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): October 29, 2013

Dorman Products, Inc.

(Exact name of Registrant as Specified in Charter)

Pennsylvania	000-18914	23-2078856
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3400 East Walnut Street, Colmar, Pennsylvania 18915

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (215) 997-1800

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 Operation and Financial Condition.

The information being furnished in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by specific reference in such filing.

On October 29, 2013, Dorman Products, Inc. (the “Company”) issued a press release announcing its operating results for the third quarter ended September 28, 2013. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Certain statements in this document constitute “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. While forward-looking statements sometimes are presented with numerical specificity, they are based on various assumptions made by management regarding future circumstances over many of which the Company has little or no control. Forward-looking statements may be identified by words including “anticipate,” “believe,” “estimate,” “expect,” and similar expressions. The Company cautions readers that forward-looking statements, including, without limitation, those relating to future business prospects, revenues, working capital, liquidity, and income, are subject to certain risks and uncertainties that would cause actual results to differ materially from those indicated in the forward-looking statements. Factors that could cause actual results to differ from forward-looking statements include but are not limited to: (i) competition in the automotive aftermarket; (ii) unfavorable economic conditions; (iii) the loss or decrease in sales among one of our top customers; (iv) customer consolidation in the automotive aftermarket leading to less favorable customer contract terms; (v) the cancellation or rescheduling of orders; (vi) foreign currency fluctuations and our dependence on foreign suppliers; (vi) extended credit to customers who may be unable to pay; (vii) the loss of a key vendor; (viii) limited customer shelf space; (ix) reliance on new product development; (x) patent filings made by original equipment manufacturers continuing to increase; (xi) quality problems with product after their production and sale to customers; (xii) loss of third party transportation providers on whom we depend; (xiii) improperly executed, or unrealized cost savings from, our on-going information technology initiatives; (xiv) unfavorable results of legal proceedings; (xv) dependence on senior management and control by officers, directors, and family members; (xvi) operations may be subject to quarter fluctuations and disruptions from events beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. For additional information concerning factors that could cause actual results to differ materially from the information contained in this report, reference is made to the information in Part I, “Item 1A Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2012. You should not place undue reliance on forward-looking statements. Such statements speak only as to the date on which they are made, and we undertake no obligation to update publicly or revise any forward-looking statement, regardless of future developments or availability of new information.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number	Description
99.1	Press Release dated October 29, 2013

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.

	DORMAN PRODUCTS, INC.
Date: October 29, 2013	By:	/s/ Matthew Kohnke
		Name:  Matthew Kohnke
		Title:    Chief Financial Officer

Exhibit Index

Exhibit Number	Description
99.1	Press Release dated October 29, 2013

EX-99.1

Exhibit 99.1

NEWS RELEASE

Contact: Matthew Kohnke, CFO, mkohnke@dormanproducts.com, (215) 997-1800. Visit our website at www.dormanproducts.com

Dorman Products, Inc. Reports Sales and Earnings

For the Third Quarter Ended September 28, 2013

Third Quarter Highlights:

• Sales increased 14% to $178 million.

• Income from continuing operations increased 16% to $22.9 million, or $0.62 per diluted share.

• Operating margin increased to 20.0% from 19.9% during the same period last year.

COLMAR, PENNSYLVANIA (October 29, 2013) – Dorman Products, Inc. (NASDAQ:DORM) today announced sales for the third quarter ended September 28, 2013 of $178.0 million, an increase of 14% from $156.4 million in the third quarter of 2012. The Company also announced income from continuing operations of $22.9 million, or $0.62 per diluted share, for the third quarter ended September 28, 2013, up 16% from the prior year’s income from continuing operations of $19.8 million, or $0.54 per diluted share.

“Strong demand for our products, including those introduced in the last 24 months, resulted in the 14% sales increase during the third quarter. We are especially pleased with this strong sales increase in light of the fact that sales growth in the third quarter of 2012 was 20%,” said Mr. Steven Berman, Chairman and Chief Executive Officer.

Gross profit margin was 39.2% for the third quarter ended September 28, 2013, compared to 38.2% for the same period last year. The improvement in margin is primarily the result of a favorable change in sales mix and lower transportation costs. Selling, general and administrative expenses increased 19% in 2013 to $34.0 million from $28.6 million in 2012. Cost increases were primarily the result of higher variable costs associated with the 14% sales growth, increased spending on product development activities, and depreciation and other related support costs associated with our recent enterprise reporting system implementation.

For the nine months ended September 28, 2013, sales increased 14% over the prior year period to $494.7 million from $435.4 million last year. Income from continuing operations in 2013 increased 20% to $61.3 million from $51.2 million in the same period last year. Diluted earnings per share from continuing operations in 2013 rose 19% to $1.67 from $1.40 in the same period last year. Research and development spending for the year increased 22% to $9.5 million from $7.8 million last year.

