-----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, F/0DX1AJDA5wIwGzsFKB7k2v7NmY56t5xbF0aMuQmZckn/gxrIPX6xBfVco8u+Ex UbcEp3NEVgYxDbA4bUfe1A== 0001157523-04-008776.txt : 20040927 0001157523-04-008776.hdr.sgml : 20040927 20040927170018 ACCESSION NUMBER: 0001157523-04-008776 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040927 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20040927 DATE AS OF CHANGE: 20040927 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AULT INC CENTRAL INDEX KEY: 0000723639 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 410842932 STATE OF INCORPORATION: MN FISCAL YEAR END: 0530 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12611 FILM NUMBER: 041047682 BUSINESS ADDRESS: STREET 1: 7105 NORTHLAND TERRACE CITY: MINNEAPOLIS STATE: MN ZIP: 55428-1028 BUSINESS PHONE: 6125921900 MAIL ADDRESS: STREET 1: 7105 NORTHLAND TERRACE CITY: MINNEAPOLIS STATE: MN ZIP: 55428-1028 8-K 1 a4727981.txt AULT INCORPORATED 8-K ------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-0060 Expires: March 31, 2006 Estimated average burden hours per response 28.0 ------------------------ EFFECTIVE AUGUST 23RD, 2004 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) September 27, 2004 -------------------------------- Ault Incorporated - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Minnesota 0-12611 41-0842932 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 7105 Northland Terrace Minneapolis MN 55428 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (763) 592-1900 ------------------------------ - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously 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)) GENERAL INSTRUCTIONS A. Rule as to Use of Form 8-K. 1. Form 8-K shall be used for current reports under Section 13 or 15(d) of the Securities Exchange Act of 1934, filed pursuant to Rule 13a-11 or Rule 15d-11 and for reports of nonpublic information required to be disclosed by Regulation FD (17 CFR 243.100 and 243.101). 2. Form 8-K may be used by a registrant to satisfy its filing obligations pursuant to Rule 425 under the Securities Act, regarding written communications related to business combination transactions, or Rules 14a-12 or Rule 14d-2(b) under the Exchange Act, relating to soliciting materials and pre-commencement communications pursuant to tender offers, respectively, provided that the Form 8-K filing satisfies all the substantive requirements of those rules (other than the Rule 425(c) requirement to include certain specified information in any prospectus filed pursuant to such rule). Such filing is also deemed to be filed pursuant to any rule for which the box is checked. A registrant is not required to check the box in connection with Rule 14a-12 or Rule 14d-2(b) if the communication is filed pursuant to Rule 425. Communications filed pursuant to Rule 425 are deemed filed under the other applicable sections. See Note 2 to Rule 425, Rule 14a-12 and Instruction 2 to Rule 14d-2(b)(2). SEC 873 (6-04) Potential persons who are to respond to the collection OMB APPROVAL of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. Item 2.02 Results of Operations and Financial Conditions On September 27, 2004, the Company issued a press release setting forth Ault's first quarter 2005 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and hereby incorporated in this Item 12. Exhibit Index 99.1 Press release reporting first quarter 2005 financial results. 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, thereunto duly authorized. AULT INCORPORATED By: /s/ Donald L. Henry -------------------- Donald L. Henry Chief Financial Officer Dated: September 27, 2004 EX-99.1 2 a4727981ex991.txt AULT INCORPORATED EXHIBIT 99.1 Exhibit 99.1 Ault Incorporated Reports First Quarter Fiscal Year 2005 Results MINNEAPOLIS--(BUSINESS WIRE)--Sept. 27, 2004-- Sales Increase, Return to Profitability; Conference Call Set for Tuesday, September 28 at 8:00 a.m. CT Ault Incorporated (Nasdaq:AULT) reported results for its first quarter fiscal 2005 ended August 29, 2004. For the fiscal quarter, net sales were $13.1 million, up 21 percent from $10.8 million reported for the first quarter of fiscal 2004. Company officials noted the increase is due to the continued improvement in activity throughout North America and Korea. For the first quarter of fiscal 2005, the Company recorded a net income applicable to common stockholders of $117,000 or $0.02 per diluted share, compared to a net loss applicable to common stockholders of $(960,000), or $(0.21) per diluted share for the same period last fiscal year. Frederick M. Green, Ault president and chief executive officer, commented, "It has been our goal to return to profitability and we have achieved it. This accomplishment is the result of several expense reduction initiatives taken over the last three years. We are now in a position to pursue other strategies that will grow our revenue in niche markets. We will also continue our expense reduction efforts in order to