8-K

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): February 5, 2003

FLIR Systems, Inc.

(Exact name of Registrant as specified in its charter)

Oregon	0-21918	93-0708501
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

16505 S.W. 72nd Avenue, Portland, Oregon	97224
(Address of principal executive offices)	(Zip Code)

(503) 684-3731

(Registrant’s telephone number, including area code)

Item 5. OTHER EVENTS

On February 5, 2003, FLIR Systems, Inc. (the “Company”) issued a press release announcing (i) its financial results for the quarter and year ended December 31, 2002, and (ii) its reaffirmation of its expectations as to revenue and net earnings for the year ending December 31, 2003. The press release is attached hereto as Exhibit 99.1 and is incorporated in its entirety herein by reference.

Item 7. FINANCIAL STATEMENTS AND EXHIBITS

(c)	Exhibits
99.1	Press Release issued by FLIR Systems, Inc. on February 5, 2003.

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 thereunto duly authorized on February 6, 2003.

FLIR SYSTEMS, INC.

(Registrant)

/s/ Stephen M. Bailey       

Stephen M. Bailey

Senior Vice President, Finance and

Chief Financial Officer

EX-99.1

Exhibit 99.1

	NEWS RELEASE
Company contact: Steve Bailey FLIR Systems, Inc. (503) 684-3731 www.FLIR.com	Investor Contact:     Neil Berkman Associates     (310) 277-5162     info@BerkmanAssociates.com

FLIR Systems Reports Fourth Quarter

And 2002 Financial Results

2002 Net Earnings Reach A Record $2.33 Per Diluted Share

PORTLAND, Ore.—February 5, 2003—FLIR Systems, Inc. (NASDAQ:FLIR) announced today that net earnings for the fourth quarter ended December 31, 2002 increased 24% to $12.7 million, or $0.71 per diluted share. This compares to net earnings for the fourth quarter of 2001 of $10.3 million, or $0.61 per diluted share. Revenue for the 2002 fourth quarter increased 15% to $74.9 million, up from $65.0 million for the fourth quarter of 2001. Revenue from the sale of the Company’s Imaging products increased 19%, while revenue from the sale of the Company’s Thermography products increased 10% as compared to the fourth quarter last year.

For the twelve months ended December 31, 2002, net earnings rose 60% to a record $41.6 million, or $2.33 per diluted share. This compares to net earnings for 2001 of $25.9 million, or $1.62 per diluted share. Revenue for 2002 reached $261.1 million, an increase of 22% from the $214.4 million generated in 2001. Revenue from the sale of the Company’s Imaging products increased 36%, while revenue from the sale of the Company’s Thermography products increased 3% compared to the prior year.

Cash generated from operations totaled $16.4 million for the fourth quarter and $55.0 million for 2002. The Company has no outstanding debt and cash on hand of $46.6 million.

The backlog of orders grew to approximately $92 million at December 31, 2002 as compared to $82 million at December 31, 2001.

“2002 was an excellent year for FLIR and its shareholders. We managed our assets effectively, controlled expenses, generated cash, and grew revenue and earnings to new records,” commented Earl R. Lewis, President and CEO of FLIR. “In addition, we continued to develop state-of-the-art thermal imaging products and entered important new markets. We are proud of FLIR’s performance for the year, and optimistic about our continued growth in the future,” he concluded.

Reaffirms Revenue and Earnings Guidance for 2003

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially.

As previously announced, the Company continues to estimate revenue for 2003 in the range of $290 to $300 million, and net earnings of approximately $2.35 to $2.45 per diluted share, based on an increase in the estimated effective tax rate from 15% in 2002 to 32%—34% in 2003.

