-----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, IJ/hlhwilXWQRuphfi4c9dkIaXWZS/9NaYikA8P67yWnuylkpUCNHkkbd4FqtWgZ VttpRzOXdZlZxhlr6jgTeA== 0000950123-04-000206.txt : 20040109 0000950123-04-000206.hdr.sgml : 20040109 20040109100125 ACCESSION NUMBER: 0000950123-04-000206 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030930 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NAPCO SECURITY SYSTEMS INC CENTRAL INDEX KEY: 0000069633 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 112277818 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10004 FILM NUMBER: 04516744 BUSINESS ADDRESS: STREET 1: 333 BAYVIEW AVE CITY: AMITYVILLE STATE: NY ZIP: 11701 BUSINESS PHONE: 5168429400 MAIL ADDRESS: STREET 1: 333 BAYVIEW AVE STREET 2: XXXXXXXXXXXXXXXXXXX CITY: AMITYVILLE STATE: NY ZIP: 11701 8-K 1 y93078e8vk.txt NAPCO SECURITY SYSTEMS, INC. U.S. 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): September 30, 2003 NAPCO SECURITY SYSTEMS, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-10004 11-2277818 (State of other jurisdiction (Commission (I.R.S. Employer of incorporation File Number) Identification No.) 333 BAYVIEW AVE. AMITYVILLE, NY 11701 (Address of principal executive offices, including Zip Code) Registrant's telephone number, including area code: (631) 842-9400 NOT APPLICABLE (Former name or former address, if changed since last report.) ITEM 5. Other Events and Regulation FD Disclosure. Attached as Exhibit 99.1 is a copy of a press release dated January 9, 2004. Forward Looking Statements This press release contains forward-looking statements that involve numerous risks and uncertainties. Actual results, performance or achievements could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including those set forth in the Company's filings with the Securities and Exchange Commission. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. Not applicable. (b) PRO FORMA FINANCIAL INFORMATION. Not applicable. (c) EXHIBITS. Exhibit 99.1 Press Release of NAPCO SECURITY SYSTEMS, INC. dated January 9, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. Attached as Exhibit 99.1 is a copy of a press release dated January 9, 2004. 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. NAPCO SECURITY SYSTEMS, INC. Date: January 9, 2004 By: /s/ KEVIN S. BUCHEL ------------------------------------------ Kevin S. Buchel Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description Exhibit 99.1 Press Release of Napco Securities Systems, Inc. dated January 9, 2004 EX-99.1 3 y93078exv99w1.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Richard Soloway, President Kevin S. Buchel, Senior VP Stephen D. Axelrod, CFA NAPCO SECURITY SYSTEMS, INC. WOLFE AXELROD WEINBERGER ASSOC. LLC (631) 842-9400 ext. 120 (212) 370-4500; (212) 370-4505 fax e-mail: steve@wolfeaxelrod.com NAPCO SECURITY SYSTEMS, INC. ANNOUNCES FIRST QUARTER FINANCIAL RESULTS, SALES FOR THE SECOND QUARTER AND IS GRANTED FURTHER EXTENSION BY NASDAQ AMITYVILLE, NEW YORK - JANUARY 9, 2004 -- NAPCO SECURITY SYSTEMS, INC., (NASDAQ: NSSCE), one of the world's leading suppliers of high performance electronic security equipment for over 30 years, today announced preliminary financial results for its first quarter ended September 30, 2003 and sales for the second quarter ended December 31, 2003. Net sales for the first quarter ended September 30, 2003 decreased 16% to $9.8 million from $11.7 million reported for the same quarter a year earlier. The net loss for the quarter was $(269,000), or $(0.08) per share, compared to a net loss of $(183,000), or $(0.05) per share, as restated, for the same year ago period. Net sales for the second quarter ended December 31, 2003 increased 7% to $14.8 million as compared to $13.9 million for the same quarter a year earlier. Net sales for the six months ended December 31, 2003, decreased 4% to $24.6 million from $25.6 million reported for the same year ago period. Richard Soloway, Chairman and President, noted, "Historically, the first quarter of our fiscal year generates the lowest sales and net income of the year and each subsequent quarter shows progressively more significant gains. This pattern was exacerbated during the first quarter, as the Company experienced lower burglar alarm sales principally as a result of a major burglar alarm distributor's introduction of its company-wide inventory reduction program, which reduced its purchasing levels. However, NAPCO experienced record second quarter sales, due to significant increases in sales from both its Alarm Lock locking device and Continental access control sales groups, both of which are sold through other sales and distribution channels. During the second quarter, NAPCO began the process of realigning its burglar alarm products distribution network which culminated in the termination of the aforementioned major burglar alarm distributor. NAPCO reallocated its burglar alarm products business across its extensive national network of independent distributors." "We expect that this new NAPCO burglar alarm products distribution structure will generate increased sales and provide more impactful distribution, because NAPCO burglar alarm dealer brand loyalty and appreciation for our quality products is stronger than ever. As previously reported and reiterated here, despite the results of the first quarter, and on the momentum of the very positive sales of the second quarter, we remain cautiously optimistic that fiscal 2004 could result in increased sales and earnings over 2003," Soloway concluded. - MORE - The Company also announced that it had received an extension from NASDAQ until February 10, 2004 to file its Form 10K for the year ending June 30, 2003, and until February 15, 2004 to file its Form 10Q for the quarter ending September 30, 2003. The Company is confident that it will be able to meet such deadlines, and as a result, its securities will continue to be listed on the NASDAQ national market. ------------------------ NAPCO SECURITY SYSTEMS, INC. is one of the world's leading manufacturers of technologically advanced electronic security equipment including burglary and fire alarm systems, access control products and electronic locking devices. The Company's products, including those of Alarm Lock and Continental Instruments, feature some of the most popular and best-selling control panels, sensors, locking devices and access control systems. They are used in residential, commercial, institutional and industrial applications. NAPCO security products have earned a reputation for technical excellence, reliability and innovation, poising the Company for revenue growth in the rapidly expanding electronic security market; a market whose current size exceeds $25 billion. For additional information on NAPCO, please visit the Company's web site at www.napcosecurity.com This press release contains forward-looking statements that involve numerous risks and uncertainties. Actual results, performance or achievements could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including those set forth in the Company's filings with the Securities and Exchange Commission. - TABLES TO FOLLOW - NAPCO SECURITY SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME ** (unaudited) (in thousands, except per share data)
Three Months Ended September 30, --------------------------- 2003 2002 * ----------- ----------- Net sales $ 9,799 $ 11,725 Cost of sales 6,813 8,677 ----------- ----------- Gross profit 2,986 3,048 Selling, general and administrative expenses 3,277 3,281 ----------- ----------- Operating loss (291) (233) ----------- ----------- Interest expense, net 128 249 Other expense (income), net 12 (200) ----------- ----------- 140 49 ----------- ----------- Loss before benefit for income taxes (431) (282) Benefit for income taxes (162) (99) ----------- ----------- Net loss $ (269) $ (183) =========== =========== Net loss per share: Basic $ (0.08) $ (0.05) =========== =========== Diluted $ (0.08) $ (0.05) =========== =========== Weighted average number of shares outstanding: Basic 3,185,306 3,393,796 =========== =========== Diluted 3,185,306 3,393,796 =========== ===========
* reflects the restatement due to an adjustment of the income tax provision/benefit from the previously issued financial statements. ** Not yet reviewed by the Company's auditors. ### -----END PRIVACY-ENHANCED MESSAGE-----