-----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, IE/1mO7Nco/II1qVRQylpTR9SfQt4csI9A2c7HwKNSsIvVmA6M27HiXDIgX9fUwl bJXEp7ke3dv0VgE6AIW5UQ== 0000074818-10-000029.txt : 20101110 0000074818-10-000029.hdr.sgml : 20101110 20101110093544 ACCESSION NUMBER: 0000074818-10-000029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101109 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20101110 DATE AS OF CHANGE: 20101110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORBIT INTERNATIONAL CORP CENTRAL INDEX KEY: 0000074818 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] 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: 101178407 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 resultsofoperations.txt RESULTS OF OPERATIONS 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 9, 2010 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) 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 (17CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 9, 2010, Orbit International Corp. ("Orbit") issued a press release announcing its operating results for its third quarter and nine months ended September 30, 2010. The press release contains a non-GAAP disclosure-earnings before interest, taxes, depreciation and amortization, and stock based compensation (EBITDA, as adjusted), that management feels provides useful information in understanding the impact of certain items to Orbit's financial statements. A copy of the press release issued by Orbit concerning the foregoing information is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits: 99.1 Press release dated November 9, 2010. 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 10, 2010 Orbit International Corp. By: /s/ Dennis Sunshine ------------------- Dennis Sunshine Chief Executive Officer and President EX-99.1 2 earningspressrelease.txt EARNINGS PRESS RELEASE EXHIBIT 99.1 [GRAPHIC OMITED] FOR IMMEDIATE RELEASE --------------------- CONTACT - ------- or Investor Relations Counsel Mitchell Binder Lena Cati, 212-836-9611 Executive Vice President Linda Latman, 212-836-9609 631-435-8300 The Equity Group Inc. ORBIT INTERNATIONAL CORP. REPORTS 2010 THIRD QUARTER RESULTS ------------------------------------------------------------ NET INCOME UP 59% ON 6.2% INCREASE IN NET SALES ----------------------------------------------- BACKLOG AT SEPTEMBER 30, 2010 WAS $20.1MILLION,UP 23% FROM JUNE 30, 2010 ------------------------------------------------------------------------ Hauppauge, New York, November 9, 2010 - Orbit International Corp. (NASDAQ:ORBT), an electronics manufacturer, systems integrator and software solution provider, today announced results for the third quarter and nine month periods ended September 30, 2010. THIRD QUARTER 2010 VS.THIRD QUARTER 2009 - -------------------------------------------- - - Net sales increased by 6.2% to $7,299,000 compared to $6,876,000; - - Gross margin was 38.6% compared to 39.6%; - - Net income increased 59% to $509,000 compared to $320,000; - - Earnings per diluted share was $.11, compared to $.07 per diluted share; and, - - Earnings before interest, taxes, depreciation and amortization, and stock based compensation (EBITDA, as adjusted) was $713,000 ($.16 per diluted share) compared to $641,000 ($.14 per diluted share). NINE MONTHS 2010VS.NINE MONTHS 2009 - --------------------------------------- - - Net sales increased by 4.1% to $19,803,000 from $19,029,000; - - Gross margin was 36.4% compared to 39.7%; - - Net income was $3,000 or $.00 per diluted share compared to a net loss of $27,000 or $.01 per share; - - EBITDA, as adjusted decreased to $733,000 ($.16 per diluted share) compared to $935,000 ($.22 per diluted share); and, - - Backlog at September 30, 2010 increased 23% to $20.1 million, compared to $16.4 million at June 30, 2010; and 6% ahead of the $18.9 million reported at September 30, 2009. Dennis Sunshine, President and Chief Executive Officer stated, "As expected, our financial performance for the third quarter not only improved as compared to the same period of last year but also as compared to the to the second quarter of 2010. For the nine month period, although we had increased sales compared to the prior year, gross margin was adversely affected by higher than expected labor and material costs associated with the $4.1 million MK 119 contract that was completed in the second quarter. However, we did offset the losses through the first half of the year due to increased sales and lower SG&A expenses." Sunshine noted, "As a result of our effort pursuing several new and upgrade program opportunities, both our Power and Electronics Groups received several large contract awards in the third quarter, resulting in a 23% increase in our backlog at September 30, 2010, as compared to June 30, 2010. Most of these awards have the potential for additional orders. Among the major orders received by our Power Group are: - - Behlman's COTS division received: o An order valued in excess of $530,000 for a power supply to be used on the RC-135, a U.S. Air Force (USAF) all-weather surveillance and reconnaissance aircraft. Deliveries under this contract are expected to commence in the fourth quarter of 2010 and continue through the second quarter of 2011. o A $1,742,000 order for a power supply used in a U.S. Naval anti-submarine and anti-ship surveillance and targeting