-----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, CjNjuCd1Iw934eMv8wHQUMoE+xl8yC50sr1xqoYyEXxjg9xU9JA1fCKAhGKEu9CG FXZW3utr3sGiniMeAJ74lA== 0000716314-03-000004.txt : 20030610 0000716314-03-000004.hdr.sgml : 20030610 20030610163418 ACCESSION NUMBER: 0000716314-03-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030331 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030610 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRAHAM CORP CENTRAL INDEX KEY: 0000716314 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 161194720 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08462 FILM NUMBER: 03739313 BUSINESS ADDRESS: STREET 1: 20 FLORENCE AVE STREET 2: POST OFFICE BOX 719 CITY: BATAVIA STATE: NY ZIP: 14020 BUSINESS PHONE: 7163432216 MAIL ADDRESS: STREET 1: 20 FLORENCE AVENUE STREET 2: POST OFFICE BOX 719 CITY: BATAVIA STATE: NY ZIP: 14021-0719 8-K 1 fm8k403.txt FORM 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): June 5, 2003 GRAHAM CORPORATION (exact name of registrant as specified in Charter) Delaware 1-8462 16-1194720 - -------- ------ ---------- (State or other jurisdiction (Commission File (IRS Employer of Incorporation) Number) Identification Number) 20 Florence Avenue, Batavia, New York 14020 ------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (585) 343-2216 -------------- N/A (Former name or former address, if changed since last report) Item 7. Exhibits -------- 99.1 Press Release issued June 5, 2003 announcing earnings of Graham Corporation for the fiscal year and the quarter ended March 31, 2003. Item 9. Regulation FD Disclosure ------------------------ The information furnished under this "Item 9. Regulation FD Disclosure" is intended to be furnished under "Item 12. Results of Operations and Financial Condition" pursuant to SEC Release 33-8216. On June 5, 2003, Graham Corporation issued a press release announcing results of operations for the fiscal year and quarter ended March 31, 2003. A copy is attached hereto as Exhibit 99.1. 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 thereunto duly authorized. GRAHAM CORPORATION (Registrant) Date: June 10, 2003 By /s/ J. Ronald Hansen --------------------- J. Ronald Hansen Vice President - Finance & Administration and Chief Financial Officer Exhibit Index Exhibit Number Document Description 99.1 Press Release dated June 5, 2003 EX-99 4 ex8k40399-1.txt EXHIBIT 99 - PRESS RELEASE June 5, 2003 Businesswire 1185 Avenue of the Americas, 3rd Floor New York, NY 10036 FROM: William A. Smith, Jr. ACCOUNT: Graham Corporation Smith Law Office 20 Florence Avenue 21 Callingham Road Batavia, NY 14020 P.O. Box 841 Pittsford, NY 14534 ATT: Carole M. Anderson Please distribute the following press release on your National wire. Please send us by fax (585-343-1177) copies of Dow Jones, Reuters, and any other wire service reports of this release when you receive them. QUOTE FOR GRAHAM CORPORATION Company Contact: J. Ronald Hansen Batavia, New York 14020 - Phone (585) 343-2216 PRESS RELEASE FOR IMMEDIATE RELEASE: June 5, 2003 GRAHAM CORPORATION ANNOUNCES RESULTS FOR FISCAL YEAR AND FOURTH QUARTER ENDED MARCH 31, 2003 Batavia, N.Y. (June 5, 2003) -- Graham Corporation (GHM:ASE) today reported results for the fiscal year and fourth quarter ended March 31, 2003. Sales for the fiscal year ended March 31, 2003 were $49,378,000. Net income for the year was $133,000 or diluted earnings per share of $.08. Sales for the fourth quarter of the fiscal year were $14,070,000. Net income for the fourth quarter was $1,120,000 or diluted earnings per share of $.67. Two significant transactions affected the fourth quarter. The Company had reserved capacity in previous quarters for a large electrical power condenser that was placed on hold. During the fourth quarter this order was formally cancelled, which resulted in a before income tax gain of $1,801,000. Also, the Company recorded a provision for employee severance expense of $658,000. By comparison, sales for the previous fiscal year were $47,396,000 producing a net income of $2,305,000, or diluted earnings per share of $1.38. Sales for the fourth quarter of the previous fiscal year were $11,923,000 producing net income of $2,211,000 or diluted earnings per share of $1.32. Four electric power condenser orders were cancelled in the fourth quarter. The effect on income before tax of these terminated orders was $3,989,000. New orders for the fiscal year ended March 31, 2003 were $40,596,000 compared to $54,464,000 for the previous full fiscal year. New orders for the fourth quarter of the fiscal year ended March 31, 2003 were $12,372,000, the highest level of quarterly bookings for the year. This compares to $16,764,000 for the fourth quarter of the previous fiscal year and to $8,790,000 for the third quarter of the fiscal year ended March 31, 2003. Consolidated backlog on March 31, 2003 was $25,069,000 compared to $33,871,000 on March 31, 2002. Al Cadena, President and Chief Executive Officer of Graham, commented, "Graham's markets continue to be extremely competitive. However, we see new opportunities coming from overseas markets such as China. We have re- sized the Company to bring its cost structure into line with anticipated conditions. The Company remains in a very strong financial position, enabling it to take advantage of such opportunities as we may identify for expanding the product base. We will continue executing our strategies for developing new products to increase the breadth of our vacuum product line. This is one of our important investments in the Company's future." Graham designs and builds vacuum and heat transfer equipment for process industries throughout the world. It is a worldwide leader in vacuum technology. The principal markets for Graham's equipment are the chemical, petrochemical, petroleum refining and electric power generating industries, including cogeneration and geothermal plants. Other markets served include metal refining, pulp and paper, shipbuilding, water heating, refrigeration, desalination, food processing, drugs, heating, ventilating and air conditioning. Graham's ejectors, liquid ring and dry vacuum pumps, condensers, heat exchangers and other products, sold either as components or as complete systems, are used by its customers to produce synthetic fibers, chemicals, petroleum products (including gasoline), electric power, processed food (including canned, frozen and dairy products), pharmaceutical products, paper, steel, fertilizers and numerous other products used everyday by people throughout the world. This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are subject to certain risks, uncertainties and assumptions. These risks and uncertainties, which are more fully described in Graham's Annual and Quarterly Reports filed with the Securities and Exchange Commission, include changes in market conditions in the industries in which the Company operates. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may vary in material aspects from those currently anticipated. GRAHAM CORPORATION SUMMARY OF CONSOLIDATED SALES AND EARNINGS
Three Months Ended Twelve Months Ended (Unaudited) (Audited) March 31, March 31, March 31, March 31, 2003 2002 2003 2002 --------- --------- --------- --------- Net Sales $14,070,000 $11,923,000 $49,378,000 $47,396,000 Costs and Expenses 13,531,000 12,555,000 50,329,000 47,908,000 Other Income (1,143,000) (3,989,000) (1,143,000) (3,989,000) Income Before Income Taxes 1,682,000 3,357,000 192,000 3,477,000 Provision for Income Taxes 562,000 1,146,000 59,000 1,172,000 Net Income 1,120,000 2,211,000 133,000 2,305,000 Per Share Data Net Income - Basic $0.67 $1.33 $0.08 $1.40 Diluted 0.67 1.32 0.08 1.38
GRAHAM CORPORATION CONDENSED CONSOLIDATED BALANCE SHEET (AUDITED)
March 31, March 31, 2003 2002 --------- --------- ASSETS Cash and cash equivalents $ 217,000 $ 2,901,000 Investments 6,446,000 2,496,000 Accounts Receivable 7,295,000 17,053,000 Inventories 10,341,000 8,342,000 Prepaid Expenses and Other Current Assets 2,472,000 1,595,000 ----------- ----------- Total Current Assets 26,771,000 32,387,000 Property, Plant & Equipment - Net 9,808,000 9,726,000 Other Assets 1,701,000 1,591,000 ----------- ----------- Total $38,280,000 $43,704,000 =========== =========== LIABILITIES & SHAREHOLDERS' EQUITY Short-Term Debt & Current Portion of Long-Term Debt $ 1,604,000 $ 1,135,000 Accounts Payable 4,629,000 4,333,000 Other Current Liabilities 7,759,000 13,107,000 ----------- ----------- Total Current Liabilities 13,992,000 18,575,000 Long-Term Debt 127,000 150,000 Deferred Liabilities 5,368,000 5,343,000 Shareholders' Equity 18,793,000 19,636,000 ----------- ----------- Total $38,280,000 $43,704,000 =========== ===========
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