-----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, OuvBRbLboyj3VqJxG6KC5kuS7/gfsa3s1GohT4jchZOxBNda0GMmg+cI8qfv7UxV S7M29Gy1a7Qz7JHMeFry+A== 0000074818-03-000013.txt : 20031106 0000074818-03-000013.hdr.sgml : 20031106 20031106084954 ACCESSION NUMBER: 0000074818-03-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031106 ITEM INFORMATION: FILED AS OF DATE: 20031106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORBIT INTERNATIONAL CORP CENTRAL INDEX KEY: 0000074818 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 111826363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03936 FILM NUMBER: 03981021 BUSINESS ADDRESS: STREET 1: 80 CABOT COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 BUSINESS PHONE: 7136675601 MAIL ADDRESS: STREET 1: 80 CABOT COURT CITY: HAUPPAUGE STATE: NY ZIP: 11788 FORMER COMPANY: FORMER CONFORMED NAME: ORBIT INSTRUMENT CORP DATE OF NAME CHANGE: 19911015 8-K 1 doc1.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): NOVEMBER 6, 2003 ORBIT INTERNATIONAL CORP. (Exact name of registrant as specified in its charter) DELAWARE 0-3936 11-1826363 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 80 CABOT COURT HAUPPAUGE, NEW YORK 11788 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 631-435-8300 NOT APPLICABLE -------------- (Former name or former address, if changed since last report) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 6, 2003, Orbit International Corp. ("Orbit") issued a press release announcing its operating results for its third-quarter and nine-months ended September 30, 2003. The press release contains a non-GAAP disclosure that management feels provides useful information in understanding the impact of certain non-cash items to the Company's financial statements. Orbit's press release is hereby furnished as follows: CONTACT FOR IMMEDIATE RELEASE - ------- ----------------------- Mitchell Binder Vice President-Finance 631-435-8300 ORBIT INTERNATIONAL CORP. ANNOUNCES STRONG EARNINGS FOR THIRD QUARTER Hauppauge, New York, November 6, 2003-Orbit International Corp. (NASDAQ:ORBT), a manufacturer of customized electronic components, subsystems and power units today announced results for the third quarter and nine months ended September 30, 2003. For the three months ended September 30, 2003, net sales increased 3% to $4,347,000 from $4,213,000 for the same period last year. Net income for the quarter rose 40% to $444,000 from $317,000 for the same period a year ago. Earnings per share increased to $.15 per diluted share compared to $.11 per diluted share in last year's corresponding period. During the quarter, the Company recorded net non-cash charges of approximately $88,000, principally due to the issuance of warrants to its investment banker, EarlyBirdCapital, and a non-cash income tax benefit of $100,000 related to an increase in the Company's deferred tax asset. Exclusive of these non-cash items, net income for the quarter increased to $432,000 ($.14 per diluted share) compared to $317,000 ($.11 per diluted share) for the same period a year ago. For the nine months ended September 30, 2003, net sales increased 6% to $13,061,000 compared to $12,309,000 for the same period last year. Net income increased by 64% to $1,307,000, or $.45 per diluted share from $798,000, or $.28 per diluted share, for the prior period. During the period, the Company recorded net non-cash charges of approximately $88,000, principally due to the issuance of warrants to its investment banker, EarlyBirdCapital, and a non-cash income tax benefit of $100,000 related to an increase in the Company's deferred tax asset. Exclusive of these non-cash items, net income for the period increased to $1,295,000 ($.44 per diluted share) compared to $798,000 ($.28 per diluted share) for the same period a year ago. The Company also announced its backlog at September 30, 2003 was approximately $9.0 million compared to $12.2 million a year ago principally due to the timing of the receipt of certain large contracts. At October 31, 2003, backlog was approximately $9.3 million compared to $11.3 million a year ago. The Company also reported that its balance sheet continues to strengthen. At September 30, 2003, total current assets were $11.1 million versus total current liabilities of $2.5 million-a 4.5 to 1 current ratio. Dennis Sunshine, President and Chief Executive Officer commented, "The significant increases in operating results for the third quarter and nine months ended September 30, 2003 reflect excellent results from both of our operating segments. In addition, due to product mix and continued tight management over our costs, we continue to realize improved gross margins and incremental profitability." Sunshine added, "Both of our operating segments continue to pursue a significant amount of new business opportunities as well as repeat orders on existing business. We also continue to explore accretive acquisition opportunities that are compatible with our existing operation." Investors Conference Call - --------------------------- Orbit's Chief Executive Officer, Dennis Sunshine and Chief Financial Officer, Mitchell Binder will host a conference call for investors today at 11:00 a.m. (EST). On the call, management will review the third-quarter results; a question-and-answer period will follow. To access the conference call, U.S.-based investors should phone: 1-888-896-0863 and use the conference code: 4275951. Overseas investors should phone: 973-582-2703 and use the 4275951 conference code. Investors are requested to dial in 5 to 10 minutes before the 11:00 a.m. (EST) starting time. For those who cannot listen live, a replay will be available starting at 1:00 p.m. (EST) today and until November 8, 2003 at 6:00 p.m. (EST). For the replay, U.S.-based investors should phone: 1-877-519-4471 and use the conference code: 4275951. Overseas investors should phone: 973-341-3080 and use the 4275951 conference code. Orbit International Corp., based in Hauppauge, is involved in the manufacture of customized electronic components and subsystems for military and nonmilitary government applications. Its Behlman Electronics, Inc. subsidiary manufactures and sells high quality commercial power units, AC power sources, frequency converters, uninterruptible power supplies and associated analytical equipment. The Behlman military division designs, manufactures and sells power units and electronic products for measurement and display. For a more detailed discussion of the risks inherent in the Company's business, the reader is referred to the Company's Annual Report on Form 10-KSB for the fiscal year ended December 31, 2002. The Company's web site can be visited at www.orbitintl.com. ----------------- This press release contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including the significant amount of new business opportunities being pursued by both of the Company's operating segments as well as repeat orders on existing business and the Company continuing to explore accretive acquisition opportunities that are compatible with its existing operation. These forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual future results of the Company to be materially different from such forward looking statements. Factors that might result in such differences include, without limitation, the current economic climate and military conflicts, variable market conditions, changing needs of the defense sector and the Company's customers as well as the demands of different sellers regarding acquisition opportunities. The forward-looking statements contained in this press release speak only as of the date hereof. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in the Company's reports and registration statements filed with the Securities and Exchange Commission.
