-----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, SEGoerczECi5XUHGK6CJVx/gF+EnuiKWc17+kmP+bYFtWgGiNPXuF1tH1SQUHTFj +y0OEeuAe4dz7HqHlLtNoQ== 0000910647-03-000213.txt : 20030516 0000910647-03-000213.hdr.sgml : 20030516 20030516140059 ACCESSION NUMBER: 0000910647-03-000213 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030513 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARLEX CORP CENTRAL INDEX KEY: 0000724988 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 042464749 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12942 FILM NUMBER: 03708073 BUSINESS ADDRESS: STREET 1: ONE PARLEX PLACE CITY: METHUEN STATE: MA ZIP: 01844 BUSINESS PHONE: 5086854341 8-K 1 parl-8k1.txt BODY OF 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) May 13, 2003 ------------------ PARLEX CORPORATION ------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Massachusetts ------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-12942 04-2464749 ------------------------------ ------------------------------------ (Commission File Number) (IRS Employer Identification No.) One Parlex Place, Methuen, Massachusetts 01844 ------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (978) 685-4341 ------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS ------------------------------------------------------------------ (c) Exhibits. (99.1) Press Release of Parlex Corporation dated May 13, 2003. Item 9. REGULATION FD DISCLOSURE; and ----------------------------- Item 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS. ----------------------------------------------- On May 13, 2003, Parlex Corporation issued a press release setting forth its results of operations and financial condition for its third fiscal quarter ended March 30, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 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 hereunto duly authorized. PARLEX CORPORATION (Registrant) By: /s/ Peter J. Murphy --------------------------- Peter J. Murphy President and Chief Executive Officer Dated: May 15, 2003 2 EX-99 3 park1991.txt EXHIBIT 99.1 Exhibit 99.1 CONTACT: Jon Kosheff Chief Financial Officer (978)946-2591 NASDAQ SYMBOL "PRLX" Parlex Corporation Reports Third Quarter Results Methuen, Massachusetts (May 13, 2003). . . Parlex Corporation reported revenues of $19.4 million in the quarter ended March 30, 2003 versus $21.3 million for the same period in the previous fiscal year, a 9% decrease. Loss from operations was $5.7 million ($0.90 per share) versus $3.3 million ($0.52 per share) for the same period of the preceding year. No tax benefit was recorded associated with U.S. operating losses and a full valuation reserve has been established for all U.S. deferred tax assets. As a result, the Company reported a net loss for the quarter of $5.9 million or $.94 per share versus $1.7 million or $0.26 per share for the same period last year. For the first three quarters of fiscal year 2003 revenues were $64.0 million versus $63.6 million in the corresponding fiscal 2002 period. The net operating loss for the first three quarters was $10.4 million ($1.65 per share) compared to $9.7 million ($1.55 per share) in the prior year. Peter J. Murphy, Parlex president and CEO stated, "Revenues for the period were lower than the prior quarter as a result of shutting down domestic PALFlex operations and seasonality associated with our China operation. Additionally, a major computer program ended its product life cycle with replacement computer products not yet commencing production. Revenues are expected to recover in the current fourth quarter as the third quarter backlog grew to over $22 million. As previously reported, we shut down PALFlex, our domestic high volume automotive line. The primary cause of the significant loss for the period was the termination of this operation which resulted in an operational loss of $3.2 million. The loss included an 3 inventory write down, severance of 60 people and fixed asset impairment. We have transferred PALFlex production to China where we expect to achieve profitability while reducing our domestic losses by $4 million annually. Bookings were approximately $21.0 million for the quarter including strength in defense related electronics, computer peripherals and medical products. Strong bookings were recorded in April with orders at $9.6 million. We were unsuccessful in closing our sale leaseback transaction reported last quarter due to a series of complex tax issues which could not be resolved by the purchasing party. We have since signed a modified purchase and sale agreement which we expect to close later this quarter. We also have a commitment letter from a major domestic financial institution to provide a $10,000,000 working capital line of credit that is subject to closing the sale leaseback agreement. These actions will provide the liquidity necessary to fund our operations as we transition back to profitability. Although we