-----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, Al4rGWbesTjKCOamxfMBT7hx4hc5WrWV5DrQAVZUcUtaal4c/u2ScUKIKMzOuEx6 1zzLVpHfQ7wRVQ0FR/fEUg== 0001157523-03-002411.txt : 20030723 0001157523-03-002411.hdr.sgml : 20030723 20030613104533 ACCESSION NUMBER: 0001157523-03-002411 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030611 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON ACOUSTICS INC CENTRAL INDEX KEY: 0000805268 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 042662473 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15193 FILM NUMBER: 03743029 BUSINESS ADDRESS: STREET 1: 300 JUBILEE DRIVE STREET 2: P O BOX 6015 CITY: PEABODY STATE: MA ZIP: 01961-6015 BUSINESS PHONE: 5085385000 MAIL ADDRESS: STREET 1: 300 JUBILEE DRIVE STREET 2: P O BOX 6015 CITY: PEABODY STATE: MA ZIP: 01961-6015 8-K 1 a4414130.txt BOSTON ACOUSTICS 8-K 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 11, 2003 Boston Acoustics, Inc. (Exact Name of Registrant as Specified in Charter) Massachusetts 33-9875 04-2662473 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 300 Jubilee Drive, Peabody, Massachusetts 01960 (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code: (978) 538-5000 Item 5. Other Events: On June 11, 2003, the Registrant issued a press release announcing fourth quarter and fiscal year 2003 results. Included in the press release was the announcement that the Company had implemented a corporate reorganization plan including a headcount reduction. The employment of 52 employess was terminated in such reorganization. A copy of the press release is attached as an exhibit to this report. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits. Exhibit No. 99.1 - Press Release Dated June 11, 2003 entitled "Boston Acoustics Announces Fourth Quarter and Fiscal Year 2003 Results" SIGNATURES 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. Boston Acoustics, Inc. Date: June 13, 2003 By: /s/ Debra A. Ricker-Rosato --------------------------------- Debra A. Ricker-Rosato Vice President - Finance EXHIBIT INDEX Exhibit No. Description of Exhibits 99.1 Press Release Dated June 11, 2003 entitled "Boston Acoustics Announces Fourth Quarter and Fiscal Year 2003 Results" EX-99 3 a4414130ex991.txt EXHIBIT 99.1 Boston Acoustics Announces Fourth Quarter and Fiscal Year 2003 Results PEABODY, Mass.--(BUSINESS WIRE)--June 11, 2003--Boston Acoustics, Inc. (NASDAQ:BOSA) today announced its financial results for the fourth quarter and the fiscal year ended March 29, 2003. Net sales for the quarter were $13.4 million compared to $20.6 million for the same period a year ago, a decrease of $7.2 million or 35%. The Company reported net income for the quarter of $419,000 compared to $1.5 million for the corresponding period last year. Diluted earnings per share were $.10 compared to $.32 per share for the corresponding period last year. Although the Company had net income for the fourth quarter, it incurred an operating loss during the quarter of approximately $2.6 million. The operating loss during the quarter is attributed in part to expenses of approximately $600,000 related to headcount reductions and the transfer of manufacturing operations of Snell Acoustics, a wholly owned subsidiary, to the Company's Peabody, Massachusetts facility. During the quarter, the Company also recorded a tax benefit to recognize a deferred tax asset related to the current year's operating loss and identified certain research tax credits for prior fiscal years. Net sales for the fiscal year decreased to $70.6 million compared to $85.3 million for the same period a year ago. Net income for the year was $1.8 million compared to $3.9 million a year ago, while diluted earnings per share decreased to $.41 per share compared to $.82 per share last year. Of the $14.7 million decrease in sales for fiscal year 2003, $6.9 million was attributable to the OEM/Multimedia segment of the Company's business and $7.8 million resulted from a decline in its Core sales. CEO Moses Gabbay stated, "Principally, in response to the continued weak economy, the Company implemented a corporate reorganization and rationalization plan at the end of March 2003. The program was designed to increase corporate efficiency, reduce the length of time required to develop new products and to allow increased emphasis on new product development. We anticipate these operational changes and headcount reductions will result in annual savings of approximately $5.2 million in fiscal 2004. It should be noted that significant product development expenditures were incurred throughout fiscal 2003 on the OEM automotive program; and on the "integrated" development program which combines our high performance speakers with electronics of comparable quality. These programs should lead to enhanced levels of