-----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, LAx+Xmhve7n4Sh70gQqb6zEHWsFD0MadRhbLfKPFzF+jQfWALoAEZZCCECotCAH3 AoTzVV5pqP8JGKQlU2CUPQ== 0000950123-04-005875.txt : 20040506 0000950123-04-005875.hdr.sgml : 20040506 20040506160443 ACCESSION NUMBER: 0000950123-04-005875 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040506 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040506 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: 04785300 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 y97141e8vk.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): May 6, 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. Attached as Exhibit 99.1 hereto is a copy of a press release dated May 6, 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 May 6, 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: May 6, 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 May 6, 2004 EX-99.1 2 y97141exv99w1.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: Richard Soloway, President 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. REPORTS RECORD THIRD QUARTER AND NINE MONTHS REVENUE - - Third Quarter Sales Rise 10% and Earnings Increase $870,000 Over Prior Year AMITYVILLE, NEW YORK - MAY 6, 2004 -- NAPCO Security Systems, Inc., (Nasdaq: NSSC), one of the world's leading suppliers of high performance electronic security equipment for over 30 years, today announced financial results for its third quarter and nine months ended March 31, 2004. All share related items have been adjusted to reflect the previously announced 2-for-1 stock split which was effective as of April 27, 2004. Net sales for the third quarter ended March 31, 2004 were a record $14,742,000, an increase of 10% from $13,406,000 reported for the same quarter a year earlier. The net income for the quarter was $734,000, or $0.11 per fully diluted share, compared to a net loss of ($136,000), or $(0.02) per fully diluted share, as restated, for the same year ago period. Net sales for the nine months ended March 31, 2004 increased 1% to a record $39,206,000 from $38,990,000 reported for the nine months ended March 31, 2003. The net income for the first nine months of fiscal 2004 was $1,180,000, or $0.17 per fully diluted share, compared to a net loss of ($174,000), or ($0.03) per fully diluted share, as restated, for the same period a year earlier. Richard Soloway, Chairman and President stated, "The record third quarter and nine months revenue results this year reflect the increasing market acceptance of NAPCO's diversified lines of advanced security product solutions, as well as the vitality of the security business in today's global climate. As the last major independent manufacturer in the industry, selling through our realigned, nationwide independent distribution channel, we have experienced strength across all of our product sectors and markets. Our higher-margin items, including access control products in particular, produced by Alarm Lock and Continental Instruments, are showing strong growth." - More - Soloway added, "Several economic factors are favorably impacting our results. Housing has been strong throughout the year and is expected to continue to be a significant driver of economic growth over the near to intermediate term. With the heightened awareness "security" occupies in the public's mind, perpetuated by daily news media, residential security is now standard, as opposed to an option in new home construction. Similarly, Homeland Defense continues to be a rising economic force as governments, both state and local, continue to secure funding and devote record spending to security projects. New regulations have seen businesses large and small following suit, stepping up their security requirements. And, these factors all cumulatively combine to increase demand for all Napco security product segments, from burglary and fire alarm systems, to electronic locks and exit alarms, to computerized integrated access control, video and ID systems." "The development of the new security technologies that protect people and property globally has long been a key Napco strength and a factor in the success and strength of the popular NAPCO, Alarm Lock and Continental security brands. Creating innovative products is the lifeblood of a high-tech enterprise and to sustain this effort, we have consistently reinvested 7% to 8% of revenues on R&D annually. As