have commenced shipping, we were somewhat delayed in the volume production launch of our Smart Card substrate project. High volume production of this new product line is anticipated by the end of the current quarter. This will likely delay our return to profitability but we still expect a dramatic improvement in operating results including a considerable increase in revenues and a reduction of our operating loss to under $500,000." About Parlex - ------------ Parlex Corporation is a world leader in the design and manufacture of flexible, interconnect products. Parlex produces custom flexible circuits and laminated cables utilizing proprietary processes and patented technologies, which are designed to satisfy the unique requirements of a wide range of customers. Its manufacturing facilities are located in the United States, China, Mexico and the United Kingdom. Forward Looking Statements - -------------------------- This release contains "forward-looking statements" as defined under the Federal Securities Laws. Actual results could differ materially from those projected in the forward-looking 4 statements as a result of certain risk factors, including but not limited to: (i) further adverse changes in general economic conditions; (ii) further delays or reductions in the spending of the industry sectors we serve; (iii) the Company's ability to effectively manage operating costs and increase operating efficiencies; (iv) further declines in revenues; (v) insufficient, excess or obsolete inventor; (vi) competitive factors, including but not limited to pricing pressures, in the flexible interconnect markets; (vii) component quality and availability; (viii) rapid technological and market change and the transition to new products; (ix) the relative and varying rates of product price and component cost declines; (x) the effects of war or acts of terrorism, including the effect on the economy generally, on particular industry segments, on transportation and communication systems and on the Company's ability to manage logistics in such an environment, including receipt of components and distribution of products; (xi) the ability to attract and retain highly qualified employees; (xii) the uneven pattern of quarterly sales; (xiii) fluctuating currency exchange rates; (xiv) risks associated with strategic investments and acquisitions; (xv) the Company's ability to execute on its plans; and (xvi) other one-time events and other important factors disclosed previously and from time to time in its filings with the U.S. Securities and Exchange Commission. # # # # 5 PARLEX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended Nine Months Ended March 30, 2003 March 31, 2002 March 30, 2003 March 31, 2002 -------------- -------------- -------------- -------------- REVENUES $19,438,542 $21,278,286 $ 64,028,080 $63,598,256 ----------- ----------- ------------ ----------- COSTS AND EXPENSES: Cost of products sold 21,224,242 21,285,005 63,934,553 63,175,513 Selling, general and administrative expenses 3,886,742 3,252,309 10,480,675 10,170,700 ----------- ----------- ------------ ----------- TOTAL COSTS AND EXPENSES 25,110,984 24,537,314 74,415,228 73,346,213 ----------- ----------- ------------ ----------- OPERATING LOSS (5,672,442) (3,259,028) (10,387,148) (9,747,957) OTHER INCOME, Net 6,213 8,879 (42,601) 231,368 INTEREST EXPENSE (242,932) (145,755) (670,353) (455,417) ----------- ----------- ------------ ----------- LOSS FROM OPERATIONS BEFORE BENEFIT FROM INCOME TAXES AND MINORITY INTEREST (5,909,161) (3,395,904) (11,100,102) (9,972,006) (PROVISION FOR) BENEFIT FROM INCOME TAXES (20,522) 1,715,852 (6,154,329) 3,988,802 ----------- ----------- ------------ ----------- LOSS BEFORE MINORITY INTEREST (5,929,683) (1,680,052) (17,254,431) (5,983,204) MINORITY INTEREST 656 12,604 34,244 472,728 ----------- ----------- ------------ ----------- NET LOSS $(5,929,027) $(1,667,448) $(17,220,187) $(5,510,476) =========== =========== ============ =========== BASIC AND DILUTED LOSS PER SHARE ($0.94) ($0.26) ($2.73) ($0.87) =========== =========== ============ =========== WEIGHTED AVERAGE SHARES - BASIC AND DILUTED 6,312,216 6,303,216 6,307,337 6,303,216 =========== =========== ============ ===========
PARLEX CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
March 30, 2003 June 30, 2002 -------------- ------------- ASSETS Current Assets $34,981,256 $ 44,475,393 Property, Plant & Equipment, Net 52,281,752 55,981,835 Goodwill - Net and Other Assets 2,367,122 5,596,701 ----------- ------------ Total Assets $89,630,130 $106,053,929 =========== ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities $34,816,460 $ 21,717,809 Non-Current Liabilities 1,342,290 13,764,795 Minority Interest 395,961 430,204 Stockholders' Equity 53,075,419 70,141,121 ----------- ------------ Total Liabilities & Stockholders' Equity $89,630,130 $106,053,929 =========== ============
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