-----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, DHnGbFh0tNV7uYFmxWpUbWgPSpmH14wc1/G0nbQXtkDjG0zMMQP+WFrhuaFlNqzx qTRwgrHxzpJzua9QcK1+kQ== 0000868780-03-000003.txt : 20030502 0000868780-03-000003.hdr.sgml : 20030502 20030502110027 ACCESSION NUMBER: 0000868780-03-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030502 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: R & B INC CENTRAL INDEX KEY: 0000868780 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 232078856 STATE OF INCORPORATION: PA FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18914 FILM NUMBER: 03678414 BUSINESS ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 BUSINESS PHONE: 2159971800 MAIL ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 8-K 1 sec8k5203.txt CURRENT REPORT ON FORM 8-K - PRESS RELEASE 5-2-03 =============================================================================== 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: May 2, 2003 R & B, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 000-18914 23-2078856 ------------ --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3400 East Walnut Street Colmar, Pennsylvania 18915 (Address of principal executive offices) Registrant's telephone number, including area code: 215-997-1800 ================================================================================ Item 7. Financial Statements, Pro Forma Financial Information and Exhibits c) Exhibits. Exhibit Number Description 99.1 Press Release Dated May 2, 2003 Item 9. Regulation FD Disclosure On May 2, 2003, R&B, Inc., a Pennsylvania corporation (""R&B""), issued a press release announcing its operating results for the quarter ended March 29, 2003. A copy of R&B's press release is attached as an exhibit to this Form 8-K. The information contained in this report on Form 8-K is being furnished to the U.S. Securities and Exchange Commission (the ""Commission"") under Item 12 of Form 8-K as directed by the Commission in Release No. 34-47583. 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, thereunto duly authorized. R&B, Inc. (Registrant) Dated: May 2, 2003 By: /s/ Mathias J. Barton ------------------------------------- Mathias J. Barton Chief Financial Officer and Principal Accounting Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press Release Dated May 2, 2003 EX-99.1 4 press5203.txt PRESS RELEASE DATED MAY 2, 2003 NEWS RELEASE R&B, Inc. Corporate Headquarters: R&B, Inc. 3400 East Walnut Street Colmar, Pennsylvania 18915 For Further Information Contact: Mathias Barton, CFO (215) 997-1800 x 5132 E-mail: MBarton@rbinc.com ******************************************************************************** R&B, Inc. Reports 2003 First Quarter Earnings of $0.25 per share vs. $0.24 in prior year Colmar, Pennsylvania (May 2, 2003) -- R&B, Inc., (NASDAQ:RBIN) today announced financial results for the first quarter ended March 29, 2003. For the first fiscal quarter ended March 29, 2003, sales decreased 2% to $50.3 million from $51.1 million in the same period last year. Sales increased 1% after excluding $1.5 million in prior year sales associated with the Company's specialty fastener business that was sold in the second quarter of 2002. Diluted earnings per share in the first fiscal quarter increased to $0.25 from $0.24 in the same period last year. Net income in the first fiscal quarter totaled $2.2 million, up 4% compared to net income of $2.1 million in the prior year. Sales volume in 2003 increased as a result of shipments to a new customer for the Company's Allparts brake business, but was largely offset by a lower level of new product introductions and line updates during the quarter, and inventory reduction initiatives by certain customers. As indicated previously, the Company may experience fluctuations in its sales levels from quarter to quarter due to the timing of new product introductions and orders placed by its customers. The level of new initiative sales activity is expected to increase over the remaining three quarters of the year as higher levels of new product introductions and product line updates are planned. Net debt (total debt less cash and short-term investments) increased $1.9 million to $36.2 million at quarter end from $34.3 million at the beginning of the year. Inventory growth due to a seasonal build in inventory levels and management's decision to increase inventory safety stocks given recent world events contributed to the higher net borrowing levels. Mr. Richard Berman, Chairman, President and Chief Executive Officer said, "While sales growth for the quarter was lower than our annual target, our focus on OE Dealer "Exclusive" replacement parts and recent new product introductions continue to be well received by our customers. We remain committed to accelerating opportunities for our customers and our businesses. The cornerstones of this strategy are continued investment in new product development, initiatives designed to create and grow aftermarket demand for new and existing products, and supply chain excellence to ensure that the right parts are available at the right time. We are confident that these efforts will continue to provide a solid base for future growth." The Company confirmed that its strategic plan provides for compounded annual sales growth of between 4% and 8% and compounded annual growth in fully diluted earnings per share of between 8% and 13% over the next two years. Management no longer issues specific quarterly or annual sales and earnings guidance. R&B, Inc. is a leading supplier of OE Dealer "Exclusive" automotive replacement parts, automotive hardware and brake products to the automotive aftermarket and household hardware to the general merchandise markets. R&B's products are marketed under more than thirty proprietary brand names, through its Motormite, Dorman, Allparts, Scan-Tech, MPI and Pik-A- Nut businesses. Forward looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward looking statements which speak only as of the date hereof. Factors that cause actual results to differ materially include, but are not limited to, those factors discussed in the Com pany's Annual Report on Form 10-K under "Business - Risk Factors." R&B, INC. AND SUBSIDIARIES Consolidated Statements of Operations (in thousands, except per-share amounts) 13 Weeks 13 Weeks First Quarter (unaudited) 3/29/03 Pct. 3/30/02 Pct. Net sales $50,272 100.0 $51,080 100.0 Cost of goods sold 31,674 63.0 32,674 64.0 Gross profit 18,598 37.0 18,406 36.0 Selling, general and administrative expenses 14,260 28.4 14,085 27.5 Income from operations 4,338 8.6 4,321 8.5 Interest expense, net 891 1.7 1,025 2.0 Income before income taxes 3,447 6.9 3,296 6.5 Provision for income taxes 1,222 2.5 1,149 2.3 Net income $ 2,225 4.4 $ 2,147 4.2 Earnings per share Basic $ 0.26 - $ 0.25 - Diluted $ 0.25 - $ 0.24 - Average shares outstanding Basic 8,521 - 8,474 - Diluted 8,981 - 8,900 - R&B, INC. AND SUBSIDIARIES Consolidated Balance Sheets (in thousands) 3/29/03 12/28/02 Assets: (Unaudited) Cash and short term investments $ 17,010 $ 19,171 Accounts receivable 48,446 48,769 Inventories 51,808 47,217 Prepaid expenses and other 8,828 9,046 Total current assets 126,092 124,203 Property & equipment 16,287 16,591 Goodwill 28,681 28,607 Other assets 917 727 Total assets $171,977 $170,128 Liability & Shareholders' Equity: Current portion of long-term debt$ 9,439 $ 9,291 Accounts payable 13,143 11,813 Accrued expenses and other 9,458 11,759 Total current liabilities 32,040 32,863 Long-term debt 43,785 44,218 Deferred income taxes 3,899 3,475 Shareholders' equity 92,253 89,572 Total Liabilities and Equity $171,977 $170,128 Selected Cash Flow Information: (in thousands) 13 Weeks 13 Weeks -------- -------- (Unaudited) 3/29/03 3/30/02 Depreciation and amortization $ 1,192 $ 1,586 Capital expenditures 885 486 -----END PRIVACY-ENHANCED MESSAGE-----