-----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, P7skUbZAq5OHYBT+TbF3ICjaUXzfBsYBCk1UYym9lS5hjuYs4RvRtqzAOaFlaqYn bLssnBw14Ru9gU1lhv/KLg== 0000932214-03-000095.txt : 20030702 0000932214-03-000095.hdr.sgml : 20030702 20030702094241 ACCESSION NUMBER: 0000932214-03-000095 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030531 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NU HORIZONS ELECTRONICS CORP CENTRAL INDEX KEY: 0000718074 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 112621097 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08798 FILM NUMBER: 03769625 BUSINESS ADDRESS: STREET 1: 70 MAXESS RD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 5163965000 MAIL ADDRESS: STREET 1: 70 MAXESS ROAD STREET 2: 6000 NEW HORIZONS BLVD CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 pressrelease8-kjuly2003.txt INITIAL FILING - CURRENT REPORT 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: July 2, 2003 (Date of earliest event reported) Nu Horizons Electronics Corp - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 001-08798 11-2621097 - ------------------------------------------------------------------------------ (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) 70 Maxess Road, Melville, New York 11747 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (631) 396-5000 - ------------------------------------------------------------------------------ (Registrant's telephone number including area code) N/A - ------------------------------------------------------------------------------ (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits. Exhibits - -------- 99.1 Press release dated July 2, 2003, issued by Nu Horizons Electronics Corp. ("Registrant"). Item. 9. Regulation FD Disclosure The following information is furnished pursuant to Item 9, "Regulation FD Disclosure" and Item 12, "Results of Operations and Financial Condition." On July 2, 2003, the Registrant issued a press release announcing the Registrant's financial results for the first quarter ended May 31, 2003. A copy of the Registrant's press release is attached hereto as Exhibit 99.1. The information in this Form 8-K is being furnished under Item 9 and Item 12 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. -2- SIGNATURE --------- 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. Nu Horizons Electronics Corp. By: /s/Paul Durando -------------------------- Paul Durando Vice President-Finance Date: July 2, 2003 -3- EX-99.1 3 julypressrelease8-kexh.txt PRESS RELEASE Nu Horizons Electronics Corp. 70 Maxess Road Melville, NY 11747 631-396-5000 Fax: 631-396-5060 - -------------------------------------------------------------------------------- Company Contact: Paul Durando, VP Finance Nu Horizons Electronics Corp. 631-396-5000 NU HORIZONS REPORTS SALES AND EARNINGS RESULTS FOR THE FIRST QUARTER FISCAL 2004 MELVILLE, NY, July 2, 2003 --- Nu Horizons Electronics Corp. (Nasdaq/NM: NUHC), a leading distributor of active and passive components, today announced its financial results for the first quarter of fiscal 2004, reflecting the period ended May 31, 2003. Net sales for the quarter decreased to $72.8 million as compared to $75.0 million for the prior year's fiscal period. Net loss for the first quarter was $831,000 or $0.05 per share on 16,675,040 average basic shares outstanding as compared to net income of $7,705, or $0.00 per share on 16,636,447 average basic shares outstanding ($0.00 per share on 17,482,949 diluted shares) in the corresponding year ago period. Arthur Nadata, president and chief executive officer of Nu Horizons, said, "While sales were down for the period year over year we were encouraged by the sequential improvement in our sales volume by 3% and gross margin percentage by 7% which resulted in a substantial reduction in our net loss from the immediate prior period. Our operating overhead for the period increased sequentially, as well as year over year as we continue to invest in our infrastructure both domestically and in Asia with a heavy emphasis on "design in" proprietary products and continue to increase market share within our major product lines in both marketplaces. Yesterday we announced a partnership agreement with Linear Technology Corporation to distribute their products throughout North America. We look forward to a profitable relationship with Linear, and are extremely excited to partner with one of the leading high-performance analog solution providers within the industry. Linear's broad line of products compliments our strong product offering providing more complete system solutions for our customers." NUHC Reports First Quarter Fiscal 2003 Results Page 2 Financial Highlights (Unaudited) Sequential quarter to quarter growth was driven by market share growth; particularly in our Demand Creation Design Win efforts. The component marketplace remains sluggish with near term visibility remaining unclear which we believe will continue for the balance of 2003 and the early part of 2004. Our strategy is to continue to gain market share in our franchised product lines domestically and to continue our special focus on the Asian marketplace. These efforts should allow us to achieve sales growth in this challenging environment," concluded Nadata. A conference call to further discuss earnings will be held today at 4:15 PM EDT. This call can be accessed by dialing 1(800) 915-4836, (international, dial 1-973-317-5319) and refer to the Nu Horizons call. A webcast of the call will also be available