-----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, CA6cUWFc1SbcbI9G9a5Mpr6nikJaNZAIGDW5ZcnNXd8AExvA99EQ0pjpOX3Hrdbm OJz6gUhyRTR/t5vsqzbaLw== 0000950123-04-003956.txt : 20040330 0000950123-04-003956.hdr.sgml : 20040330 20040330092155 ACCESSION NUMBER: 0000950123-04-003956 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040329 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040330 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: 04698194 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 y95675e8vk.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): March 29, 2004 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. of incorporation File Number) Employer 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. On March 29, 2004 the Board of Directors of Napco Security Systems, Inc. approved a 2-for-one split of its common stock, $.01 par value to be paid in the form of a 100% stock dividend to shareholders of record on April 13, 2004. The Registrant intends to deliver the shares on April 27, 2004. Attached as Exhibit 99.1 hereto is a copy of a press release dated March 30, 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 March 30, 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: March 30, 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 March 30, 2004 EX-99.1 3 y95675exv99w1.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Richard Soloway, CEO Stephen D. Axelrod, CFA Kevin S. Buchel, Senior VP Andria Arena (Media) NAPCO Security Systems, Inc. Wolfe Axelrod Weinberger Assoc. LLC (631) 842-9400 ext. 120 (212) 370-4500; (212) 370-4505 fax steve@wolfeaxelrod.com NAPCO SECURITY SYSTEMS, INC. ANNOUNCES 2-FOR-1 STOCK SPLIT AMITYVILLE, NEW YORK - MARCH 30, 2004 -- NAPCO Security Systems, Inc. (Nasdaq: NSSC) one of the world's leading suppliers of high performance electronic security equipment for over 30 years, announced that its Board of Directors has declared a 2-for-1 stock split to be paid in the form of a 100% stock dividend. The stock split will be payable April 27, 2004 to all NAPCO shareholders of record as of April 13, 2004. As a result of the stock split, shareholders will receive one additional share of common stock for every one share held on the record date. Upon completion of the split, the total number of shares of common stock outstanding will increase from approximately 3,454,216 to approximately 6,908,432. Richard Soloway, Chairman, President and Chief Executive Officer of NAPCO, stated, "The Board believes that the 2-for-1 stock split will improve trading liquidity and broaden ownership of the company's common shares." Mr. Soloway added, "In addition to the news of the stock split, we are excited about the many new, innovative security products that we will be introducing at the upcoming annual International Security Conference ("ISC Trade Show") in Las Vegas starting March 30th, one of the largest security shows in the world. Included in this array of new flagship NAPCO product offerings is the STARLINK(TM) telemetry unit that will provide businesses, institutions and residential customers with extremely reliable wireless backup for central station monitoring of security systems over a NAPCO high speed digital network. Our building access control product line, under the Continental Instruments brand, will be introducing several new products as well. Among Continental's new offerings are the TURBO SUPERTERM(TM) access controllers that will now be capable of increasing the potential number of cardholders in an access control system to 200,000 separate ID's, and will also enable faster ID card processing to permit locations with large employee workforces such as Fortune 500 businesses, schools, municipalities and government institutions to conveniently enter and exit the premises en masse at peak periods. In an example of synergy between our divisions, Continental Instruments' engineers have also worked seamlessly with our NAPCO division to allow our CARDACCESS(R) access control systems to fully integrate with its sister company's new and existing GEMINI(TM) alarm systems." "We believe that the aforementioned new products -- and others -- will allow NAPCO to provide its customers with a broader range of product choices and could result in even more value to its shareholders in the future," Mr. Soloway concluded. ----------------------------- 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. -----END PRIVACY-ENHANCED MESSAGE-----