-----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, DWIR1HyfDk2wLktAUQMQT1hmU0hmxvgV1KKQcQHiUGHFCFUe379bH52fsKsTi16O NRGU/e631AIa1J2JoOYxCw== 0001157523-06-005198.txt : 20060515 0001157523-06-005198.hdr.sgml : 20060515 20060515161621 ACCESSION NUMBER: 0001157523-06-005198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060515 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060515 DATE AS OF CHANGE: 20060515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JACO ELECTRONICS INC CENTRAL INDEX KEY: 0000052971 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 111978958 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-34664 FILM NUMBER: 06841335 BUSINESS ADDRESS: STREET 1: 145 OSER AVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 6312735500 MAIL ADDRESS: STREET 1: 145 OSER AVE CITY: HAUPPAUGE STATE: NY ZIP: 11788 8-K 1 a5149120.txt JACO ELECTRONICS, INC. 8-K 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) May 15, 2006 JACO ELECTRONICS, INC. (Exact name of registrant as specified in its charter) New York 000-05896 11-1978958 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 145 Oser Avenue, Hauppauge, New York 11788 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (631) 273-5500 -------------- Not Applicable -------------------------------------------------------------- (Former name or former address, if changed since last report.) - -------------------------------------------------------------------------------- ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 15, 2006, Jaco Electronics, Inc. (the "Company") issued a press release announcing its financial results for its third quarter of the fiscal year ending June 30, 2006. A copy of the press release is furnished within this report as Exhibit 99.1. The information in this report is being furnished, and is not deemed as "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein. ITEM 7.01. REGULATION FD DISCLOSURE ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99.1 A copy of the Jaco Electronics, Inc. Press Release dated May 15, 2006 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. JACO ELECTRONICS, INC. By: /s/ Jeffrey D. Gash --------------------------- Name: Jeffrey D. Gash Title: Executive Vice President Date: May 15, 2006 EX-99.1 2 a5149120ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Jaco Electronics Reports Profitable Fiscal 2006 Third Quarter Results HAUPPAUGE, N.Y.--(BUSINESS WIRE)--May 15, 2006--Jaco Electronics, Inc. (Nasdaq:JACO): Conference Call: May 16, 2006 at 9:00 a.m. EDT Dial-in number: 800/737-8127 (U.S. and Canada) Webcast: http://www.vcall.com/IC/CEPage.asp?ID=101433 Web Replay: Available for 30 days Call Replay: Available until May 18, 2006 at 11:00 a.m. EDT by dialing 800/633-8284 Replay access code: 21292013 Jaco Electronics, Inc. (Nasdaq:JACO), a distributor and integrator of electronic components and flat panel solutions, today reported results for its fiscal 2006 third quarter and nine-month period ended March 31, 2006. Summary of Fiscal 2006 Third Quarter Results ($ in thousands, except per-share data) - ---------------------------------------------------------------------- Three Months Ended Mar. 31, - ---------------------------------------------------------------------- 2006 2005 - ---------------------------------------------------------------------- Net sales $ 60,906 $ 60,537 - ---------------------------------------------------------------------- Gross profit 7,782 6,667 - ---------------------------------------------------------------------- Selling, general and administrative expenses 7,062 7,634 - ---------------------------------------------------------------------- Operating profit (loss) 720 (967) - ---------------------------------------------------------------------- Interest expense 622 594 - ---------------------------------------------------------------------- Earnings (loss) from continuing operations before income taxes 98 (1,561) - ---------------------------------------------------------------------- Net earnings (loss) 84 (1,093) - ---------------------------------------------------------------------- Diluted net earnings (loss) per share $ 0.01 $ (0.17) - ---------------------------------------------------------------------- Jaco's Chairman and Chief Executive Officer Joel Girsky, stated, "Jaco returned to profitability in the fiscal third quarter as we achieved increases in year-over-year net sales and gross profit margins while reducing SG&A expenses by almost 8% from fiscal 2005 third quarter levels. Over the past year, Jaco strengthened its market presence by focusing on segments of our business where we are competitive, while simultaneously reducing non-essential costs. "Our business plan continues to focus on marketing offerings from core vendors as well as flat-panel display (FPD) products and integration applications. Core electronic component distribution sales were in-line with results from last year's fiscal third quarter while the contribution to net sales from our logistics business was down year-over-year as this business does not trend in a consistent quarter-to-quarter direction. During the fiscal 2006 third quarter, Jaco's FPD operations contributed $16.5 million, or approximately 27% of our net sales, compared with $8.1 million, or approximately 13% of net sales in the same period last year. We continue to realize benefits from investments in our FPD integration center at Jaco's Hauppauge, NY facility, which opened in February 2005. In addition to orders for voting machines, we have also secured recent orders for gaming machines, as well as military and medical applications. "Jaco's fiscal 2006 third quarter gross profit margin increased to 12.8% from 11.0% in the corresponding quarter last year, reflecting increased contributions from FPD operations and the lower level of net sales derived from Far East logistics activities. Jaco's gross profit margin is subject to fluctuations, primarily based on the Company's level of sales to global contract manufacturers as a percentage of total sales. Reflecting a change in net sales