-----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, AJ+nf42Cv60Xtupz08Dn5MbqFQMG/uCelQ2ibPlgwt7Rmr5CtG9UKq1U2PUDk2jd sWlKHhBHO53+X2WgjTktFw== 0000076267-05-000015.txt : 20050629 0000076267-05-000015.hdr.sgml : 20050629 20050629095643 ACCESSION NUMBER: 0000076267-05-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050629 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050629 DATE AS OF CHANGE: 20050629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARK ELECTROCHEMICAL CORP CENTRAL INDEX KEY: 0000076267 STANDARD INDUSTRIAL CLASSIFICATION: PRINTED CIRCUIT BOARDS [3672] IRS NUMBER: 111734643 STATE OF INCORPORATION: NY FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04415 FILM NUMBER: 05922789 BUSINESS ADDRESS: STREET 1: 48 SOUTH SERVICE ROAD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 6314653600 MAIL ADDRESS: STREET 1: 48 SOUTH SERVICE ROAD CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 e8k1q06.txt FORM 8-K FIRST QUARTER 2006 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): June 29, 2005 ------------- PARK ELECTROCHEMICAL CORP. - -------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) New York 1-4415 11-1734643 - -------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 48 South Service Road, Melville, New York 11747 - -------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (631) 465-3600 --------------- 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: [ ] 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)) Item 2.02 Results of Operations and Financial Condition. Park Electrochemical Corp. (the "Company") issued a news release on June 29, 2005 reporting its results of operations for its 2006 fiscal year first quarter ended May 29, 2005. The Company is furnishing the news release to the Securities and Exchange Commission pursuant to Item 2.02 of Form 8-K as Exhibit 99.1 hereto. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. 99.1 News Release dated June 29, 2005 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. PARK ELECTROCHEMICAL CORP. Date: June 29, 2005 By: /s/ Murray O. Stamer Name: Murray O. Stamer Title: Senior Vice President and Chief Financial Officer EXHIBIT INDEX Number Exhibit Description Page 99.1 News Release dated June 29, 2005........ 5 EX-99 2 enr1q06.txt NEWS RELEASE FIRST QUARTER 2006 RESULTS NEWS RELEASE Contact: Murray Stamer 48 South Service Road Melville, NY 11747 (631) 465-3600 PARK ELECTROCHEMICAL REPORTS FIRST QUARTER RESULTS Melville, New York, June 29, 2005......Park Electrochemical Corp. (NYSE-PKE) reported sales of $55,676,000 for its 2006 fiscal year first quarter ended May 29, 2005 compared to sales of $58,518,000 for the first quarter of last year. Park reported net earnings before special items of $6,387,000 for the first quarter ended May 29, 2005 compared to net earnings of $6,021,000 for last fiscal year's first quarter ended May 30, 2004. The Company recorded an after-tax charge of $1,059,000 for termination benefits related to the reduction in workforce at its Neltec Europe SAS subsidiary in Mirebeau, France during the first quarter ended May 29, 2005. Net earnings were $5,328,000 for the quarter ended May 29, 2005 compared to net earnings of $6,021,000 for last year's first quarter. Park's basic and diluted earnings per share before special items were $.32 for the first quarter ended May 29, 2005 compared to basic and diluted earnings per share of $.30 for last year's first quarter. Basic and diluted earnings per share were $.27 for the quarter ended May 29, 2005 compared to basic and diluted earnings per share of $.30 for last year's first quarter. Brian Shore, Park's President and CEO, said, "The global markets for our electronic materials products continued to be mixed during our first quarter and into the beginning of our second quarter. Although, as usual, our visibility into our electronics markets is very limited, I should at least remind you that our second quarter is often the slowest quarter for our electronic materials business. The markets for our advanced composite materials products continued to be strong in the first quarter, and we believe that strength will continue through the second quarter." The Company will conduct a conference call to discuss its financial results at 11:00 a.m. EDT today. Forward-looking and other material information may be discussed in this conference call. The conference call dial-in number is (800) 811-8824. For those unable to listen to the call live, a conference call replay will be available from approximately 2:00 p.m. EDT today through 11:59 p.m. EDT on Sunday, July 3, 2005. The conference call replay can be accessed by dialing (888) 203-1112 and entering passcode 8236774 