-----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, TQMaY0OuCSD+ro2Nhkqd7lLkeDZmSweXdDy1hiBpO7iWhqwSJBsKnoQVjx4Dyh8r dirnKcH7N7i36euV48IKyA== 0001019056-06-000855.txt : 20060814 0001019056-06-000855.hdr.sgml : 20060814 20060814172654 ACCESSION NUMBER: 0001019056-06-000855 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060814 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060814 DATE AS OF CHANGE: 20060814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALL AMERICAN SEMICONDUCTOR INC CENTRAL INDEX KEY: 0000818074 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRONIC PARTS & EQUIPMENT, NEC [5065] IRS NUMBER: 592814714 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16207 FILM NUMBER: 061032269 BUSINESS ADDRESS: STREET 1: 16115 N W 52ND AVENUE CITY: MIAMI STATE: FL ZIP: 33014 BUSINESS PHONE: 3056218282 MAIL ADDRESS: STREET 1: 16115 NW 52ND AVENUE CITY: MIAMI STATE: FL ZIP: 33014 8-K 1 aa_8k.txt FORM 8-K 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): August 14, 2006 All American Semiconductor, Inc. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 0-16207 59-2814714 (Commission File Number) (I.R.S. Employer Identification No.) 16115 Northwest 52nd Avenue, Miami, Florida 33014 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (305) 621-8282 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. All American Semiconductor, Inc. (the "Company") announced its financial results for the quarter ended June 30, 2006. A copy of the Company's press release issued on August 14, 2006 concerning the foregoing is furnished as part of this report. Item 9.01 Financial Statements and Exhibits. (c) Exhibits Exhibit No. Exhibit Description ----------- ------------------- 99 Press Release dated August 14, 2006. 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. ALL AMERICAN SEMICONDUCTOR, INC. Date: August 14, 2006 By: /s/ HOWARD L. FLANDERS ------------------------------------- Howard L. Flanders Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Exhibit Description - ----------- ------------------- 99 Press Release dated August 14, 2006. EX-99 3 ex_99.txt EXHIBIT 99 Exhibit 99 ALL AMERICAN SEMICONDUCTOR REPORTS SECOND QUARTER RESULTS Highest Quarterly Sales Level Since 2001 11.5% Year Over Year Quarterly Sales Increase and 4.8% Sequential Increase Losses Narrowed to $255,000 for Quarter Miami, FL - August 14, 2006 -- All American Semiconductor, Inc. (The Nasdaq Stock Market:SEMI), a leading distributor of electronic components, today announced its results for the second quarter of 2006. Net sales for the quarter ended June 30, 2006 were $124.0 million, up from net sales of $111.2 million for the same period of 2005. Income from operations was $1.5 million for the second quarter of 2006, compared to $1.6 million for the second quarter of last year. Interest expense increased to $1.9 million for the second quarter of 2006 from $1.1 million for the same period of 2005. The Company recorded a net loss for the second quarter of 2006 in the amount of $255,000 (or $(.06) per share (diluted)), compared to net income of $308,000 (or $.08 per share (diluted)) for the second quarter of 2005. For the first half of 2006, net sales were $242.3 million, compared to net sales of $205.5 million for the first half of 2005. Income from operations was $360,000 for the first six months of 2006, compared to $2.7 million for the same period of 2005. Interest expense increased to $3.5 million for the first half of 2006 from $2.2 million for the same period of 2005. For the first half of 2006 the Company recorded a net loss of $2.0 million (or $(.49) per share (diluted)) compared to net income of $369,000 (or $.09 per share (diluted)) for the 2005 period. Bruce M. Goldberg, President and Chief Executive Officer of All American, stated, "We are pleased that we were able to achieve 11.5% growth in sales for the second quarter of 2006 and our fifth consecutive quarterly increase in sales. Sales for the second quarter represented the highest quarterly sales level since the first quarter of 2001. The increase in sales reflects favorable industry conditions, opportunities created from the ongoing consolidation in our industry and gains resulting from the Company's growth strategies." "While the implementation of a new enterprise resource planning (ERP) system which was placed into service in February of 2006 continues to have a material adverse impact on our operations and our results, we did achieve a significant reduction in our quarterly losses in the second quarter as compared to the first quarter of 2006. Much of the expenses incurred in connection with the new ERP system during the first six months of 2006 are non-recurring in nature but are expected to continue for the next few periods. In the first half, the Company also incurred recurring expenses for maintenance and further development expenses of the new system. "While the new ERP system has had a severe impact on our results so far this year, we are making marked progress. "Also having a significant impact on the results for the first half of 2006 is a non-recurring accrual for severance pay and certain bad debt adjustments and write-offs that occurred in the first quarter. Profitability in the first six months was also impacted by the Company's strategic investment in expansion through the addition of personnel in North America, Europe and Asia in order to take advantage of the continuing industry consolidation, continuing trends for business to transfer outside of North America and to address an overall improvement in conditions within