-----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, Uh2HFWwA/I4CveHQRM3ENr2oRSAqa2SvUr4MNcnj49+CTtLIncvnurAUXuK/f8BV HUw/R12+GVA9qAvF9nnziw== 0000076267-05-000028.txt : 20050921 0000076267-05-000028.hdr.sgml : 20050921 20050921103140 ACCESSION NUMBER: 0000076267-05-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050921 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050921 DATE AS OF CHANGE: 20050921 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: 0226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04415 FILM NUMBER: 051094950 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 e8k2q06.txt 8K Q2 FY06 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): September 21, 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 September 21, 2005 reporting its results of operations for its 2006 fiscal year second quarter ended August 28, 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 September 21, 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: September 21, 2005 By: /s/ James W. Kelly Name: James W. Kelly Title: Vice President, Taxes and Planning EXHIBIT INDEX --------------- Number Exhibit Description Page - ------- ----------- ---- 99.1 News Release dated September 21, 2005....... 5 [8k-2Q-06]sec EX-99 2 ex991fy062qe.txt PRESS RELEASE Q2 FY06 Exhibit 99.1 PARK ELECTROCHEMICAL CORP. NEWS RELEASE Contact: James W. Kelly 48 South Service Road Melville, NY 11747 (631) 465-3600 PARK ELECTROCHEMICAL REPORTS SECOND QUARTER RESULTS Melville, New York, September 21, 2005......Park Electrochemical Corp. (NYSE-PKE) reported sales of $52,442,000 for its 2006 fiscal year second quarter ended August 28, 2005 compared to sales of $51,098,000 for the second quarter of last year. Park's sales for the six months ended August 28, 2005 were $108,118,000 compared to sales of $109,616,000 for last year's first six months. Park reported net earnings of $6,057,000 for the second quarter ended August 28, 2005 compared to net earnings of $2,947,000 for last fiscal year's second quarter ended August 29, 2004. For the six-month period ended August 28, 2005, Park reported net earnings of $12,444,000 before a special item compared to net earnings of $8,968,000 for last year's first six-month period. The special item consisted of an after-tax restructuring charge of $1,059,000 for employment termination benefits related to the reduction in workforce at the Company's Neltec Europe SAS subsidiary in Mirebeau, France, which the Company recorded in the first quarter ended May 29, 2005. Net earnings were $11,385,000 for the six-month period ended August 28, 2005 compared to net earnings of $8,968,000 for last year's first six months. Park's basic and diluted earnings per share were $.30 for the second quarter ended August 28, 2005, compared to $.15 for last year's second quarter ended August 29, 2004. For the six-month period ended August 28, 2005, Park reported earnings of $.62 before the special item compared to basic and diluted earnings per share of $.45 for the first six months of last year. Basic and diluted earnings per share were $.57 for the first six months ended August 28, 2005, compared to $.45 for last year's first six months. Brian Shore, Park's President and CEO, said, "The condition of the global markets for our electronic materials products during our second quarter was similar to the condition of those markets during the prior several quarters. Although the global electronics markets which we serve seem to have improved to some degree over the last few weeks, we do not have an opinion as to whether those improvements will continue. I would like to remind you once again that our short-term visibility into the global electronics markets is very limited. The markets for our advanced composite materials products were strong during the second quarter as we expected, and we believe that that strength will persist through the third quarter." Brian Shore concluded, "We continue to focus a significant amount of our energy and time toward reinventing ourselves into a Technology Company and toward our Advanced Material Company growth initiatives." 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) 289-0533. 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, September 25, 2005. The conference call replay can be accessed by dialing (888) 203-1112 and entering passcode 3694443 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 restructuring 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 26 weeks Ended -------------- -------------- 8/28/05 8/29/04 8/28/05 8/29/04 ------- ------- ------- ------- Sales $52,442 $51,098 $108,118 $109,616 Net Earnings before Special Item $ 6,057 $ 2,947 $ 12,444 $ 8,968 Special Item - - (1,059) - ------- ------- --------- ------- Net Earnings $ 6,057 $ 2,947 $ 11,385 $ 8,968 Basic and Diluted Earnings Per Share: Earnings before Special Item $0.30 $0.15 $0.62 $0.45 Special Item - - (0.05) - ----- Earnings Per Share $0.30 $0.15 $0.57 $0.45 Weighted Average Shares Outstanding: Basic 20,032 19,885 19,989 19,847 Diluted 20,223 20,112 20,149 20,090
The comparative balance sheets (in thousands): 8/28/05 2/27/05 ------- ------- (unaudited) Assets ------ Current Assets Cash and Marketable Securities $199,901 $189,578 Accounts Receivable, Net 32,260 35,722 Inventories 14,550 15,418 Other Current Assets 5,586 2,944 -------- -------- Total Current Assets 252,297 243,662 Fixed Assets, Net 59,554 63,251 Other Assets 344 398 -------- -------- Total Assets $312,195 $307,311 ======== ======== Liabilities and Stockholders' Equity -------------------------------------- Current Liabilities Accounts Payable $11,238 $15,121 Accrued Liabilities 18,821 20,566 Income Taxes Payable 6,709 6,474 -------- -------- Total Current Liabilities 36,768 42,161 Deferred Income Taxes 6,156 5,042 Liability from Discontinued Operations 17,251 17,251 -------- -------- Total Liabilities 60,175 64,454 Stockholders' Equity 252,020 242,857 -------- -------- Total Liabilities and Stockholders' Equity $312,195 $307,311 ======== ======== Equity Per Share $12.55 $12.19 ======== ======== Detailed operating information (in thousands - unaudited):
13 Weeks Ended 26 Weeks Ended -------------- -------------- 8/28/05 8/29/04 8/28/05 8/29/04 ------- --------- --------- -------- Net Sales $52,442 $51,098 $108,118 $109,616 Cost of Sales 40,847 41,680 84,493 86,486 % 77.9% 81.6% 78.1% 78.9% Gross Profit 11,595 9,418 23,625 23,130 % 22.1% 18.4% 21.9% 21.1% Selling, General and Administrative Expenses 5,953 6,521 12,222 14,862 % 11.3% 12.7% 11.4% 13.6% Profit from Operations 5,642 2,897 11,403 8,268 % 10.8% 5.7% 10.5% 7.5% Other Income 1,483 776 2,819 1,427 % 2.8% 1.5% 2.6% 1.3% Pre-Tax Operating Profit 7,125 3,673 14,222 9,695 % 13.6% 7.2% 13.2% 8.8% Income Tax Provision 1,068 726 1,778 727 Effective Tax Rate 15.0% 19.8% 12.5% 7.5% Net Profit Before Special Item 6,057 2,947 12,444 8,968 % 11.5% 5.8% 11.5% 8.2% Special Item: Restructuring charge - - 1,059 - % - - 1.0% - Income Tax Provision - - - - Effective Tax Rate - - - - After-Tax Restructuring Charge - - 1,059 - % - - 1.0% - After Special Item: Earnings before Income Taxes 7,125 3,673 13,163 9,695 % 13.6% 7.2% 12.2% 8.8% Income Tax Provision 1,068 726 1,778 727 Effective Tax Rate 15.0% 19.8% 13.5% 7.5% Net Earnings $ 6,057 $ 2,947 $ 11,385 $ 8,968 % 11.5% 5.8% 10.5% 8.2%
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