EX-99 2 exhibit99a.htm AMENDED PRESS RELEASE <B> BAIRNCO CORPORATION

BAIRNCO CORPORATION

300 PRIMERA BOULEVARD, SUITE 432

LAKE MARY, FLORIDA  32746

(407) 875-2222


PRESS RELEASE


BAIRNCO ANNOUNCES IMPROVED SECOND QUARTER 2004 RESULTS



Lake Mary, Florida, July 16, 2004 - Bairnco Corporation (NYSE-BZ) today reported improved operating results for the second quarter 2004 as compared to the same period last year.  Sales were up 8.9% to $41,700,000, net income increased 94.5% to $1,130,000 and diluted earnings per share increased 87.5% to $.15.  Strong cash generation also resulted in total debt being reduced by $3.5 million in the second quarter.


Performance

Sales in the second quarter 2004 increased 8.9% to $41,700,000 from $38,294,000 in 2003.  Arlon's Electronic Materials sales were up 28.1% as this segment experienced growth in all its served markets which include electronics, wireless telecommunications and certain industrial markets. Arlon’s Coated Materials sales were down slightly as modest improvements in most markets were offset by reduced sales of protective coated materials to the automotive market. Kasco's sales increased 6.6% from the second quarter 2003 from increased service and repair revenues in the U.S. and the currency translation effect of the weakened U.S. dollar versus the British Pound and the Euro. Kasco’s European sales were lower in local currency but were up in U.S. dollars due to the change in exchange rates.


Gross profit increased 14.9% to $12,044,000 from $10,479,000 due to the increased sales and improved efficiencies from increased production volumes.  The gross profit margin as a percent of sales increased to 28.9% from 27.4%. The second quarter 2004 and 2003 gross profit was reduced by $632,000 and $360,000, respectively, from relocation and closing expenses of the East Providence facility related to the consolidation of Arlon’s industrial engineered coated products businesses.


Selling and administrative expenses increased 6.8% to $10,109,000 from $9,463,000 due to the increased sales. As a percent of sales, selling and administrative expenses decreased to 24.2% from 24.7% in 2003.


Interest expense increased to $197,000 in 2004 as compared to $174,000 in 2003 due to higher average interest rates.


The effective tax rate for the second quarter 2004 was 35.0% versus 31.0% for the second quarter 2003.  The increased tax rate assumes the Extraterritorial Income Exclusion (“EIE”), a statutory exclusion from taxable income, will expire in 2004. Legislation to replace the EIE is currently in Congressional committee.


Net income increased 94.5% to $1,130,000 as compared to $581,000 in the second quarter of 2003. Diluted earnings per common share increased 87.5% to $.15 from $.08 as a result of increased earnings.


Sales for the first six months of 2004 increased 7.7% to $84,277,000 from $78,266,000 in 2003 as the majority of Bairnco’s US served markets experienced growth with the improved economy.  Gross profit improved 12.2% to $24,741,000 from $22,059,000 on higher sales and production volumes. Selling and administrative expenses increased 5.7% to $20,673,000 from $19,556,000. Net income increased 62.2% to $2,385,000 from $1,470,000 and diluted earnings per share increased 60.0% to $.32 from $.20 in 2003.


Credit Agreement

The Corporation has in place a credit agreement that expires in February 2005. Consequently, all borrowings under the credit agreement are shown as current portion of long-term debt in the accompanying condensed balance sheet for the quarter ended July 3, 2004. It is our intent to structure a new financing agreement prior to the end of 2004.


Litigation

On April 9, the U.S. Court of Appeals for the Second Circuit affirmed the U.S. District Court's judgment dismissing, in its entirety, the Transactions Lawsuit against Bairnco and all the other defendants. On May 18, the U.S. Court of Appeals for the Second Circuit denied the plaintiffs' motion for rehearing, and it again affirmed the dismissal of the Transactions Lawsuit.  Plaintiffs’ counsel has advised Bairnco’s counsel that the plaintiffs do not intend to seek review of this decision by the U.S. Supreme Court.   


The NOL Lawsuit is still pending in the trial court. Discovery has been completed in the NOL Lawsuit, and Bairnco plans to file a motion for summary judgment next month.  No trial date has been set.