ORBIT INTERNATIONAL CORP CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) Three Months Ended Nine Months Ended September 30 September 30 2003 2002 2003 2002 ------- ------- -------- -------- Net sales. . . . . . . . . . . . $4,347 $4,213 $13,061 $12,309 Cost of sales. . . . . . . . . . 2,516 2,554 7,426 7,472 ------- ------- -------- -------- Gross profit . . . . . . . . . . 1,831 1,659 5,635 4,837 Selling, general and administrative expenses. . . . 1,509 1,361 4,505 4,089 Interest expense . . . . . . . . 1 18 9 57 Investment and other income. . . (23) (37) (86) (107) ------- ------- -------- -------- Net income before taxes. . . . . 344 317 1,207 798 Income tax (benefit) . . . . . . (100) - (100) - ------- ------- -------- -------- Net income . . . . . . . . . . . 444 317 1,307 798 Basic earnings per share (a) . . $ 0.16 $ 0.12 $ 0.48 $ 0.30 Diluted earnings per share (a) . $ 0.15 $ 0.11 $ 0.45 $ 0.28 Weighted shares outstanding: (a) Basic. . . . . . . . . . . . . 2,745 2,637 2,703 2,637 Diluted. . . . . . . . . . . . 3,041 2,830 2,934 2,818 (a) retroactively restated to reflect a twenty-five percent (25%) stock dividend effective August 15, 2003.
ORBIT INTERNATIONAL CORP CONSOLIDATED BALANCE SHEET DATA 9/30/03 12/31/02 ------------ ------------ ASSETS Current assets Cash and cash equivalents . . . . . . . . $ 662,000 $ 2,022,000 Investments in marketable securities. . . 56,000 3,000 Accounts receivable, less allowance for doubtful accounts . . . . . . . . . 2,661,000 1,355,000 Inventories . . . . . . . . . . . . . . . 7,184,000 7,109,000 Other current assets. . . . . . . . . . . 184,000 154,000 Deferred tax assets . . . . . . . . . . . 390,000 75,000 ------------ ------------ Total current assets. . . . . . . . . . 11,137,000 10,718,000 Property, plant and equipment, net. . . . . 181,000 218,000 Goodwill. . . . . . . . . . . . . . . . . . 868,000 868,000 Other assets. . . . . . . . . . . . . . . . 869,000 853,000 Deferred tax assets . . . . . . . . . . . . 200,000 275,000 ------------ ------------ Total assets. . . . . . . . . . . . . . 13,255,000 12,932,000 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current portion of long term obligations . . . . . . . . . . . . . . 161,000 201,000 Accounts payable. . . . . . . . . . . . . 955,000 1,048,000 Notes payable . . . . . . . . . . . . . . - 766,000 Accrued expenses. . . . . . . . . . . . . 1,003,000 1,029,000 Accounts payable, accrued expenses, and reserves applicable to discontinued operations. . . . . . . . . . . . . . . 257,000 555,000 Customer advances . . . . . . . . . . . . - 47,000 Deferred income . . . . . . . . . . . . . 85,000 85,000 ------------ ------------ Total current liabilities . . . . . . . 2,461,000 3,731,000 Deferred income . . . . . . . . . . . . . . 705,000 769,000 Long-term obligations . . . . . . . . . . . 66,000 173,000 ------------ ------------ Total liabilities . . . . . . . . . . . 3,232,000 4,673,000 Stockholders' Equity Common stock. . . . . . . . . . . . . . . 402,000 391,000 Additional paid-in capital. . . . . . . . 24,536,000 24,090,000 Accumulated deficit . . . . . . . . . . . (5,065,000) (6,372,000) Treasury stock, at cost . . . . . . . . . (9,850,000) (9,850,000) ------------ ------------ Stockholders' equity. . . . . . . . . . 10,023,000 8,259,000 Total liabilities and stockholders' equity. . . . . . . . . 13,255,000 12,932,000
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. Dated: November 6, 2003 Orbit International Corp. By: /s/ Dennis Sunshine --------------------- Dennis Sunshine Chief Executive Officer and President -----END PRIVACY-ENHANCED MESSAGE-----