remain competitive in the global marketplace. Our goal is to remain profitable and to achieve revenue gains throughout fiscal 2005 and beyond." For more information on this announcement, please join the Ault first quarter 2005 conference call on Tuesday, September 28, 2004 at 8:00 a.m. Central Daylight Time. To join the conference call, please call 1-800-510-9691 and enter the pass code 32882620. Please call five to ten minutes before the designated start time. The live webcast of the call may be accessed online on StreetEvents at www.streetevents.com or on Ault's web site at www.aultinc.com. The call will be archived at StreetEvents and Ault's web site for 90 days. You may also listen to an encore recording of the conference call from 10:00 a.m. Central Daylight Time Tuesday, September 28 through Tuesday, October 5, 2004 by dialing 1-888-286-8010 and then the pass code, 14420856. Ault is a leading manufacturer of power conversion products headquartered in North America. The Company is a major supplier to original equipment manufacturers of wireless and wireline communications infrastructure, computer peripherals and handheld devices, medical equipment, industrial equipment and printing/scanning equipment. Statements regarding Ault's anticipated future performance are forward-looking and therefore involve risks and uncertainties that could cause results or developments to differ significantly from those indicated in the forward-looking statements. These include, but are not limited to: market conditions in the global electronics industry, buying patterns of major customers, competitive products and technologies, the ability to control expense growth, and other factors set forth in the Company's filings with the Securities and Exchange Commission. AULT INCORPORATED & SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in Thousands, Except Share and Amounts Per Share) (Unaudited) Three Months Ended --------------------- August 29, August 31, 2004 2003 ---------- ---------- Net Sales $13,139 $10,816 Cost of Goods Sold 9,576 8,276 ---------- ---------- Gross Profit 3,563 2,540 Operating Expenses: Marketing 972 954 Design Engineering 866 879 General & Administrative 1,433 1,404 Plant Closing Costs - 98 ---------- ---------- 3,271 3,335 ---------- ---------- Operating Income (Loss) 292 (795) Non Operating Income (Expense): Interest Expense (138) (159) Other 7 30 ---------- ---------- (131) (129) ---------- ---------- Income (Loss) Before Income Taxes 161 (924) Income Tax Expense 8 - ---------- ---------- Net Income (Loss) 153 (924) Redeemable Convertible Preferred Stock Dividends (36) (36) ---------- ---------- Net Income (Loss) Applicable to Common Stockholders $117 $(960) ========== ========== Earnings (Loss) Per Share: Basic $0.02 $(0.21) Diluted $0.02 $(0.21) Common and equivalent shares outstanding: Basic 4,787,937 4,657,421 Diluted 4,826,587 4,657,421 AULT INCORPORATED & SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) (Unaudited) August 29, May 30, 2004 2004 ---------- --------- Assets: Current Assets Cash and Cash Equivalents $1,820 $1,058 Trade Receivables, Less Allowance for Doubtful Accounts of $621 at August 29, 2004; $476 at May 30, 2004 8,384 8,399 Inventories 9,378 8,737 Prepaid and Other Expenses 1,997 1,384 ---------- --------- Total Current Assets 21,579 19,578 Other Assets 136 177 Property Equipment and Leasehold Improvements: Land 1,735 1,735 Building and Leasehold Improvements 6,711 6,711 Machinery and Equipment 7,059 7,050 Office Furniture 1,933 1,911 Data Processing Equipment 2,009 2,009 ---------- --------- 19,447 19,416 Less Accumulated Depreciation 8,986 8,743 ---------- --------- 10,461 10,673 ---------- --------- Total Assets $32,176 $30,428 ========== ========= AULT INCORPORATED & SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in Thousands) (Unaudited) August 29, May 30, 2004 2004 ---------- --------- Liabilities and Stockholders' Equity: Current Liabilities Note Payable to Bank $4,666 $4,650 Current Maturities of Long-Term Debt 442 460 Accounts Payable 7,599 6,265 Accrued Compensation 1,426 1,165 Accrued Commissions 279 281 Other 412 487 ---------- --------- Total Current Liabilities 14,824 13,308 Long-Term Debt, Less Current Maturities 2,276 2,313 Retirement and Severance Benefits 249 203 Redeemable Convertible Preferred Stock, No Par Value, 2,074 Shares Issued and Outstanding 2,074 2,074 Stockholders' Equity: Preferred Stock, No Par Value, Authorized, 1,000,000 Shares; Common Shares, No Par Value, Authorized 10,000,000 Shares; Issued and Outstanding 4,765,291 on August 29, 2004; and 4,705,083 on May 30, 2004; 21,279 21,173 Notes Receivable arising from the sale of common stock (45) (45) Accumulated Other Comprehensive Loss (870) (870) Accumulated Deficit (7,611) (7,728) ---------- --------- 12,753 12,530 ---------- --------- $32,176 $30,428 ========== ========= CONTACT: Ault Incorporated, Minneapolis Frederick M. Green, 763-592-1900 or Donald L. Henry, 763-592-1900 -----END PRIVACY-ENHANCED MESSAGE-----