-----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, KZLpQJb+oYNod2tYHCryUFu8rIQwDP2Yz0ucYwp8GjdxV4SBQdjIyCau/uuoULeb Xmh9zyppDyZmvY/0K0V4SQ== 0001157523-03-006455.txt : 20031110 0001157523-03-006455.hdr.sgml : 20031110 20031110151044 ACCESSION NUMBER: 0001157523-03-006455 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031107 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031110 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: 03988100 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 a4512113.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): November 7, 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 November 4, 2003, the Registrant issued a press release announcing financial results for the second quarter of the 2004 fiscal year which ended on September 27, 2003. 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 November 4, 2003 entitled "Boston Acoustics Announces Second Quarter 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: November 7, 2003 By: /s/ Debra A. Ricker-Rosato --------------------------------- Debra A. Ricker-Rosato Vice President - Finance -2- EXHIBIT INDEX Exhibit No. Description of Exhibits 99.1 Press Release Dated November 4, 2003 entitled "Boston Acoustics Announces Second Quarter Results" EX-99 3 a4512113ex991.txt EXHIBIT 99.1 PRESS RELEASE NOV. 4 Exhibit 99.1 Boston Acoustics Announces Second Quarter Results PEABODY, Mass.--(BUSINESS WIRE)--Nov. 4, 2003--Boston Acoustics, Inc. (NASDAQ:BOSA) today announced its financial results for the second quarter of the 2004 fiscal year which ended September 27, 2003. Net sales for the quarter decreased approximately 29%, to $13.1 million from $18.5 million for the same period a year ago. Net income decreased to approximately $137,000 from approximately $358,000, and diluted earnings per share decreased to $.03 per share compared to $.08 per share for the same period a year ago. Compared to the corresponding quarter a year ago, the Company's Core Segment sales were down 12% and OEM/Multimedia Segment sales were down 66%, resulting in an overall net sales decrease of 29% for the quarter. As previously announced, the significant decrease in the OEM/Multimedia segment was anticipated and incorporated in the 2004 fiscal year business plan. Within the Company's core segment, results included gross sales increases in the custom and integrated product categories, which were offset by decreases in the home and car product categories during the quarter. Other expenses during the quarter reflect foreign currency translation expenses attributed to the Company's foreign subsidiaries' results during the three-month period ended September 27, 2003 as compared to the same period a year ago. These currency translation expenses offset currency translation income reflected during the first three months of fiscal 2004. For the six months ended September 27, 2003, net sales decreased approximately 30% to $25.7 million from $36.8 million in the same period a year ago. Net income was approximately $0.4 million compared to $0.6 million and diluted earnings per share were $.08 per share compared to $.14 per share for the six months ended September 28, 2002. CEO Moses Gabbay stated, "Although our sales declined during the quarter as compared to the corresponding quarter a year ago, the Company's constant focus on controlling costs and maximizing manufacturing efficiencies resulted in continual improvement in the overall gross margin, specifically in the core business segment. Operating expenses, although increased as a percentage of sales, actually decreased in absolute dollars. The Company's sales, marketing and engineering teams are concentrating efforts on well-timed new product introductions, and additional market awareness of the 'Boston' brand name by seeking new specialized market opportunities." Mr. Gabbay continued, "During the quarter, the Company repurchased approximately 275,000 shares of common stock for approximately $3.3 million. The balance sheet remains solid. Cash and cash equivalents have been used effectively, inventories have decreased since the end of our fiscal year at March 29, 2003, and the Company has no debt. The Company will be prepared to capitalize on the opportunities presented to us as overall market conditions improve." 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 Sept. 27, 2003 Sept. 28, 2002 -------------- -------------- Net Sales $13,110,912 $18,527,616 Cost of Goods Sold 8,269,544 12,826,264 ----------- ----------- Gross Profit 4,841,368 5,701,352 ----------- ----------- Selling and Marketing Expenses 2,300,302 2,629,624 General and Administrative Expenses 1,090,687 1,259,081 Engineering and Development Expenses 1,094,608 1,362,867 ----------- ----------- Total Operating Expenses 4,485,597 5,251,572 ----------- ----------- Income from Operations 355,771 449,780 Interest Income, net 32,898 15,125 Other Income (Expense) (93,937) 134,156 ----------- ----------- Income before provision for income taxes 294,732 599,061 Provision for Income Taxes 158,000 241,000 ----------- ----------- Net Income $ 136,732 $ 358,061 =========== =========== Basic Earnings per Share $.03 $.08 Diluted Earnings per Share $.03 $.08 Weighted Average Shares Outstanding Basic 4,330,476 4,552,848 Diluted 4,375,892 4,641,021 Six Months Ended Sept. 27, 2003 Sept. 28, 2002 -------------- -------------- Net Sales $25,708,109 $36,784,893 Cost of Goods Sold 16,287,002 25,274,708 ---------- ----------- Gross Profit 9,421,107 11,510,185 ----------- ----------- Selling and Marketing Expenses 4,441,692 5,256,548 General and Administrative Expenses 2,201,994 2,490,601 Engineering and Development Expenses 2,214,169 2,917,450 ----------- ----------- Total Operating Expenses 8,857,855 10,664,599 ----------- ----------- Income from Operations 563,252 845,586 Interest Income, net 48,004 27,097 Other Income (Expense) (1,737) 152,987 ----------- ----------- Income before provision for income taxes 609,519 1,025,670 Provision for Income Taxes 257,000 391,000 ----------- ----------- Net Income $ 352,519 $ 634,670 =========== =========== Basic Earnings per Share $.08 $.14 Diluted Earnings per Share $.08 $.14 Weighted Average Shares Outstanding Basic 4,366,915 4,574,221 Diluted 4,383,710 4,657,390 Consolidated Balance Sheets Sept. 27, 2003 March 29, 2003 -------------- -------------- Assets Current Assets Cash and cash equivalents $ 6,407,434 $ 6,941,222 Accounts receivable, net 7,089,548 6,582,033 Inventories 10,053,699 11,919,039 Deferred income taxes 3,284,000 3,577,000 Prepaid income taxes 882,604 1,449,000 Prepaid expenses and other current assets 1,044,868 1,009,369 ------------- ------------ Total current assets 28,762,153 31,477,663 Property and Equipment, net 11,667,972 12,190,549 Other Assets, net 1,001,451 996,172 ------------- ------------ Total assets $ 41,431,576 $ 44,664,384 ============= ============ Liabilities and Shareholders' Equity Current Liabilities Accounts payable $ 5,991,246 $ 5,630,246 Accrued payroll & related expenses 562,305 602,589 Dividends payable 349,936 374,136 Other accrued expenses 2,178,215 2,079,095 ------------- ------------ Total current liabilities 9,081,702 8,686,066 Minority Interest in Joint Venture 21,947 37,344 Shareholders' Equity 32,327,927 35,940,974 ------------- ------------ Total liabilities and shareholders' equity $ 41,431,576 $ 44,664,384 ============= ============ 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 29, 2003. 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. Moses Gabbay, 978-538-5000 Moses@bostona.com or Debby Ricker-Rosato, 978-538-5000 DRicker@bostona.com -----END PRIVACY-ENHANCED MESSAGE-----