-----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, IiM0px26b1KDzj0pvjGASfjerYHY0LwvBMJlqbPX9ss1BsSGmY7HENQoo7aJVOvn w53ZHS2F0Z4lXihMzDQ0sw== 0000808064-03-000135.txt : 20030828 0000808064-03-000135.hdr.sgml : 20030828 20030828170322 ACCESSION NUMBER: 0000808064-03-000135 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030828 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: C&D TECHNOLOGIES INC CENTRAL INDEX KEY: 0000808064 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 133314599 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09389 FILM NUMBER: 03871746 BUSINESS ADDRESS: STREET 1: 1400 UNION MEETING ROAD STREET 2: PO BOX 3053 CITY: BLUE BELL STATE: PA ZIP: 19422 BUSINESS PHONE: 2156192700 MAIL ADDRESS: STREET 1: 1400 UNION MEETING ROAD STREET 2: PO BOX 3053 CITY: BLUE BELL STATE: PA ZIP: 19422 8-K 1 header.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 28, 2003 --------------- C&D Technologies, Inc. --------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-9389 13-3314599 - ---------------- -------------------------- ------------- (State or other (Commission file number) (IRS empoyer jurisdiction of identification incorporation) no.) 1400 Union Meeting Road, Blue Bell, Pennsylvania 19422 - --------------------------------------- -------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (215) 619-2700 -------------- N/A ---------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits. (c) Exhibits. The following exhibit is filed herewith: Exhibit No. Description 99.1 Press release issued by C&D Technologies, Inc. (the "Company") dated August 28, 2003 Item 12. Results of Operations and Financial Condition. On August 28, 2003, the Company issued a press release regarding the Company's financial results for its second quarter ended July 31, 2003. The press release is attached as Exhibit 99.1 to this Form 8-K Current Report. 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. C&D TECHNOLOGIES, INC. Date: August 28, 2003 By:/s/ Stephen E. Markert, Jr. --------------------------------- Stephen E. Markert, Jr., Vice President - Finance and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press release dated August 28, 2003 issued by the Company. EX-99.1 3 aug2803rel.txt 1400 Union Meeting Road Blue Bell, PA 19422 Phone: 215-619-2700 Shareholder Contacts: Stephen E. Markert, Jr. of C&D: 215-619-7835 Yanis Bibelnieks for C&D: 718-499-6516 C&D TECHNOLOGIES REPORTS EARNINGS FOR SECOND QUARTER FY 2004 BLUE BELL, PA, August 28, 2003 - C&D Technologies, Inc. (NYSE: CHP), a leading North American producer and marketer of electrical power storage and conversion products used in telecommunications and industrial applications, today announced net income for its second quarter ending July 31, 2003 of $3,580,000 or 14 cents per share compared to $4,704,000 or 18 cents per share in the prior year's second quarter. Net sales for the second quarter were $81,364,000 compared to the prior year's second quarter of $84,292,000, but were up from net sales of $77,368,000 in the first quarter of this year, with earnings per share up over 10% from the first quarter's 11 cents per share. "The second quarter results reflect our continuing focus on cost controls in a difficult business environment," stated Wade H. Roberts, Jr., president and chief executive officer of the company. "This focus has enabled us to produce a solidly profitable quarter, generate strong operating cash flow and reduce debt to a four-year low. We are encouraged by the modest sequential improvement in sales and profit over the first quarter. This sales increase, the first in three quarters, combined with increased quotation activity, higher order backlog and a book-to-bill ratio slightly greater than one, gives us confidence that third quarter earnings per share could increase by a double digit percentage over the just-concluded second quarter," he said. For the fiscal six-month period ending July 31, 2003, net income decreased 27% to $6,402,000, or 25 cents per share, from $8,828,000, or 34 cents per share for the first six months of the prior year. Sales for the fiscal six-month period declined 6% to $158,732,000 from $168,354,000 in the prior year's comparable period. C&D Technologies' fiscal 2004 second quarter operating results from its reporting segments were as follows: Powercom - Sales fell 6% to $33,354,000, compared with $35,668,000 in last year's second quarter primarily due to lower telecommunications sales. Operating income in the quarter decreased 20% to $4,257,000 from $5,306,000 in the second quarter of fiscal 2003. Dynasty - Sales increased 13% in the quarter to $26,010,000 from $23,054,000 in the prior year's second quarter. This increase was primarily due to an increase in uninterruptible power supply sales. Operating income for the segment was relatively constant at $4,002,000 in the second quarter of fiscal 2004, compared with $4,018,000 in the prior year. Motive Power - Sales decreased 9% in the second quarter to $11,958,000 from $13,077,000 in the prior year's second quarter. The business had an operating loss of $1,649,000 in the second quarter compared to an operating loss of $1,138,000 in the prior year's comparable quarter. Power Electronics - Sales decreased 20% in the quarter to $10,042,000 from $12,493,000 in the prior year's second quarter. The revenue decrease was due primarily to a decline in DC to DC converter sales. The business had an operating loss of $391,000 in the quarter compared to operating income of $440,000 in the prior year's second quarter. This press release may contain forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) which are based on management's current expectations and are subject to uncertainties and changes in circumstances. Words and expressions reflecting something other than historical fact are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. Factors that appear with the forward-looking statements, or in the company's Securities and Exchange Commission filings (including without limitation the company's annual report on Form 10-K for the fiscal year ended January 31, 2003), could cause the company's actual results to differ materially from those expressed in any forward-looking statements made herein. # # # # # C&D TECHNOLOGIES, INC. AND SUBSIDIARIES SELECTED FINANCIAL INFORMATION (In thousands, except for per share data) (Unaudited)
Three months ended Six months ended July 31, July 31, Summary of earnings 2003 2002 2003 2002 ------------------- ---- ---- ---- ---- Net sales $81,364 $84,292 $158,732 $168,354 Gross profit 19,078 20,202 36,070 38,848 Selling, general and administrative expenses 10,524 9,044 19,694 17,853 Research and development expenses 2,335 2,532 4,746 4,894 Operating income 6,219 8,626 11,630 16,101 Income before income taxes and minority interest 5,605 7,688 10,300 13,985 Net income before minority interest 3,531 4,844 6,489 8,811 Net income 3,580 4,704 6,402 8,828 Basic earnings per share 0.14 0.18 0.25 0.34 Diluted earnings per share 0.14 0.18 0.25 0.34 Weighted average shares outstanding: Basic 25,555 25,915 25,601 25,943 Diluted 25,656 26,140 25,707 26,207 Other financial data Operating cash flow $9,590 $15,923 $16,809 $33,917 Depreciation and amortization 5,628 5,998 11,440 12,250
C&D TECHNOLOGIES, INC. AND SUBSIDIARIES SELECTED FINANCIAL INFORMATION (CONT.) (Dollars in thousands) (Unaudited) Selected Balance July 31, January 31, Sheet data 2003 2003 ---- ---- Total cash $ 6,769 $ 12,966 Total assets 364,319 382,156 Total debt 22,500 39,919 Total equity 260,685 258,274 -----END PRIVACY-ENHANCED MESSAGE-----