-----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, DJq4z1EjOKBatNt1+St2eVK5yvs4744ep9aNb/jNAnTmJhfEfRyrj++Q+7ugjECr cT7cDb/9bD1lmvM6Y+j7Gg== 0001019056-05-001077.txt : 20051021 0001019056-05-001077.hdr.sgml : 20051021 20051021091822 ACCESSION NUMBER: 0001019056-05-001077 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051020 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051021 DATE AS OF CHANGE: 20051021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESCALADE INC CENTRAL INDEX KEY: 0000033488 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 132739290 STATE OF INCORPORATION: IN FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06966 FILM NUMBER: 051148459 BUSINESS ADDRESS: STREET 1: 817 MAXWELL AVE STREET 2: P O BOX 899 CITY: EVANSVILLE STATE: IN ZIP: 47717 BUSINESS PHONE: 8124671200 MAIL ADDRESS: STREET 1: PO BOX 889 CITY: EVANSVILLE STATE: IN ZIP: 47706 FORMER COMPANY: FORMER CONFORMED NAME: MARTIN YALE BUSINESS MACHINES CORP DATE OF NAME CHANGE: 19820310 FORMER COMPANY: FORMER CONFORMED NAME: MARTIN YALE INDUSTRIES INC DATE OF NAME CHANGE: 19720306 FORMER COMPANY: FORMER CONFORMED NAME: WILLIAMS MANUFACTURING CO DATE OF NAME CHANGE: 19710504 8-K 1 escalade_8k.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 20, 2005 -------------------------- ESCALADE, INCORPRATED - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Indiana - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-6996 13-2739290 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 251 Wedcor Avenue, Wabash, Indiana 46992 46992 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (260) 569-7208 - -------------------------------------------------------------------------------- (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. below): [ ] 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)) Section 2 - Financial Information Item 2.02 Results of Operations and Financial Condition. On October 20, 2005, Escalade, Incorporated ("Escalade") issued the press release attached hereto as Exhibit 99.1 announcing financial information regarding Escalade's completed third quarter of fiscal 2005. The information hereunder shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (c) Exhibits EXHIBIT NUMBER DESCRIPTION 99.1 Press release dated October 20, 2005 SIGNATURES Pursuant to the requirements of the Securities Act of 1934, Escalade, Incorporated has duly caused this report to be signed on its behalf in Wabash, Indiana by the undersigned hereunto duly authorized. Date: October 21, 2005 ESCALADE, INCORPORATED By: /s/ TERRY D. FRANDSEN ------------------------------------------ Vice President and Chief Financial Officer 2 EX-99.1 2 ex99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 PRESS RELEASE ESCALADE ANNOUNCES THIRD QUARTER RESULTS Wabash, IN (October 20, 2005) Escalade, Incorporated (NASDAQ: ESCA) announced today that net income for the quarter ended October 1, 2005 rose 26% over the prior year's comparable quarter to $5,452,000 or $0.42 per share versus $0.33. This brings year to date net income to $8,861,000, 29% ahead of last year which already exceeds the full year 2004 results. Net sales declined a bit more than expected, coming in at $63,557,000, down 15%. Year to date net sales of $140,890,000 are 13% behind last year. Escalade Sports' net sales declined 17% to $49,736,000 for the quarter, putting year to date net sales at $92,326,000, a 12% decline over last year. Lower sales to Sears account for the entire shortfall as a result of their new strategy to enhance their profitability by eliminating lower margin products, increasing margins, and reduced media promotions, all of which directly impacted us. Within our other channels of distribution, we have experienced mixed results with declines in sales to sporting goods chains roughly offset by increases to our specialty retailers. Net income declined 19% for the quarter and is off 23% year to date due to the decline in sales revenues. Our primary focus is to find ways to grow our specialty sales more rapidly, while maintaining a focus on our traditional channels. We believe the bulk of the sporting goods sales decline is largely behind us and anticipate the fourth quarter net sales and income will be similar to or moderately below the fourth quarter of last year. Our new Reynosa, Mexico manufacturing facility remains on schedule, and should be in operation late in the first quarter of 2006, resulting in lower costs in the last half of next year. Net sales of Martin Yale's office and graphic arts products declined 12% for the quarter to $13,821,000 bringing year to date net sales to $48,564,000, a 15% decline. These declines are in line with previous expectations and continue to be the result of product line rationalization, discontinued business with unprofitable customers, and first quarter lost sales due to a temporary supply disruption of shredders. Net income for the quarter increased 168% as we continued to benefit from two years of cost cutting, facility consolidation, product rationalization, and management reorganization, changing