upgrade equipment where necessary in order to produce the highest level of quality products and meet all the expectations of our global customers.”

 

Mr. Leganza concluded, “Despite the turmoil in the economy affecting our businesses and the resulting uncertainties in the stock markets, we remain very positive about our future and will continue to invest in the development of new products and the capital needs of our operating units in order to maintain our competitive edge in the marketplace. On December 15, 2009 the Company proudly paid its 277th consecutive quarterly dividend.”

 

The Eastern Company is a 151-year-old manufacturer of industrial hardware, security products and metal castings. It operates from nine locations in the U.S., Canada, Mexico, Taiwan and China. The diversity of the Company’s products helps it to respond to the changing requirements of a broad array of markets.

 

Forward-Looking Statements: Information in this news release contains statements which reflect the Company’s current expectations regarding its future operating performance and achievements. Actual results may differ due to the many economic uncertainties that affect the Company’s business environment. Further information about the potential factors which could affect the Company’s financial results is included in the Company’s reports and filings with the Securities and Exchange Commission. The Company is not obligated to update or revise the aforementioned statements for those new developments.

 

Contact:

Leonard F. Leganza or John L. Sullivan III

 

(203) 729-2255

 

 

 

Statement of Consolidated Income (unaudited)

 

 

 

 

 

 

 

 

 

 

 

THE EASTERN COMPANY (NYSE Amex - EML)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

THREE Months Ended

 

TWELVE Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

 

13 wks

 

14 wks

 

52 wks

 

53 wks

 

 

 

Jan 2, 2010

 

Jan 3, 2009

 

Jan 2, 2010

 

Jan 3, 2009

Net Sales

 

 

$28,014,270

 

$ 32,309,962

 

$112,665,464

 

$135,878,490

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income After Tax

 

$ 369,178

 

$ 1,068,204

 

$ 1,036,407

 

$ 4,504,623

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Per Share:

 

 

 

 

 

 

 

 

Basic

 

$ 0.06

 

$ 0.18

 

$ 0.17

 

$ 0.77

 

Diluted

 

$ 0.06

 

$ 0.17

 

$ 0.17

 

$ 0.73

 

 

 

 

 

 

 

 

 

 

Weighted average

 

 

 

 

 

 

 

 

shares outstandings:

 

 

 

 

 

 

 

 

Basic

 

6,017,708

 

5,964,813

 

5,985,640

 

5,875,140

 

Diluted

 

6,177,192

 

6,130,805

 

6,241,780

 

6,159,563

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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