profitability when the economy returns to more normal levels; when the Company begins shipping product in fiscal 2005 under the OEM automotive contract announced in June 2002; and when new "integrated" product introductions contribute more fully to Company sales. We will continue to assess our needs in order to respond to the fluctuations in market demand, but remain focused on developing products that will position the Company to grow revenue at increasing margins as the market improves." Mr. Gabbay added "Despite the current state of the economy, the Company's cash flow remains positive; inventories have been reduced in line with sales; cash and cash equivalents have increased from approximately $5.1 million at the end of fiscal 2002 to approximately $6.9 million at the end of fiscal 2003; and that the Company has no indebtedness. Furthermore, the Company recently reported that its Board of Directors has declared and authorized the payment of the regular quarterly dividend of $.085 per common share. The Directors dividend action demonstrates their continuing confidence in the fundamental strength of the Company and its future prospects." Boston Acoustics, Inc. provides audio solutions for home entertainment, automobiles and personal computers. Founded in 1979, Boston Acoustics is located in Peabody, Massachusetts. Three Months Ended March 29, 2003 March 30, 2002 Net Sales $13,380,438 $20,620,631 Cost of Goods Sold 9,723,987 14,212,939 Gross Profit 3,656,451 6,407,692 Selling and Marketing Expenses 2,676,557 2,504,787 General and Administrative Expenses 1,385,939 1,168,852 Engineering and Development Expenses 2,209,294 1,401,643 Total Operating Expenses 6,271,790 5,075,282 Income (Loss) from Operations (2,615,339) 1,332,410 Interest Income (Expense), net 118,309 (2,890) Other Income 42,066 73,159 Income (Loss) before provision for income taxes (2,454,964) 1,402,679 Benefit for Income Taxes (2,874,000) (85,000) Net Income $ 419,036 $ 1,487,679 Basic Earnings per Share $ .10 $ .32 Diluted Earnings per Share $ .10 $ .32 Weighted Average Shares Outstanding Basic 4,401,595 4,595,595 Diluted 4,419,308 4,615,767 Twelve Months Ended March 29, 2003 March 30, 2002 Net Sales $70,629,162 $85,335,768 Cost of Goods Sold 48,867,166 59,135,678 Gross Profit 21,761,996 26,200,090 Selling and Marketing Expenses 10,690,311 10,446,858 General and Administrative Expenses 5,174,316 4,806,545 Engineering and Development Expenses 6,772,875 5,252,466 Total Operating Expenses 22,637,502 20,505,869 Income (Loss) from Operations (875,506) 5,694,221 Interest Income (Expense), net 163,098 (154,863) Other Income (Expense) 309,292 (68,959) Income (Loss) before provision for income taxes (403,116) 5,470,399 Provision (Benefit) for Income Taxes (2,246,000) 1,560,000 Net Income $ 1,842,884 $ 3,910,399 Basic Earnings per Share $ .41 $ .82 Diluted Earnings per Share $ .41 $ .82 Weighted Average Shares Outstanding Basic 4,487,908 4,774,746 Diluted 4,552,100 4,784,926 Consolidated Balance Sheets March 29, 2003 March 30, 2002 Assets Current Assets Cash and cash equivalents $ 6,941,222 $ 5,134,558 Accounts receivable, net 6,582,033 10,830,538 Inventories 11,919,039 14,370,308 Deferred income taxes 3,577,376 1,724,000 Prepaid income taxes 1,449,580 441,860 Prepaid expenses and other current assets 1,009,369 568,932 Total current assets 31,478,619 33,070,196 Property and Equipment, net 12,190,549 13,919,964 Other Assets 995,216 1,428,286 Total assets $44,664,384 $48,418,446 Liabilities and Shareholders' Equity Current Liabilities Accounts payable $ 5,630,246 $ 5,230,684 Accrued payroll & related expenses 602,589 1,185,529 Current maturity of line of credit --- 2,500,000 Other current liabilities 2,453,231 1,485,995 Total current liabilities 8,686,066 10,402,208 Minority Interest in Joint Venture 37,344 18,265 Shareholders' Equity 35,940,974 37,997,973 Total liabilities and shareholders' equity $44,664,384 $48,418,446 Certain statements in this press release contain certain forward-looking statements concerning Boston Acoustics' operations, economic performance and financial condition. Such forward-looking statements are based on a number of assumptions and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Boston Acoustics to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that could cause such differences include, but are not limited to, those discussed in the Company's Annual Report on Form 10-K for the fiscal year ended March 30, 2002. The words "believe," "expect," "anticipate," "intend," and "plan" and similar expressions identify forward-looking statements, which speak only as of the date the statement was made. CONTACT: Boston Acoustics, Inc. 978/538-5000 Moses Gabbay Moses@bostona.com or Debby Ricker-Rosato DRicker@bostona.com -----END PRIVACY-ENHANCED MESSAGE-----