system. Deliveries under this contract are expected to commence in the fourth quarter of 2010 and continue through the fourth quarter of 2011. o Several new orders totaling in excess of $450,000 for power supplies for a major missile defense system as well as for a major display console used by the U.S. Naval fleet. Deliveries under these new contracts are expected to commence in the first quarter of 2011 and continue through the fourth quarter of 2011. - - Behlman's Commercial division received orders in excess of $650,000 for power supplies used in a broad array of applications including oil and gas exploration, railroad signaling and military systems. Deliveries under these new contracts are expected to commence in the fourth quarter of 2010 and continue through the fourth quarter of 2011. The Electronics Group also received several large orders with potential for additional awards, as follows: - - An order valued at more than $2.1 million for Remote Control Units ("RCUs") to support the ongoing Common Transponder Program ("CXP") requirements of the U.S. Navy and U.S. Army. Deliveries under this contract are expected to commence during the second quarter of 2011 and be completed by the fourth quarter of 2011. - - ICS subsidiary received several awards released against multi-year IDIQ agreements from a U.S. Navy Procurement Agency valued in excess of $2,465,000 for its MK 119 Gun Computer System Cabinet (GCSC) and MK 437 Gun Mount Control Panels (GMCP). Total system deliveries under these contract awards are expected to commence in the first quarter of 2011 and continue through the third quarter of 2011. Sunshine added, "Given our current backlog and delivery schedules for the remainder of the year, we anticipate strong operating results for the fourth quarter. These recent contract awards, plus several new program opportunities we are pursuing with recurring revenue potential, should also have a positive long-term impact on our operating performance." Mitchell Binder, Chief Financial Officer, added, "Our financial condition remains strong. At September 30, 2010, total current assets were $19,491,000 versus total current liabilities of $3,798,000 for a 5.1 to 1 current ratio. With approximately $20 million and $7 million in federal and state net operating loss carryforwards respectively, we should continue to shield profits from federal and state taxes and enhance future cash flow." Binder noted, "Our cash, cash equivalents and marketable securities as of September 30, 2010 were approximately $3 million. In addition our tangible book value at September 30, 2010 was $3.45 per share, compared to $3.33 per share at June 30, 2010." Binder also pointed out that the Company was in compliance with its bank covenants as of September 30, 2010. CONFERENCE CALL - ---------------- The Company will hold a conference call for investors today, November 9, 2010, at 11:00 a.m. ET. Interested parties may participate in the call by dialing 706 679-3204; please call in 10 minutes before the conference call is scheduled to begin and ask for the Orbit International conference call. After opening remarks, there will be a question and answer period. The conference call will also be broadcast live over the Internet. To listen to the live call, please go to www.orbitintl.com and click on the Investor Relations section. Please go to the website at least 15 minutes early to register, and download and install any necessary audio software. If you are unable to listen live, the conference call will be archived and can be accessed for approximately 90 days at Orbit's website. We suggest listeners use Microsoft Explorer as their browser. Orbit International Corp. is involved in the manufacture of customized electronic components and subsystems for military and nonmilitary government applications through its production facilities in Hauppauge, New York, and Quakertown, Pennsylvania; and designs and manufactures combat systems and gun weapons systems, provides system integration and integrated logistics support and documentation control at its facilities in Louisville, Kentucky. Its Behlman Electronics, Inc. subsidiary manufactures and sells high quality commercial power units, AC power sources, frequency converters, uninterruptible power supplies and COTS power solutions. Certain matters discussed in this news release and oral statements made from time to time by representatives of the Company including, but not limited to, statements regarding any acquisition proposal and/or the potential sale of the Company and whether such proposal or a strategic alternative thereto may be considered or consummated; statements regarding the Company's expectations of its operating plans, deliveries under contracts and strategies generally; statements regarding its expectations of the performance of business; expectations regarding costs and revenues, future operating results, additional orders, future business opportunities and continued growth, may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Although Orbit believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Many of these factors are beyond Orbit International's ability to control or predict. Important factors that may cause actual results to differ materially and that could impact Orbit International and the statements contained in this news release can be found in Orbit's filings with the Securities and Exchange Commission including quarterly reports on Form 10-Q, current reports on Form 8-K, annual reports on Form 10-K and its other periodic reports. For forward-looking statements in this news release, Orbit claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Orbit assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise. (See Accompanying Tables)
