-----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, PUpyPJgAKbPfvSeN4UCYYskjfrWEdsFMknWxY1e01TqAE2F8ha65JmykhnN9WnJD mx6b+HvcOBVZRjSOfq9hKg== 0000950152-96-003527.txt : 19960723 0000950152-96-003527.hdr.sgml : 19960723 ACCESSION NUMBER: 0000950152-96-003527 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960716 ITEM INFORMATION: Other events FILED AS OF DATE: 19960719 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PIONEER STANDARD ELECTRONICS INC CENTRAL INDEX KEY: 0000078749 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 340907152 STATE OF INCORPORATION: OH FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05734 FILM NUMBER: 96597002 BUSINESS ADDRESS: STREET 1: 4800 E 131ST ST CITY: CLEVELAND STATE: OH ZIP: 44105 BUSINESS PHONE: 2165873600 8-K 1 PIONEER STANDARD CURRENT REPORT 1 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: July 16, 1996 (Date of earliest event reported) PIONEER-STANDARD ELECTRONICS, INC. ---------------------------------------------------------- (Exact name of Registrant as specified in its charter) Ohio 0-5734 34-0907152 - ------------------------------- --------------------- ---------------------- (State or other jurisdiction of (Commission File No.) (I.R.S. Employer incorporation) Identification Number) 4800 East 131st Street, Cleveland, Ohio 44105 - -------------------------------------------------- ----------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (216) 587-3600 ---------------- 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 thereunto duly authorized. PIONEER-STANDARD ELECTRONICS, INC. By: /s/ John V. Goodger --------------------------------- John V. Goodger, Vice President, Treasurer and Asst. Secretary Date: July 19, 1996 Page 1 of 5 Pages Exhibit Index Appears on Page 3 2 Item 5. Other Events - --------------------- On July 16, 1996, Pioneer-Standard Electronics, Inc. reported its June 30, 1996 results in a press release. Page 2 of 5 Pages 3
EXHIBITS -------- Number Description Page - ------ ----------- ---- 99 Press Release issued by the Company 4 on July 16, 1996
Page 3 of 5 Pages EX-99 2 EXHIBIT 99 1 [PIONEER-STANDARD ELECTRONICS, INC. LETTERHEAD] Contact: John V. Goodger July 16, 1996 216/587-3600 FOR IMMEDIATE RELEASE PIONEER-STANDARD REPORTS RECORD FIRST QUARTER SALES CLEVELAND, July 16, Record sales of Pioneer-Standard Electronics, Inc. (NASDAQ.PIOS) of $375,156,000 for the first quarter ended June 30, 1996, reflect especially strong demand for computer systems products. The current quarter sales, which include the sales of Pioneer-Standard of Maryland, the Company's former affiliate which Pioneer acquired in November, 1995, were up 67 percent from the $224,724,000 recorded last year. The Company's sales, excluding the newly acquired affiliate, were $268,517,000, up 19 percent from last year. Operating profit was up 19 percent in the quarter. A shift in product mix and higher interest costs from increased debt led to slightly lower earnings compared to last year. The increased debt resulted from the purchase of the Company's former 50 percent-owned affiliate and to fund working capital needs to support the growth of the business. Net income for the Cleveland-based distributor of industrial electronic components and systems integrator of computer products and peripherals totaled $6,151,000 compared with $6,816,000 earned a year earlier. Earnings per share of 27 cents were 7 percent below the 29 cents in first quarter a year ago. Net income in the current year quarter included 100 percent of the Company's former affiliate. In the prior year, net income included only a 50 percent equity interest in the affiliate's earnings. Per share amounts for the prior year have been adjusted to reflect a 3-for-2 split of the Company's common shares effective September 6, 1995. James L. Bayman, chairman, president and chief executive officer of Pioneer, said that demand for computer systems products is driving sales growth throughout the industrial electronics distribution industry. "While business levels remain quite good, the rate of increase has somewhat moderated from the torrid pace of the past two years. We continue to invest in initiatives that foster long-term growth and greater operating efficiencies, including training and process improvements," Bayman added. Pioneer ranks fourth worldwide among industrial electronics distributors. Pioneer serves the approximately $21 billion North American industrial electronics distribution market from more than 50 locations supplying technical support, electronic components and systems integration of computer products and peripherals. Pioneer is International Organization for Standardization (ISO) certified and has an ISO-9002 registration for its sales, product management operations, commercial and military warehouses, systems integration, and connector and cable assembly operations. Additional information about Pioneer and its business partners can be found on the World Wide Web at http://www.pios.com. ### (TABLE ATTACHED) Page 4 of 5 2 PIONEER-STANDARD ELECTRONICS, INC. (Dollars in thousands except per share amounts, unaudited)
SALES AND EARNINGS Three Months Period ended June 30 1996 1995 -------------------- ---- ---- Net sales $375,156 $224,724 Cost of sales 308,990 181,114 Operating expenses 51,348 31,148 -------- -------- Operating profit 14,818 12,462 Interest expense 3,904 1,449 Equity earnings ---- 451 -------- -------- Income before taxes 10,914 11,464 Taxes 4,763 4,648 -------- -------- Net income $ 6,151 $ 6,816 ======== ======== Earnings per share $ .27 $ .29 Dividends per share $ .03 $ .023 Average shares outstanding 23,138,433 23,085,351 Shares outstanding, end of period 22,534,167 22,427,731
CONDENSED BALANCE SHEETS June 30, 1996 and 1995 Assets 1996 1995 Liabilities & Equity 1996 1995 - ------ ---- ---- -------------------- ---- ---- Current assets Current Liabilities Cash $ 31,713 $ 16,454 Current debt $ 29,500 $ 3,000 Receivables 204,973 129,518 Accounts payable 163,576 113,450 Inventory 263,914 147,172 Other 41,100 29,665 Other 13,256 7,986 -------- -------- -------- -------- Total $234,176 $146,115 Total $513,856 $301,130 Long-term debt 212,481 77,316 Net fixed assets 47,961 34,837 Deferred taxes 2,328 2,232 Intangible & Other 43,636 23,051 Equity 156,468 133,355 -------- -------- -------- -------- $605,453 $359,018 $605,453 $359,018 ======== ======== ======== ========
Per share figures and shares outstanding are adjusted to reflect the September 6, 1995 3-for-2 share split. Effective November 30, 1995, the Company acquired the remaining 50% of the common stock of Pioneer-Standard of Maryland, Inc. that it did not already own. The income statement for the current year quarter includes the operating results of Maryland. The balance sheet as of June 30, 1996 includes the assets and liabilities of the two companies on a consolidated basis. Prior to the acquisition, the Company included 50% of Maryland's net income on the equity method and sales of the two companies were not consolidated for reporting purposes. Proforma sales of the two organizations for the 1995 quarter were $304,211,000. Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----