online (both live and after the call beginning at 7:00 PM EDT) at WWW.NUHORIZONS.COM. A transcript of the webcast will remain available on the website for a period of twelve months after the call. In connection with the conference call, Nu Horizons has posted on its website certain information regarding its first quarter results. About Nu Horizons Nu Horizons is a national distributor of high technology electronic components, which provide innovative, total semiconductor solutions through products and technologies that are faster, smaller and lower powered. Nu Horizons was established in 1982 and currently has 30 branch offices located in the U.S., Asia and Europe. For more information, visit the Nu Horizons' home page at HTTP://WWW.NUHORIZONS.COM. Except for historical information contained herein, the matters set forth in this news release are forward looking statements that involve certain risks and uncertainties that could cause actual results to differ from those in the forward-looking statements. Potential risks and uncertainties include such factors as the level of business and consumer spending for electronic products, the amount of sales of the Company's products, the competitive environment within the electronic component industry, the ability of the Company to continue to expand its operations, the level of costs incurred in connection with the Company's expansion efforts and the financial strength of the Company's customers and suppliers. Investors are also directed to consider other risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. The Company does not undertake any obligation to update its forward looking statements Financial Tables Follow NUHC Reports First Quarter Fiscal 2003 Results Page 3 Financial Highlights (Unaudited)
NU HORIZONS ELECTRONICS CORP. CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE QUARTER ENDED --------------------------------------- May May 31, 2003 31, 2002 ----------------- ----------------- ----------------- NET SALES $ 72,803,142 $75,012,268 ----------------- ----------------- COSTS AND EXPENSES: Cost of sales 58,771,401 60,547,990 Operating expenses 15,353,582 14,264,637 Interest (income) (8,904) - Interest expense 20,572 47,826 ----------------- ----------------- 74,136,601 74,860,453 ----------------- ----------------- ----------------- INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES AND MINORITY INTERESTS (1,333,459) 151,815 Provision for income taxes 585,104 45,265 ----------------- ----------------- ----------------- INCOME (LOSS) BEFORE MINORITY INTERESTS 748,355 106,550 Minority interest in earnings of subsidiary 83,016 98,845 ----------------- ----------------- ----------------- ----------------- NET INCOME (LOSS) $(831,371) $ 7,705 ================= ================= ================= ================= NET INCOME PER COMMON SHARE - BASIC: Basic $.05 $.00 Diluted N/A .00 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING Basic 16,675,040 16,636,447 Diluted 17,046,710 17,482,949 (more)
NUHC Reports First Quarter Fiscal 2003 Results Page 4 Financial Highlights (Unaudited)
NU HORIZONS ELECTRONICS CORP. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS May 31, February 28, 2003 2003 ----------- ------------ (unaudited) - ASSETS - CURRENT ASSETS: Cash and cash equivalents $ 27,530,376 $ 31,345,616 Accounts receivable - net of allowance for doubtful accounts of $4,088,963 and $4,083,590 for May 31, 2003 and February 28, 2003, respectively 44,319,721 39,092,343 Inventories 60,279,363 66,073,022 Prepaid expenses and other current assets 2,561,337 2,952,665 ---------------- --------------- TOTAL CURRENT ASSETS 134,690,797 139,463,646 PROPERTY, PLANT AND EQUIPMENT - NET (Note 2) 4,965,742 5,150,499 OTHER ASSETS: Subordinated note receivable (Note 3) 2,000,000 2,000,000 Other assets 1,501,590 1,485,044 --------------- -------------- --------------- -------------- $ 143,158,129 $148,099,189 =============== ============== =============== ============== - LIABILITIES AND SHAREHOLDERS' EQUITY - CURRENT LIABILITIES: Accounts payable $ 14,128,714 $16,732,172 Accrued expenses 3,996,047 5,939,395 --------------- -------------- --------------- -------------- TOTAL CURRENT LIABILITIES 18,124,761 22,671,567 --------------- -------------- --------------- -------------- LONG TERM LIABILITIES: Deferred income taxes 231,532 252,832 --------------- -------------- TOTAL LONG-TERM LIABILITIES 231,532 252,832 --------------- -------------- --------------- -------------- MINORITY INTEREST IN SUBSIDIARIES 1,265,465 1,182,449 --------------- -------------- --------------- -------------- COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY: Preferred stock, $1 par value, 1,000,000 shares authorized; none issued or outstanding - - Common stock, $.0066 par value, 50,000,000 shares authorized; 16,675,040 and 16,663,817 shares issued and outstanding for May 31, 2003 and February 28, 2003, respectively 110,055 109,981 Additional paid-in capital 42,968,939 42,925,545 Retained earnings 81,498,759 81,498,759 Other accumulated comprehensive income (loss) (148,642) (541,944) ---------------- -------------- ---------------- -------------- 123,597,740 123,992,341 Less: loan to ESOP 61,369 - ---------------- -------------- ---------------- -------------- TOTAL SHAREHOLDERS' EQUITY 123,536,371 123,992,341 ---------------- -------------- ---------------- -------------- $143,158,129 $148,099,189 ================ =============== ================ ===============
# # #
-----END PRIVACY-ENHANCED MESSAGE-----