(more)

The Forward Looking Infrared Company

FLIR Systems, Inc.—16505 SW 72nd Avenue—Portland, OR 97224—USA

Telephone: +1(800) 322 3731—www.flir.com

FLIR Systems Reports Fourth Quarter And 2002 Financial Results

February 5, 2003

Page Two

Forward-Looking Statements

The statements in this release by Earl R. Lewis and the statements in the Reaffirms Revenue and Earnings Guidance for 2003 above are forward-looking statements. Such statements are based on current expectations, estimates and projections about the Company’s business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including the following: changes in demand for the Company’s products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing, the Company’s continuing compliance with US export control laws and regulations, constraints on supplies of critical components, excess or shortage of production capacity, actual purchases under agreements, the continuing eligibility of the Company to act as a federal contractor, the amount and availability of appropriated government procurement funds and other risks discussed from time to time in the Company’s Securities and Exchange Commission filings and reports. In addition, such statements could be affected by general industry and market conditions and growth rates, and general domestic and international economic conditions. Such forward-looking statements speak only as of the date on which they are made and the company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

Conference Call

FLIR has scheduled a conference call at 11:00 am ET today. A simultaneous WebCast will be available from the Investor Relations link at www.FLIR.com. A replay will be available after 1:00 PM EST at this same internet address. For a telephone replay, dial (800) 633-8284, reservation #21116357, after 1:00 PM EST.

About FLIR Systems

FLIR Systems, Inc. is a world leader in the design, manufacture and marketing of thermal imaging and stabilized camera systems for a wide variety of thermography and imaging applications including condition monitoring, research and development, manufacturing process control, airborne observation and broadcast, search and rescue, drug interdiction, surveillance and reconnaissance, navigation safety, border and maritime patrol, environmental monitoring and ground-based security. Visit the company’s web site at www.FLIR.com

(tables attached)

FLIR SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

	Three Months Ended December 31,					Twelve Months Ended December 31,
	2002		2001			2002			2001
Revenue	$	74,932	$	65,007		$	261,080		$	214,373
Cost of goods sold		35,852		30,123			124,060			97,541
Gross profit		39,080		34,884			137,020			116,832
Operating expenses:
Research and development		7,132		8,444			26,892			27,235
Selling, general and administrative		16,576		14,426			59,951			52,285
Total operating expenses		23,708		22,870			86,843			79,520
Earnings from operations		15,372		12,014			50,177			37,312
Interest expense		146		1,122			1,679			9,423
Other expense (income), net		303		(439	)		(395	)		(854	)
Earnings before income taxes		14,923		11,331			48,893			28,743
Income tax provision		2,239		1,068			7,334			2,809
Net earnings	$	12,684	$	10,263		$	41,559		$	25,934
Net earnings per share:
Basic	$	0.74	$	0.66		$	2.47		$	1.73
Diluted	$	0.71	$	0.61		$	2.33		$	1.62
Weighted average shares outstanding:
Basic		17,094		15,555			16,854			14,992
Diluted		17,957		16,731			17,835			16,036

FLIR SYSTEMS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except for par value)

	December 31,
	2002			2001
ASSETS
Current assets:
Cash and cash equivalents	$	46,606		$	15,514
Accounts receivable, net		55,798			57,965
Inventories		50,141			46,560
Prepaid expenses and other current assets		12,673			11,548
Deferred income taxes		8,887			8,834
Total current assets		174,105			140,421
Property and equipment, net		12,678			10,806
Deferred income taxes, net		25,977			15,087
Intangible assets, net		16,647			16,811
Other assets		4,534			1,913
	$	233,941		$	185,038
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Notes payable	$	—		$	23,370
Accounts payable		16,465			18,428
Deferred revenue		4,770			5,314
Accrued payroll and other liabilities		28,833			22,538
Accrued income taxes		2,558			747
Current portion of capital lease obligations		—			584
Total current liabilities		52,626			70,981
Pension and other long-term liabilities		8,869			9,209
Shareholders’ equity:
Preferred stock, $0.01 par value, 10,000 shares authorized; no shares issued at December 31, 2002 or 2001		—			—
Common stock, $0.01 par value, 30,000 shares authorized, 17,300 and 16,555 shares issued at December 31, 2002 and 2001, respectively		173			165
Additional paid-in capital		217,879			194,338
Accumulated deficit		(43,305	)		(84,864	)
Accumulated other comprehensive loss		(2,301	)		(4,791	)
Total shareholders’ equity		172,446			104,848
	$	233,941		$	185,038