year to date net income to a substantial profit reversing the prior year's loss. We are continuing to cut costs in Europe, however, our main focus has shifted to strategic planning and product development for future growth. We have further bolstered the management with the addition of Dan Messmer as the Group President (formerly President of Escalade Sports) and we plan further additions. We anticipate a more moderate rate of sales decline in the fourth quarter and that profitability will continue to improve. Overall, cash flow remains strong, allowing us to reduce debt substantially while repurchasing 55,740 shares at an average price of $12.92 per share during the third quarter. We will continue to look for other means to utilize our strengthened balance sheet to further enhance shareholder value, including the continued review of acquisition opportunities. Escalade is a quality manufacturer and marketer of sporting goods and office/graphic arts products sold worldwide. To obtain more information on the Company and its products, visit our website at: www.EscaladeInc.com or contact Terry Frandsen, Vice President and CFO at 260/569-7208 or C.W. (Bill) Reed, President and CEO at 260/569-7233. 3 CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited, In Thousands Except Per Share Amounts)
Three Months Ended Nine Months Ended Twelve Months Ended ------------------------ ------------------------ ------------------------ 01 October 02 October 01 October 02 October 01 October 02 October 2005 2004 2005 2004 2005 2004 ---------- ---------- ---------- ---------- ---------- ---------- NET SALES .......................... $ 63,557 $ 75,203 $ 140,890 $ 161,377 $ 198,477 $ 228,825 OPERATING EXPENSES Cost of goods sold ........... 46,148 56,738 99,355 118,381 139,365 169,375 Selling and administrative ... 8,935 8,934 27,414 28,670 40,068 37,417 Restructuring ................ -- 1,412 -- 1,412 954 1,412 Impairment of goodwill ....... -- 1,312 -- 1,312 -- 1,312 ---------- ---------- ---------- ---------- ---------- ---------- OPERATING INCOME ................... 8,474 6,807 14,121 11,602 18,090 19,309 OTHER INCOME (EXPENSE) Interest expense ............. (345) (489) (1,125) (1,427) (1,471) (1,909) Other income (expense) ....... 225 245 632 546 105 1,975 ---------- ---------- ---------- ---------- ---------- ---------- INCOME BEFORE INCOME TAXES ......... 8,354 6,563 13,628 10,721 16,724 19,375 PROVISION FOR INCOME TAXES ......... (2,902) (2,233) (4,767) (3,840) (6,918) (6,030) ---------- ---------- ---------- ---------- ---------- ---------- NET INCOME ......................... $ 5,452 $ 4,330 $ 8,861 $ 6,881 $ 9,806 $ 13,345 ========== ========== ========== ========== ========== ========== PER SHARE DATA Basic earnings per share ..... $ 0.42 $ 0.33 $ 0.68 $ 0.53 $ 0.75 $ 1.03 ========== ========== ========== ========== ========== ========== Diluted earnings per share ... $ 0.41 $ 0.33 $ 0.67 $ 0.52 $ 0.74 $ 1.01 ========== ========== ========== ========== ========== ========== Average shares outstanding ... 13,055 13,041 13,065 13,024 13,049 12,921 CONSOLIDATED CONDENSED BALANCE SHEET (Unaudited, In Thousands) 01 October 2005 02 October 2004 25 December 2004 ---------------- ---------------- ---------------- ASSETS Current assets ......................... $ 94,555 $ 106,142 $ 83,402 Property, Plant & Equipment - net ...... 18,245 15,919 16,498 Other assets ........................... 15,418 17,645 17,311 Goodwill ............................... 17,234 17,399 17,888 ---------------- ---------------- ---------------- Total ............................... $ 145,452 $ 157,105 $ 135,099 ================ ================ ================ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities .................... $ 46,187 $ 71,572 $ 47,606 Other liabilities ...................... 26,598 19,099 17,515 Stockholders' equity ................... 72,667 66,434 69,978 ---------------- ---------------- ---------------- Total ............................... $ 145,452 $ 157,105 $ 135,099 ================ ================ ================
FORWARD LOOKING STATEMENTS This report contains forward-looking statements relating to present or future trends or factors that are subject to risks and uncertainties. These risks, include, but are not limited to, the impact of competitive products and pricing, product demand and market acceptance, Escalade's ability to successfully integrate the operations of acquired assets and businesses, new product development, the continuation and development of key customer and supplier relationships, Escalade's ability to control costs, general economic conditions, fluctuations in operating results, changes in the securities markets and other risks detailed from time to time in Escalade's filings with the Securities and Exchange Commission. Escalade's future financial performance could differ materially from the expectations of management contained herein. Escalade undertakes no obligation to update these forward-looking statements after the date of this report. 4 -----END PRIVACY-ENHANCED MESSAGE-----