the industry. Results for the first half of 2006 were also impacted by a significant increase in interest expense associated with increases in interest rates and increased borrowings to support the growth in inventory and receivables resulting from sales and backlog growth as well as ERP issues. "Our backlog of customer orders, which was $69 million at December 31, 2004, had increased significantly to $89 million by December 31, 2005 and $106 million as of June 30, 2006. As of July 31, 2006, our backlog was down slightly to $105 million. While our inventory levels have grown to support this significant increase in backlog, it is difficult to determine how strong the balance of 2006 will be as booking activity slowed in July." All American is now recognized as the nation's 4th largest distributor of semiconductors, the 8th largest electronic components distributor overall in the U.S. and the 10th largest global distributor of electronic components. The Company has offices in 36 strategic locations throughout North America, as well as operations in both Asia and Europe. To the extent that this press release discusses future performance, expectations, beliefs or intentions about our sales, gross profit margins, markets, future operating results or investments in the growth of our business or otherwise makes statements about our new ERP system and anticipated future expenses and future impact on operations related to such ERP system, gains resulting from the Company's growth strategy and the current or future market or industry conditions or trends including continuing industry consolidation and improvement, the statements are forward-looking and are subject to a number of risks and uncertainties that could cause actual results, performance or achievements to differ materially from the statements made. Factors that could adversely affect the Company's future results, performance or achievements include, without limitation: the failure of the new ERP system to improve or to be fully and successfully implemented as expected; weakening industry and market conditions; a tightening by customers of their inventory levels; a slowdown in sales; the continuance of a trend for electronics manufacturing to move offshore; the level of effectiveness of the Company's business and marketing strategies, including those outside North America and particularly in Asia; insufficient funds from operations, from the Company's credit facility because of borrowing base, financial covenant or other limitations or otherwise and from other sources (debt and/or equity) to support the Company's operations or the inability of the Company to obtain additional financing at all when needed or on terms acceptable to the Company; an increase in interest rates, including as a result of increased pricing levels under its credit facility and/or interest rate increases by the Federal Reserve Board, and/or an increase in the Company's average outstanding borrowings; a reduction in the level of demand for products of its customers including the level of growth of some of the new technologies supported by the Company; deterioration in the relationships with existing suppliers, particularly one of our largest suppliers; failure to improve or decreases in gross profit margins, including decreasing margins resulting from the implementation of the new ERP system, the Company being required to have aggressive pricing programs, an increasing number of low-margin, large volume transactions, inventory oversupply conditions and/or increases in the costs of goods; problems with telecommunication, computer and information systems; the inability of the Company to expand its product offerings or obtain product during periods of allocation; the impact from changes in accounting rules including the new accounting rules on stock-based compensation; adverse currency fluctuations; the adverse impact of terrorism or the threat of terrorism on the economy; and the other uncertainty, risks and factors including those detailed in the Company's reports on Forms 10-K and Forms 10-Q and other press releases. These risks and uncertainties are beyond the ability of the Company to control. In many cases, the Company cannot predict the risks and uncertainties that could cause actual results to differ materially from those indicated by the forward-looking statements. The Company undertakes no obligation to update publicly or revise any forward-looking statements, business risks and/or uncertainties.
ALL AMERICAN SEMICONDUCTOR, INC. CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (Dollars in thousands except per share amounts) Quarters Six Months Periods Ended June 30 2006 2005 2006 2005 - ------------------------------------------------------------------------------------------------------------------- Net Sales $ 123,999 $ 111,214 $ 242,311 $ 205,523 ============= ============== ============= ============== Income from Operations $ 1,472 $ 1,629 $ 360 $ 2,748 ============= ============== ============= ============== Net Income (Loss) $ (255) $ 308 $ (1,968) $ 369 ============= ============== ============= ============== Earnings (Loss) Per Share: Basic and Diluted $ (.06) $ .08 $ (.49) $ .09 ======= ======= ====== ======= Average Shares: Basic 3,983,561 3,926,791 3,980,127 3,919,620 ============= ============== ============= ============== Diluted 3,983,561 4,105,271 3,980,127 4,118,387 ============= ============== ============= ============== # # #
CONTACT: Bruce M. Goldberg, CEO Howard L. Flanders, CFO (305) 621-8282 x1417 -----END PRIVACY-ENHANCED MESSAGE-----