or on the Company's web site at www.parkelectro.com under the caption "Investor Conference Calls". Any additional material financial or statistical data disclosed in the conference call will also be available at the time of the conference call on the Company's web site at www.parkelectro.com under the caption "Investor Conference Calls". Park believes that an evaluation of its ongoing operations would be difficult if the disclosure of its financial results were limited to generally accepted accounting principles ("GAAP") financial measures, which include special items, such as realignment and severance charges. Accordingly, in addition to disclosing its financial results determined in accordance with GAAP, Park discloses non-GAAP operating results that exclude special items in order to assist its shareholders and other readers in assessing the Company's operating performance, since the Company's on-going, normal business operations do not include such special items. The detailed operating information presented below reconciles the non-GAAP operating results before special items to net earnings determined in accordance with GAAP. Such non-GAAP financial measures are provided to supplement the results provided in accordance with GAAP. Certain portions of this press release may be deemed to constitute forward looking statements that are subject to various factors which could cause actual results to differ materially from Park's expectations. Such factors include, but are not limited to, general conditions in the electronics industry, Park's competitive position, the status of Park's relationships with its customers, economic conditions in international markets, the cost and availability of utilities, and the various factors set forth under the caption "Factors That May Affect Future Results" after Item 7 of Park's Annual Report on Form 10-K for the fiscal year ended February 27, 2005. Park Electrochemical Corp. is a global advanced materials company which develops and manufactures high-technology digital and RF/microwave printed circuit materials and advanced composite materials for the electronics, military, aerospace, wireless communication, specialty and industrial markets. The Company's manufacturing facilities are located in Singapore, China (currently under construction), France (two facilities), Connecticut, New York, Arizona and California. The Company operates under the FiberCoteT, Nelcor and Neltecr names. Additional corporate information is available on the Company's web site at www.parkelectro.com. The performance table (in thousands, except per share amounts-unaudited): 13 weeks ended ----------------- 5/29/05 5/30/04 ------- ------- Sales $55,676 $58,518 Net Earnings before Special Items $6,387 $6,021 Special Items 1,059 - Net Earnings $5,328 $6,021 Basic and Diluted Earnings Per Share: Earnings before Special Items $0.32 $0.30 Special Items 0.05 - Earnings Per Share $0.27 $0.30 Weighted Average Shares Outstanding: Basic 19,947 19,810 Diluted 20,076 20,068 The comparative balance sheets (in thousands): 5/29/05 2/27/05 (unaudited) Assets Current Assets Cash and Marketable Securities $192,343 $189,578 Accounts Receivable, Net 35,675 35,722 Inventories 15,292 15,418 Other Current Assets 3,985 2,944 Total Current Assets 247,295 243,662 Fixed Assets, Net 61,112 63,251 Other Assets 365 398 Total Assets $308,772 $307,311 Liabilities and Stockholders' Equity Current Liabilities Accounts Payable $ 12,076 $ 15,121 Accrued Liabilities 20,905 20,566 Income Taxes Payable 7,938 6,474 Total Current Liabilities 40,919 42,161 Deferred Income Taxes 4,439 5,042 Liability from Discontinued Operations 17,251 17,251 Total Liabilities 62,609 64,454 Stockholders' Equity 246,163 242,857 Total Liabilities and Stockholders' Equity $308,772 $307,311 Equity Per Share $12.32 $12.19 Detailed operating information (in thousands - unaudited): 13 Weeks Ended 5/29/05 5/30/04 Net Sales $55,676 $58,518 Cost of Sales 43,646 44,806 % 78.4% 76.6% Gross Profit 12,030 13,712 % 21.6% 23.4% Selling, General and Administrative Expenses 6,269 8,341 % 11.3% 14.2% Profit from Operations 5,761 5,371 % 10.3% 9.2% Other Income 1,336 651 % 2.4% 1.1% Pre-Tax Operating Profit 7,097 6,022 % 12.7% 10.3% Income Tax Provision 710 1 Effective Tax Rate 10.0% 0.0% Net Profit before Special Items 6,387 6,021 % 11.5% 10.3% Special Items: Realignment charges 1,059 - % 1.9% - Income Tax Benefit - - Effective Tax Rate - - After-Tax Realignment Charges 1,059 - % 1.9% - After Special Items: Earnings before Income Taxes 6,038 6,022 % 10.8% 10.3% Income Tax Provision 710 1 Effective Tax Rate 11.8% 0.0% Net Earnings $ 5,328 $ 6,021 % 9.6% 10.3% # # # # # -----END PRIVACY-ENHANCED MESSAGE-----