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“Safe Harbor” Statement under the Private Securities Reform Act of 1995


Statements in this press release referring to the expected future plans and performance of the Corporation are forward-looking statements.  Actual future results may differ materially from such statements. Factors that could affect future performance include, but are not limited to, renegotiation of the Corporation’s Credit Agreement; changes in US or international economic or political conditions, such as inflation or fluctuations in interest or foreign exchange rates; disruptions in operations due to labor disputes; the costs and other effects of legal and administrative cases and proceedings, settlements and investigations; changes in the pricing of the products of the Corporation or its competitors; the market demand and acceptance of the Corporation’s existing and new products; the impact of competitive products; changes in the market for raw or packaging materials which could impact the Corporation’s manufacturing costs; changes in the product mix; the loss of a significant customer or supplier; production delays or inefficiencies; the impact on production output and costs from the availability of energy sources and related pricing; the ability to achieve anticipated revenue growth, synergies and other cost savings in connection with acquisitions and plant consolidations; the costs and other effects of complying with environmental regulatory requirements; and losses due to natural disasters where the Corporation is self-insured. While the Corporation periodically reassesses material trends and uncertainties affecting the Corporation’s results of operations and financial condition in connection with its preparation of its press releases, the Corporation does not intend to review or revise any particular forward-looking statement referenced herein in light of future events.




Bairnco Corporation is a diversified multinational company that operates two distinct businesses - Arlon (Electronic Materials and Coated Materials segments) and Kasco (Replacement Products and Services segment).  Arlon’s principal products include high technology materials for the printed circuit board industry, cast and calendered vinyl film systems, custom-engineered laminates and special silicone rubber compounds and components. Kasco’s principal products include replacement band saw blades for cutting meat, fish, wood and metal, and on site maintenance primarily in the meat and deli departments.  Kasco also distributes equipment to the food industry in France.


CONTACT:    Larry C. Maingot, Bairnco Corporation

        

        Telephone:  (407) 875-2222, ext. 230



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Comparative Results of Operations (Unaudited)



 

Quarter Ended

Six Months Ended

Condensed Income Statements

July 3, 2004

July 5, 2003

July 3, 2004

July 5, 2003

Net sales

$41,700,000

$38,294,000

$84,277,000

$78,266,000

Cost of sales

29,656,000

27,815,000

59,536,000

56,207,000

Gross profit

12,044,000

10,479,000

24,741,000

22,059,000

Selling and administrative expenses

10,109,000

9,463,000

20,673,000

19,556,000

Operating profit

1,935,000

1,016,000

4,068,000

2,503,000

Interest expense, net

197,000

174,000

399,000

373,000

Income before income taxes

1,738,000

842,000

3,669,000

2,130,000

Provision for income taxes

608,000

261,000

1,284,000

660,000

Net income

$ 1,130,000

$ 581,000

$ 2,385,000

$ 1,470,000

Basic Earnings per Share of

  Common Stock


$         0.15


$      0.08


$         0.32


$         0.20

Diluted Earnings per Share of Common  Stock


$         0.15


$      0.08


$         0.32


$         0.20

     

Basic Average Common Shares

7,352,000

7,335,000

7,348,000

7,335,000

Diluted Average Common Shares

 7,515,000

7,366,000

 7,483,000

 7,357,000




Condensed Balance Sheets

July 3, 2004

Dec 31, 2003

ASSETS

  
   

Cash

$       726,000

$       796,000

Accounts receivable, net

25,269,000

23,511,000

Inventories

25,709,000

25,516,000

Other current assets

7,888,000

7,873,000

Total current assets

59,592,000

57,696,000

Plant and equipment, net

34,419,000

36,476,000

Cost in excess of net assets of purchased businesses, net

14,363,000

14,360,000

Other assets

9,087,000

9,697,000

Total

$117,461,000

$118,229,000

   

LIABILITIES AND STOCKHOLDERS’ INVESTMENT

  
   

Short-term debt

$    1,300,000

$    1,875,000

Current maturities of long-term debt

26,260,000

2,173,000

Accounts payable

11,710,000

10,159,000

Accrued expenses

11,412,000

10,916,000

Total current liabilities

50,682,000

25,123,000

Long-term debt

276,000

27,785,000

Other liabilities

10,463,000

11,023,000

Stockholders’ investment

56,040,000

54,298,000

Total

$117,461,000

$118,229,000





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