-----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, AEcamO/JRJ/A0mJbQ2b3KbdpQ/6rEsu8/JCwkmIvMxuC3N90qKlzIE315h1ZSMyy 7c2XpJ+/F6FcH7TLU31SQw== 0000950123-06-001755.txt : 20060214 0000950123-06-001755.hdr.sgml : 20060214 20060214170253 ACCESSION NUMBER: 0000950123-06-001755 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060207 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 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: 06616746 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 y17635e8vk.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) February 7, 2006 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)) Page 1 INFORMATION TO BE INCLUDED IN THE REPORT ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On February 7, 2006, the registrant issued a press release to report results for the six months ended December 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 February 7, 2006. Page 2 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: February 14, 2006 By: /s/ Kevin S. Buchel --------------------------------- Kevin S. Buchel Senior Vice President and Chief Financial Officer Page 3 EX-99.1 2 y17635exv99w1.txt PRESS RELEASE FOR IMMEDIATE RELEASE CONTACT: Richard L. Soloway, CEO Stephen D. Axelrod, CFA Kevin S. Buchel, Senior VP Alisa D. Steinberg (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 alisa@wolfeaxelrod.com NAPCO SECURITY SYSTEMS, INC. REPORTS RECORD-BREAKING SECOND QUARTER SALES AND PROFITS - SECOND QUARTER REVENUES AND NET INCOME HIGHEST IN COMPANY'S HISTORY - - EIGHTH CONSECUTIVE QUARTER OF YEAR-OVER-YEAR GROWTH IN SALES AND EARNINGS - AMITYVILLE, NEW YORK - FEBRUARY 7, 2006 -- 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 record-breaking results for the second quarter ended December 31, 2005. Net sales for the three months ended December 31, 2005 increased 8% to $17.2 million from $16.0 million reported for the same quarter a year earlier. Net income for the quarter increased 70% to $1.5 million, or $0.11 per diluted share, as compared to net income of $872,000, or $0.06 per diluted share, for the same period last year. Net sales for the six months ended December 31, 2005 increased 7% to $31.4 million from $29.5 million for the prior year period. Net income for the six months ended December 31, 2005 increased 66% to $2.3 million or $0.17 per diluted share as compared to $1.4 million or $0.10 per diluted share in the prior year period. Richard Soloway, Chairman and President, stated "We are very pleased with our second quarter and six months performance levels. Both periods reflect record-breaking sales and profits. I am particularly pleased at the overall strength that our business is showing and we are very confident that the foundation we are building for increased growth will continue to pay off for us in the upcoming years." FINANCIAL HIGHLIGHTS SECOND QUARTER o Net Income increases 70% to $1.5 million o EPS increases 83% to $0.11 per diluted share o Operating income increases 56% to $2.3 million o EBITDA* increases 55% to $2.6 million - MORE - Page 4 - MORE - SIX MONTHS o Net Income increases 66% to $2.3 million o EPS increases 70% to $0.17 per diluted share o Operating Income increases 50% to $3.5 million o EBITDA* increases 47% to $4.1 million The year to date success is in large part attributable to several important factors, i.e. our improved distribution network, our many new innovative product introductions and the shift in product mix to commercial, industrial and governmental security product lines. In addition, we are especially optimistic with regard to the recent introductions of our patented second generation, wireless/hardwire code-free alarm systems branded as "Safewatch E-Z" and "Freedom". These key factors are expected to spur organic growth for years to come and help the Company strengthen its position as an innovative technology leader in the security industry. --------------------------------------- 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 $30 billion. For additional information on NAPCO, please visit the Company's web site at www.napcosecurity.com. * For the three months ended December 31, 2005 and 2004, respectively, EBITDA has been calculated by adding depreciation and amortization ($266,000 and $271,000), interest expense ($60,000 and $58,000) and provision for income taxes ($773,000 and $465,000) to net income ($1,483,000 and $872,000). * For the six months ended December 31, 2005 and 2004, respectively, EBITDA has been calculated by adding depreciation and amortization ($520,000 and $563,000), interest expense ($98,000 and $126,000) and provision for income taxes ($1,229,000 and $742,000) to net income ($2,298,000 and $1,385,000). - TABLES TO FOLLOW - Page 5 NAPCO SECURITY SYSTEMS, INC AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE DATA)
Three Months Ended Six Months Ended December 31, December 31, ------------ ------------ 2005 2004 2005 2004 --------- --------- ---------- ---------- Net Sales $ 17,223 $ 16,019 $ 31,403 $ 29,459 Cost of Sales 11,174 11,101 20,229 20,268 --------- --------- ---------- ---------- Gross profit 6,049 4,918 11,174 9,191 Selling, General and Administrative Expenses 3,785 3,468 7,658 6,840 --------- --------- ---------- ---------- Operating income 2,264 1,450 3,516 2,351 --------- --------- ---------- ---------- Interest Expense, net 60 58 98 126 Other Expenses, net 2 55 6 98 --------- --------- ---------- ---------- Other expenses 62 113 104 224 --------- --------- ---------- ---------- Income before minority interest and provision for income taxes 2,202 1,337 3,412 2,127 Minority interest in net loss of subsidiary, net 54 - 115 - --------- --------- ---------- ---------- Income before provision for income taxes 2,256 1,337 3,527 2,127 Provision for income taxes 773 465 1,229 742 --------- --------- ---------- ---------- Net income $ 1,483 $ 872 $ 2,298 $ 1,385 ========= ========= ========== ========== Net income per share*: Basic $ 0.11 $ 0.07 $ 0.18 $ 0.11 ========= ========= ========== ========== Diluted $ 0.11 $ 0.06 $ 0.17 $ 0.10 ========= ========= ========== ==========
* The 3:2 stock split declared on November 29, 2005 has been retroactively reflected in all 2004 per share data. - MORE - Page 6 NAPCO SECURITY SYSTEMS, INC AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (IN THOUSANDS)
December 31, June 30, ASSETS 2005 2005 ----------- -------- (unaudited) Current Assets: Cash and cash equivalents $ 822 $ 1,178 Accounts receivable, less allowance for doubtful accounts 21,284 21,899 Inventories, net 21,048 16,242 Prepaid expenses and other current assets 815 799 Deferred income taxes 1,533 1,356 --------- -------- Total current assets 45,502 41,474 Property, Plant and Equipment, net 9,026 8,533 Goodwill 9,686 9,686 Other assets 149 214 --------- -------- $ 64,363 $ 59,907 ========= ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $ 6,160 $ 5,249 Accrued expenses 957 1,156 Accrued salaries and wages 2,019 2,518 Accrued income taxes 1,039 1,534 --------- -------- Total current liabilities 10,175 10,457 Long-term debt 3,700 1,950 Accrued income taxes 2,243 2,243 Deferred income taxes 1,666 1,579 --------- -------- Total liabilities 17,784 16,229 Total stockholders' equity 46,579 43,678 --------- -------- $ 64,363 $ 59,907 ========= ========
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