-----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, Mo2nVqaUzmOAyf7vYGf6ZGYGsVerWQ/480j39PloiixX90xznev+q99OJTy256di 3FTdk7qvxYODjGJH7blb6g== 0000950123-05-006139.txt : 20050511 0000950123-05-006139.hdr.sgml : 20050511 20050511163445 ACCESSION NUMBER: 0000950123-05-006139 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050509 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050511 DATE AS OF CHANGE: 20050511 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: 05821167 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 y09037e8vk.txt 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 9, 2005 NAPCO SECURITY SYSTEMS, INC. (Exact name of registrant as specified in charter) Delaware 0-10004 11-2277818 - --------------- ------------ ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation)
333 Bayview Avenue, Amityville, New York 11701 (Address of principal executive offices) Registrant's telephone number, including area code (631) 842-9400 Check the appropriate box below if the Form 8-K filing is intended to satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) INFORMATION TO BE INCLUDED IN THE REPORT ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 9, 2005, the registrant issued a press release to report results for the quarter and nine months ended March 31, 2005. This press release is furnished as Exhibit 99.1. The information in this Current Report on Form 8-K, including the exhibits attached hereto, is furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: 99.1 Press Release issued by Napco Security Systems, Inc. dated May 9, 2005. 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 thereunder duly authorized. NAPCO SECURITY SYSTEMS, INC. ------------------------------------ (Registrant) Date: May 9, 2005 By: /s/ Kevin S. Buchel --------------------------------- Kevin S. Buchel Senior Vice President and Chief Financial Officer EX-99.1 2 y09037exv99w1.txt PRESS RELEASE "Exhibit 99.1" FOR IMMEDIATE RELEASE CONTACT: Richard L. 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. REPORTS RECORD 3RD FISCAL QUARTER SALES AND STRONG PROFITS - QUARTER PROFITS INCREASE 38%, 9 MONTHS PROFITS UP 103% - - CONTINUATION OF POSITIVE TRENDS ANTICIPATED IN 4TH QUARTER - AMITYVILLE, NEW YORK - MAY, 9, 2005 -- NAPCO SECURITY SYSTEMS, INC. (NASDAQ: NSSC) one of the world's leading suppliers of high performance electronic security equipment for over 30 years, announced today financial results for its third quarter and nine months ended March 31, 2005. Net sales for the third quarter ended March 31, 2005 increased 7% to $15,743,000 from $14,742,000 reported for the same quarter a year earlier. Net income for the quarter increased 38% to $1,013,000, or $0.11 per diluted share compared to net income of $734,000, or $0.09 per diluted share, reported for the same year ago period. The increase in sales for the third quarter was across all product lines which are intrusion and fire alarms, locking devices and access control systems. Net sales for the nine months ended March 31, 2005 increased 15% to $45,202,000, from $39,206,000 reported for the nine months ended March 31, 2004. Net income for the first nine months of fiscal 2005 increased 103% to $2,398,000, or $0.27 per diluted share, compared to net income of $1,180,000, or $0.15 per diluted share, for the same period a year earlier. Richard Soloway, Chairman and President, stated, "I am very pleased with the performance of fiscal 2005 to date and the prospects for the full fiscal year as we enter the 4th quarter, traditionally NAPCO's strongest. The continued success and robust acceptance of NAPCO's diversified lines of advanced security product solutions as well as the vitality of the security industry has led to our strong performance." Mr. Soloway continued, "At the recently held International Security Conference in Las Vegas, our new products were enthusiastically received. We believe that the sales generated from these exciting products should continuously build up revenues and profits for our Company for years to come. Furthermore, we will continue to reinvest between 7 and 8 percent of our annual revenues on new product development." MORE - As the fourth quarter of our fiscal year is historically our strongest, we can anticipate with a great degree of confidence reporting significant sales over the remainder of the fiscal