mix during the first nine months of fiscal 2006, the gross profit margin was 13.4%, compared to 12.1% in the same period of fiscal 2005. "Through a concerted effort by the entire Jaco organization, we are delighted to have returned to profitability. With an ongoing focus on developing and expanding our business, benefits from our investments in the FPD integration center and a streamlined cost structure, we believe that with a stable industry environment, Jaco is well positioned to extend the momentum of the past quarter." About Jaco Electronics Jaco is a leading distributor of electronic components to industrial OEMs and contract manufacturers. Jaco distributes products such as semiconductors, capacitors, resistors, electromechanical devices, flat panel displays (FPD) and power supplies, which are used in the manufacture and assembly of electronic products, including: telecommunications equipment, computers and office equipment, medical devices and instrumentation, industrial equipment and controls, military/aerospace systems and automotive and consumer electronics. Jaco has two distribution centers and 16 strategically located sales offices throughout the United States, and one in Beijing, China. The Company operates an in-house FPD integration center housing its engineering and manufacturing staff and operations. The integration center enhances Jaco's ability to provide customers with unique value-added display solutions and a "one-stop" source for their FPD supply and integration requirements. In addition to customized FPD solutions, Jaco provides a variety of value-added services including automated inventory management services and assembling stock items for customers into pre-packaged kits. "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This press release provides historical information and includes forward-looking statements that are subject to numerous assumptions, risks and uncertainties, including, but not limited to, our dependence on a limited number of distributors for our products, that most of our distributor agreements are cancelable upon short notice, the impact of downturns in our industry and the general economy, the market for our products is very competitive, the impact of disruptions in air or sea transportation and possible future legislative or regulatory changes on our business, volatility in electronic components' pricing may reduce our profit margins, the level of costs or difficulties incurred in connection with integrating the operations of businesses we acquire, the financial strength of our customers and suppliers, and other risks disclosed from time to time in our Securities and Exchange Commission filings. The forward-looking statements in this press release involve assumptions, risks and uncertainties that could cause our actual results or performance, including margins, SG&A expenses as a percentage of revenues and earnings per diluted share, to differ materially from those expressed in the forward-looking statements. We believe that all forward-looking statements made by us have a reasonable basis, but we cannot assure you that management's expectations, beliefs or projections as expressed in the forward-looking statements will actually occur or prove to be correct. As a result, our actual results may differ materially from the information set forth herein. JACO ELECTRONICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (unaudited) ($ in thousands, except share and per share amounts) Three months ended Nine months ended March 31, March 31, ------------------------- ------------------------- 2006 2005 2006 2005 ------------ ------------ ------------ ------------ Net sales $ 60,906 $ 60,537 $ 161,474 $ 172,741 ------------ ------------ ------------ ------------ Gross profit 7,782 6,667 21,564 20,849 Selling, general & administrative expenses 7,062 7,634 20,750 24,620 ------------ ------------ ------------ ------------ Operating profit (loss) 720 (967) 814 (3,771) ------------ ------------ ------------ ------------ Interest expense 622 594 1,740 1,433 Earnings (loss) from continuing operations before income taxes 98 (1,561) (926) (5,204) Income tax provision (benefit)* 14 (468) 6,453* (1,561) ------------ ------------ ------------ ------------ Earnings (loss) from continuing operations 84 (1,093) (7,379) (3,643) Discontinued operations: Loss from discontinued operations, net of income tax benefit of $40 -- -- -- (64) Gain on sale of net assets of subsidiary, net of income tax provision of $519 -- -- -- 831 ------------ ------------ ------------ ------------ Earnings from discontinued operations -- -- -- 767 Net earnings (loss) $ 84 $ (1,093) $ (7,379) $ (2,876) ============ ============ ============ ============ Per share information: Basic and diluted earnings (loss) per common share: Earnings (loss) from continuing operations $ 0.01 $ (0.17) $ (1.18) $ (0.58) Earnings from discontinued operations -- -- -- $ 0.12 ------------ ------------ ------------ ------------ Basic and diluted net earnings (loss) $ 0.01 $ (0.17) $ (1.18) $ (0.46) ============ ============ ============ ============ Weighted average shares: Basic 6,293,115 6,264,954 6,278,705 6,243,575 ============ ============ ============ ============ Diluted 6,387,780 6,264,954 6,278,705 6,243,575 ============ ============ ============ ============ * During the three months ended December 31, 2005, $6,611 was added to Jaco's income tax provision to reduce the carrying value of the Company's deferred tax asset to zero. Summary Balance Sheet Supplemental Financial As of March 31, 2006 Statistics Accounts Receivable (net) $35,074,000 Per Share Price (5/12/06)$3.34 Inventories (net) 36,926,000 Book Value Per Share $5.52 Tangible Book Value Per Share $1.48 Revolving Credit Facility $36,700,000 Accounts Payable and Accrued Expenses 31,646,000 Shareholders' Equity $34,755,000 CONTACT: Jaco Electronics, Inc. Jeffrey D. Gash, 631-273-5500 Chief Financial Officer jgash@jacoelect.com or Jaffoni & Collins Incorporated Joseph N. Jaffoni or Robert L. Rinderman, 212-835-8500 jaco@jcir.com -----END PRIVACY-ENHANCED MESSAGE-----