a result, many new products are launched each year such as those recently introduced at the March 2004 International Security Conference ("ISC Trade Show") in Las Vegas, one of the largest security shows in the world. Undoubtedly, NAPCO's emphasis on R&D has been a significant factor in maintaining the company's leadership market position in advanced security products and systems." As of March 31, 2004, NAPCO's balance sheet was strong. Working capital was $27.6 million and the current ratio was 4.4-to-1. The book value, revised for the recent 2-for-1 stock split, was $5.10 per share. Long term debt has been reduced to $10.2 million compared to $16.1 million at the end of last year's third quarter, a decline of $5.9 million. Lower debt and lower rates have reduced the interest expense burden significantly. Inventory is approximately $16.5 million compared to $19.2 million at the end of last year's third quarter. Mr. Soloway concluded, "NAPCO's performance in the third quarter was highly satisfying and we anticipate that our final quarter, historically the best quarter of our fiscal year, will continue to show the impact of increased volume to our bottom line. In summary, we are prepared for significant growth and very optimistic about our future." _________________________________ 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, industrial and governmental 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 more information on NAPCO and its subsidiaries, 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 OPERATIONS (unaudited) (in thousands, except share and per share data)
Three Months Ended Nine Months Ended March 31, March 31, 2004 2003* 2004 2003* ---- ---- ---- ---- (restated) (restated) Net Sales $ 14,742 $ 13,406 $ 39,206 $ 38,990 Cost of Sales 10,120 9,910 27,049 28,877 ------ ----- ------ ------ Gross profit 4,622 3,496 12,157 10,113 Selling, General and Administrative Expenses 3,363 3,487 9,945 9,913 ------ ----- ------ ------ Operating income 1,259 9 2,212 200 ------ ----- ------ ------ Interest Expense, net 101 141 331 577 Other (Income)Expense, net 30 69 66 (118) ------ ----- ------ ------ 131 210 397 459 ------ ----- ------ ------ Income (loss) before provision (benefit) for income taxes 1,128 (201) 1,815 (259) Provision (benefit) for income taxes 394 (65) 635 (85) ------ ----- ------ ------ Net income (loss) $ 734 $ (136) $ 1,180 $ (174) ======== ======== ========= ========= Net income (loss) per share: Basic $ 0.11 $ (0.02) $ 0.18 $ (0.03) ======== ======== ========= ========= Diluted $ 0.11 $ (0.02) $ 0.17 $ (0.03) ======== ======== ========= ========= Weighted average number of shares outstanding Basic 6,706,752 6,607,392 6,555,282 6,697,492 ========= ========= ========= ========= Diluted 6,947,574 6,607,392 6,772,018 6,697,492 ========= ========= ========= =========
* Please refer to the March 31, 2004 SEC Form 10-Q filing for information on the restated 2003 results. - More - NAPCO SECURITY SYSTEMS, INC AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (in thousands, except share data)
March 31, June 30, ASSETS 2004 2003* ---- ---- (restated) Current Assets: Cash $ 1,488 $ 1,794 Accounts receivable, less reserve for doubtful accounts: March 31, 2004 $305 June 30, 2003 $215 15,905 17,425 Inventories, net 16,464 16,922 Prepaid expenses and other current assets 623 525 Deferred income taxes 1,253 1,253 ------ ------ Total current assets 35,733 37,919 Property, Plant and Equipment, net 9,086 9,466 Goodwill 9,686 9,686 Other assets 169 278 ------ ------ $54,674 $57,349 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 1,900 $ 1,900 Accounts payable 3,027 3,374 Accrued expenses 805 1,812 Accrued salaries and wages 1,496 1,501 Accrued income taxes 924 489 ------ ------ Total current liabilities 8,152 9,076 Long-term debt 10,175 14,100 Deferred income taxes 816 816 ------ ------ Total liabilities 19,143 23,992 ------ ------ Shareholders' Equity: Common stock, par value $.01 per share; 21,000,000 shares authorized, 6,960,632 and 6,397,392 shares issued, respectively; 6,960,632 and 6,397,392 shares outstanding, respectively 70 68 Retained earnings 35,461 33,289 ------ ------ Total stockholders' equity 35,531 33,357 ------ ------ $54,674 $57,349 ======= =======
* Please refer to the March 31, 2004 SEC Form 10-Q filing for information on the restated 2003 results. ### -----END PRIVACY-ENHANCED MESSAGE-----