-----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, Bf620ra005XXE6zHt3ZVsLpt0Azad0feAFmA0F2V9lF9zTBX2+ab/Jcqn29s9G1y lbRjh+8B18rZ4GdTfGKobw== 0000950136-04-001631.txt : 20040517 0000950136-04-001631.hdr.sgml : 20040517 20040517172133 ACCESSION NUMBER: 0000950136-04-001631 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040517 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANGER INC CENTRAL INDEX KEY: 0000725460 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 112239561 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12991 FILM NUMBER: 04813689 BUSINESS ADDRESS: STREET 1: 450 COMMACK ROAD CITY: DEER PARK STATE: NY ZIP: 11729 BUSINESS PHONE: 6136671200 MAIL ADDRESS: STREET 1: 450 COMMACK ROAD CITY: DEER PARK STATE: NY ZIP: 11729 8-K 1 file001.txt FORM 8-K 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 17, 2004 ------------ Langer, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-12991 11-2239561 - ----------------------------- ------------------------ -------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 450 Commack Road, Deer Park, New York 11729 - 4510 - ---------------------------------------- ------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 631-667-1200 N/A -------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. The following Exhibit is filed as part of this Current Report on Form 8-K: Exhibit 99.1 Press Release dated May 17, 2004, with respect to the Registrant's results for the three-month period ended March 31, 2004 (furnished only). Item 12. Results of Operations and Financial Condition. On May 17, 2004, Langer, Inc. (the "Registrant") announced financial results for the three-month period ended March 31, 2004. A copy of the press release announcing the Registrant's financial results for such period is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. 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. Dated: May 17, 2004 LANGER, INC. By: /s/ Andrew H. Meyers ------------------------------------------------ Andrew H. Meyers President and Chief Executive Officer By: /s/ Joseph P. Ciavarella ------------------------------------------------ Joseph P. Ciavarella Vice President and Chief Financial Officer Exhibit Index Exhibit 99.1 Press Release dated May 17, 2004. EX-99.1 2 file002.txt PRESS RELEASE [LANGER LOGO OMITTED] CONTACT: Susan Lorenzo Director of Communications (631) 667-1200, ext. 124 Joseph P. Ciavarella Vice President and Chief Financial Officer (631) 667-1200, ext. 233 FOR IMMEDIATE RELEASE --------------------- LANGER, INC. REPORTS RESULTS FOR THREE-MONTHS ENDED MARCH 31, 2004; conference call scheduled for May 18, 2004 Deer Park, New York - May 17, 2004- Langer, Inc. (NASDAQ:GAIT) today reported a net loss for the three-month period ended March 31, 2004 of ($219,092) or ($.05) per fully diluted share, as compared to a net loss for the three-month period ended March 31, 2003 of ($258,081) or ($.06) per fully diluted share. Net sales for the three months ended March 31, 2004 of $5,764,000 were approximately 3% above net sales of $5,585,000 for the comparable period in 2003. Net sales of custom orthotics approximated $4,635,000 for the three months ended March 31, 2004 as compared to $4,201,000 for the comparable prior year period, an increase of approximately 10%. The primary reasons for the increase in revenue during the 2004 quarter was a price increase put into effect during the first quarter for orthotic products, and the strong performance of the Bi-Op Laboratories clinic. Net sales of distributed products for the quarter ended March 31, 2004 were approximately $1,129,000 as compared to approximately $1,384,000 for the quarter ended March 31, 2003, a decrease of approximately 18%. The primary reasons for the decrease in sales revenue were a 10% price reduction within the therapeutic shoe program that was designed to enable the Company to become more competitive in the marketplace and the elimination of a direct-to-consumer therapeutic shoe product line. Gross profit as a percentage of net sales for the three months ended March 31, 2004 was 34.2%, as compared to 32.1% for the three months ended March 31, 2003. Gross profit as a percentage of net sales increased due primarily to the price increase in orthotic products, partially offset by the sales price reduction in the therapeutic shoe program discussed above. Selling expenses for the three months ended March 31, 2004, were approximately $808,000 or 14% of net sales as compared to approximately $712,000 or 13% of net sales for the three months ended March 31, 2003. Selling expenses as a percentage of net sales increased primarily as a result of marketing initiatives in the first quarter of the 2004 year, which included the introduction of new scanner technology at several industry shows during the March 2004 quarter and the final consolidation of Benefoot products into the Langer line. General and administrative expenses for