ORBIT INTERNATIONAL CORP. CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 2010 2009 2010 2009 ---- ---- ---- ----- Net sales $7,299 $6,876 $19,803 $19,029 Cost of sales 4,484 4,151 12,594 11,471 ------- ------- -------- --------- Gross profit 2,815 2,725 7,209 7,558 Selling general and administrative expenses 2,297 2,419 7,246 7,551 Interest expense 61 53 172 141 Investment and other income (32) (81) (213) (157) ------- ------- -------- --------- Net income before taxes 489 334 4 23 Income tax (benefit) provision (20) 14 1 50 ------- ------- -------- --------- Net income (loss) $ 509 $ 320 $ 3 $ (27) ====== ====== ======== ======== Basic earnings (loss) per share $ 0.11 $ 0.07 $ 0.00 $ (0.01) Diluted earnings (loss) per share $ 0.11 $ 0.07 $ 0.00 $ (0.01) Weighted average number of shares outstanding: Basic 4,444 4,346 4,417 4,343 Diluted 4,514 4,445 4,499 4,343
ORBIT INTERNATIONAL CORP. CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMEBER 2010 2009 2010 2009 ----- ----- ----- ----- EBITDA Reconciliation (as adjusted) - ------------------------------------------------- Net income (loss) $ 509 $ 320 $ 3 $ (27) Interest expense 61 53 172 141 Tax (benefit) expense (20) 14 1 50 Depreciation and amortization 75 178 300 538 Stock based compensation 88 76 257 233 ------ ----- ----- ------ EBITDA (1) $ 713 $ 641 $ 733 $ 935 ====== ===== ===== ====== Adjusted EBITDA Per Diluted Share Reconciliation - ------------------------------------------------- Net income (loss) $ 0.11 $0.07 $0.00 $(0.00) Interest expense 0.01 0.01 0.04 0.03 Tax (benefit) expense (0.00) 0.00 0.00 0.01 Depreciation and amortization 0.02 0.04 0.06 0.13 Stock based compensation 0.02 0.02 0.06 0.05 ------ ----- ----- ------- EBITDA per diluted share (1) $ 0.16 $0.14 $0.16 $ 0.22 ====== ===== ===== ======= (1) (1) The EBITDA table presented above is not determined in accordance with accounting principles generally accepted in the United States of America. Management uses adjusted EBITDA to evaluate the operating performance of its business. It is also used, at times, by some investors, security analysts and others to evaluate companies and make informed business decisions. EBITDA is also a useful indicator of the income generated to service debt. EBITDA is not a complete measure of an entity's profitability because it does not include costs and expenses for interest, depreciation and amortization and income taxes. EBITDA as presented herein may not be comparable to similarly named measures reported by other companies. .
NINE MONTHS ENDED SEPTEMBER 30, Reconciliation of EBITDA, as adjusted, to cash flows from operating activities (1) 2010 2009 - ------------------------------------------- ------------ --------- EBITDA (as adjusted) $ 733 $ 935 Interest expense (172) (141) Tax expense (1) (50) Bond amortization 0 6 Bad debt expense 0 10 Gain on sale of marketable securities (100) (26) Unrealized loss on marketable securities 0 39 Deferred income (64) (64) Net change in operating assets and liabilities 717 723 ------------- --------- Cash flows from operating activities $ 1,113 $ 1,432 ============= =========
ORBIT INTERNATIONAL CORP. CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 2010 DECEMBER 31, 2009 ----------------- ----------------- ASSETS (UNAUDITED) Current assets: Cash and cash equivalents $ 2,625,000 $ 2,321,000 Investments in marketable securities 413,000 1,019,000 Accounts receivable, less allowance for doubtful accounts 3,949,000 3,857,000 Inventories 11,309,000 11,624,000 Costs and estimated earnings in excess of billings on uncompleted contracts 513,000 1,079,000 Deferred tax asset 399,000 714,000 Other current assets 283,000 287,000 ---------- ----------- Total current assets 19,491,000 20,901,000 Property and equipment, net 1,343,000 1,246,000 Goodwill 2,483,000 2,483,000 Intangible assets, net 133,000 227,000 Deferred tax asset 1,788,000 1,403,000 Other assets 692,000 661,000 ----------- ----------- Total assets $25,930,000 $26,921,000 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Current portion of long term obligations $ 931,000 $ 995,000 Notes payable-bank 552,000 988,000 Accounts payable 1,159,000 1,084,000 Income taxes payable - 57,000 Accrued expenses 1,005,000 1,102,000 Customer advances 66,000 32,000 Deferred income 85,000 85,000 ----------- ------------ Total current liabilities 3,798,000 4,343,000 Deferred income 107,000 171,000 Long-term obligations 3,258,000 4,034,000 ---------- ---------- Total liabilities 7,163,000 8,548,000 Stockholders' Equity Common stock 507,000 493,000 Additional paid-in capital 21,873,000 21,464,000 Treasury stock (915,000) (913,000) Accumulated other comprehensive gain 35,000 65,000 Accumulated deficit (2,733,000) (2,736,000) ---------- ----------- Stockholders' equity 18,767,000 18,373,000 ---------- ---------- Total liabilities and stockholders' equity $25,930,000 $26,921,000 =========== ===========
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