year. Because our bottom line is sensitive to increased sales volume as a result of more rapid overhead absorption, it can also be expected as in past years, that strong sales in the fourth quarter should have a positive impact on net income and per share results. We look forward to reporting another very successful year," Mr. Soloway concluded. As of March 31, 2005, NAPCO's current ratio was 4.6-to-1 and working capital stood at $28.6 million. Bank debt was down to $2.9 million as compared to $12.1 million a year ago. * Earnings before interest, taxes, depreciation and amortization (EBITDA) for the nine months ending March 31, 2005 has similarly improved, increasing 57% to $4.7 million from $3.0 million a year earlier. ---------------------------------- NAPCO SECURITY SYSTEMS, INC. is one of the world's leading manufacturers of technologically advanced electronic security equipment including intrusion and fire alarm systems, access control systems 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 security control panels and sensors, locking devices and access control products. 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 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. * For the nine months ended March 31, 2005 and 2004, respectively, EBITDA has been calculated by adding depreciation and amortization ($844,000 and $854,000), interest expense ($176,000 and $331,000) and provision for income taxes ($1,280,000 and $635,000) to net income ($2,398,000 and $1,180,000). - 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, 2005 2004 2005 2004 ---- ---- ---- ---- Net Sales $ 15,743 $ 14,742 $ 45,202 $ 39,206 Cost of Sales 10,647 10,120 30,915 27,049 ---------- ---------- ---------- ---------- Gross profit 5,096 4,622 14,287 12,157 Selling, General and Administrative Expenses 3,423 3,363 10,263 9,945 ---------- ---------- ---------- ---------- Operating income 1,673 1,259 4,024 2,212 ---------- ---------- ---------- ---------- Interest Expense, net 50 101 176 331 Other expenses, net 72 30 170 66 ---------- ---------- ---------- ---------- Other expenses 122 131 346 397 ---------- ---------- ---------- ---------- Income before provision for income taxes 1,551 1,128 3,678 1,815 Provision for income taxes 538 394 1,280 635 ---------- ---------- ---------- ---------- Net income $ 1,013 $ 734 $ 2,398 $ 1,180 ========== ========== ========== ========== Net income per share:* Basic $ 0.12 $ 0.09 $ 0.28 $ 0.15 ========== ========== ========== ========== Diluted $ 0.11 $ 0.09 $ 0.27 $ 0.15 ========== ========== ========== ========== Weighted average number of shares outstanding * Basic 8,577,126 8,048,102 8,536,390 7,866,338 ========== ========== ========== ========== Diluted 9,055,540 8,337,089 8,975,625 8,126,422 ========== ========== ========== ==========
* The 20% stock dividend declared on November 8, 2004 has been retroactively reflected in all 2004 share and per share data. - MORE- NAPCO SECURITY SYSTEMS, INC AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE DATA)
March 31, June 30, ASSETS 2005 2004 ---- ---- Current Assets: (unaudited) Cash $ 1,153 $ 796 Accounts receivable, less allowance for doubtful accounts 17,587 19,927 Inventories, net 15,232 14,594 Prepaid expenses and other current assets 841 760 Deferred income taxes 1,763 1,763 ------- ------- Total current assets 36,576 37,840 Property, plant and equipment, net 8,722 8,987 Goodwill 9,686 9,686 Other assets 170 159 ------- ------- $55,154 $56,672 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt -- $ 1,900 Accounts payable 4,597 3,789 Accrued expenses 937 963 Accrued salaries and wages 1,894 1,911 Accrued income taxes 498 285 ------- ------- Total current liabilities 7,926 8,848 Long-term debt 2,913 6,400 Accrued income taxes 2,520 2,243 Deferred income taxes 1,277 1,277 ------- ------- Total liabilities 14,636 18,768 ------- ------- Stockholders' Equity* Common stock, par value $.01 per share; 21,000,000 shares authorized, 8,635,430 and 8,503,670 shares issued and outstanding, respectively 86 85 Additional paid-in capital 11,596 11,381 Retained earnings 28,836 26,438 ------- ------- Total stockholders' equity 40,518 37,904 ------- ------- $55,154 $56,672 ======= =======
* The 20% stock dividend declared on November 8, 2004, has been retroactively reflected in Stockholders' Equity. -----END PRIVACY-ENHANCED MESSAGE-----