the three months ended March 31, 2004 were approximately $1,174,000 or 20% of net sales for the three months ended March 31, 2004 as compared to approximately $1,069,000 or 19% of net sales for the three months ended March 31, 2003. General and administrative expenses increased primarily as a result of costs associated with the continued strengthening of the Company's infrastructure and increases in professional fees and insurance costs. Andrew H. Meyers, Langer's President and Chief Executive Officer, said, "We are satisfied with the sales growth and corresponding gross profit enhancement given the two pricing initiatives put into place during the first quarter, which is typically our slowest quarter of the year." Regarding the strategies and 2004 business plan, Mr. Meyers added, "We feel that we have put sales initiatives and pricing programs in place and are focusing on improving profitability within the organization." Langer will be hosting a conference call on May 18, 2004, at 10 AM (EDT) to discuss the results for the three-month period ended March 31, 2004. The conference call will be in a 'listen only' mode. There are two ways to participate in the conference call--via conference call or webcast. Callers in the United States and Canada may dial in at 1-800-500-3792. Callers should dial in five to ten minutes before the scheduled start time and reference the pass code of 743925. You may also access the webcast by visiting Langer, Inc.'s website (http://www.langerinc.com). You may listen by clicking on the microphone. An archived copy of the call will be available to replay beginning at 2 pm on May 18 by accessing the Langer homepage or typing the following information into your web browser: http://www.firstcallevents.com/service/ajwz406858232gf12.html Langer, Inc., based in Deer Park, Long Island, New York, with additional fabricating facilities in Brea, California, Montreal, Canada and Stoke-On-Trent, UK, and a sales office in Toronto, Canada, is a leading provider of high quality orthotics and gait-related products sold to practitioners treating musculo-skeletal disorders. Statements in this press release may be "forward-looking statements." These statements can be identified by the use of forward-looking terminology such as "believes," "expects," "plans," "intends," "estimates," "projects," "could," "may," "will," "should", or "anticipates" or the negative thereof, other variations thereon or comparable terminology, or by discussions of strategy. No assurance can be given that future results covered by the forward-looking statements will be achieved. Such forward-looking statements include, but are not limited to, those relating to the Company's financial and operating prospects, future opportunities, the Company's acquisition strategy and ability to integrate acquired companies and assets, outlook of customers, and reception of new products, technologies, and pricing. In addition, such forward looking statements involve known and unknown risks, uncertainties, and other factors including those described from time to time in the Company's Registration Statement on Form S-3, most recent Form 10-K and 10-Q's and other Company filings with the Securities and Exchange Commission which may cause the actual results, performance or achievements of the Company to be materially different from any future results expressed or implied by such forward-looking statements. Also, the Company's business could be materially adversely affected and the trading price of the Company's common stock could decline if any such risks and uncertainties develop into actual events. The Company undertakes no obligation to make any revisions to the forward-looking statements contained in this release or to update them to reflect events or circumstances occurring after the date of this release. LANGER, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2004 2003 ----------- ----------- Net sales $ 5,763,936 $ 5,585,178 Cost of sales 3,790,586 3,789,821 ----------- ----------- Gross profit 1,973,350 1,795,357 Selling expenses 807,689 General and administrative expenses 1,174,134 1,069,253 ----------- ----------- Operating (loss) income (8,473) 13,971 ----------- ----------- Other income (expense): Interest income 44,347 46,295 Interest expense (204,966) (214,489) Other -- (59,258) ----------- ----------- Other expense, net (160,619) (227,452) ----------- ----------- Loss before income taxes (169,092) (213,481) Provision for income taxes 50,000 44,600 ----------- ----------- Net loss $ (219,092) $ (258,081) ----------- ----------- Weighted average number of common shares used in computation of net income loss per share: Basic 4,380,422 4,362,907 =========== =========== Diluted 4,380,422 4,362,907 =========== =========== Net loss per common share: Basic $ (.05) $ (.06) =========== =========== Diluted $ (.05) $ (.06) =========== ===========
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