“We continue to make investments in new product development activities to allow future growth opportunities for us and our customers. We are very excited about the launch of our Dorman Hybrid initiative. Early customer and end user feedback on the initiative has been positive,” said Mr. Berman. “Our booth at November’s Automotive Aftermarket Parts Expo (AAPEX) will provide a showcase for many of our latest new-to-the-aftermarket parts, including our Hybrid Drive Batteries. As with prior years at AAPEX, everything at the Dorman booth will be new – giving our customers the opportunity to see highlights of the over 2,700 new parts we have released in 2013.”

Dorman Products, Inc. is a leading supplier of Dealer “Exclusive” automotive replacement parts, automotive hardware, brake products, and household hardware to the Automotive Aftermarket and Mass Merchandise markets. Dorman products are marketed under the Dorman®, OE Solutions™, HELP!®, AutoGrade™, First Stop™, Conduct-Tite®, renew™, TECHoice™, Dorman HD Solutions™ and Symmetry® brand names.

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believe,” “demonstrate,” “expect,” “estimate,” “forecast,” “anticipate,” “should” and “likely” and similar expressions identify forward-looking statements. In addition, statements that are not historical should also be considered forward-looking statements. Readers are cautioned not to place undue reliance on those forward-looking statements, which speak only as of the date the statement was made. Such forward-looking statements are based on current expectations that involve a number of known and unknown risks, uncertainties and other factors which may cause actual events to be materially different from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, competition in the automotive aftermarket industry, concentration of the Company’s sales and accounts receivable among a small number of customers, the impact of consolidation in the automotive aftermarket industry, foreign currency fluctuations, dependence on senior management and other risks detailed in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 29, 2012. The Company is under no obligation to (and expressly disclaims any such obligation to) update any of the information in this press release if any forward-looking statement later turns out to be inaccurate whether as a result of new information, future events or otherwise.

DORMAN PRODUCTS, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(in thousands, except per-share amounts)

	13 Weeks				13 Weeks
Third Quarter (unaudited)	9/28/13		Pct.		9/29/12		Pct.
Net sales	$	177,953		100.0	$	156,411		100.0
Cost of goods sold		108,249		60.8		96,665		61.8
Gross profit		69,704		39.2		59,746		38.2
Selling, general and administrative expenses		34,034		19.2		28,615		18.3
Income from operations		35,670		20.0		31,131		19.9
Interest expense, net		47		—		38		—
Income from continuing operations before income taxes		35,623		20.0		31,093		19.9
Provision for income taxes		12,736		7.1		11,337		7.3
Income from continuing operations		22,887		12.9		19,756		12.6
Income from discontinued operations		—		—		586		—
Net income	$	22,887		—	$	20,342		—
Diluted earnings per share:
Continuing operations	$	0.62		—	$	0.54		—
Discontinued operations		—		—		0.02		—
Diluted earnings per share	$	0.62		—	$	0.56		—
Weighted average diluted shares outstanding		36,632		—		36,622		—

DORMAN PRODUCTS, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(in thousands, except per-share amounts)

	39 Weeks				39 Weeks
Third Quarter (unaudited)	9/28/13		Pct.		9/29/12		Pct.
Net sales	$	494,657		100.0	$	435,406		100.0
Cost of goods sold		299,774		60.6		272,038		62.5
Gross profit		194,883		39.4		163,368		37.5
Selling, general and administrative expenses		98,551		19.9		82,103		18.8
Income from operations		96,332		19.5		81,265		18.7
Interest expense, net		148		0.1		90		0.1
Income from continuing operations before income taxes		96,184		19.4		81,175		18.6
Provision for income taxes		34,883		7.0		30,019		6.9
Income from continuing operations		61,301		12.4		51,156		11.7
Income from discontinued operations		—		—		4,506		—
Net income	$	61,301		—	$	55,662		—
Diluted earnings per share:
Continuing operations	$	1.67		—	$	1.40		—
Discontinued operations		—		—		0.13		—
Diluted earnings per share	$	1.67		—	$	1.53		—
Weighted average diluted shares outstanding		36,610		—		36,489		—

DORMAN PRODUCTS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands)

	9/28/13		12/29/12
Assets:
Cash and cash equivalents	$	48,335	$	27,708
Accounts receivable		178,702		140,180
Inventories		149,098		145,270
Deferred income taxes		20,093		20,559
Prepaid expenses		2,799		2,332
Total current assets		399,027		336,049
Property & equipment		58,717		48,758
Goodwill and other intangible assets		30,114		26,553
Other assets		1,734		1,323
Total assets	$	489,592	$	412,683
Liabilities & Shareholders’ Equity:
Accounts payable	$	49,136	$	42,387
Accrued expenses and other		28,654		21,298
Total current liabilities		77,790		63,685
Other long-term liabilities		5,779		3,447
Deferred income taxes		12,449		12,679
Shareholders’ equity		393,574		332,872
Total Liabilities and Equity	$	489,592	$	412,683

Selected Cash Flow Information:

(in thousands)	13 Weeks (unaudited)				39 Weeks (unaudited)
	9/28/13		9/29/12		9/28/13		9/29/12
Depreciation and amortization	$	2,684	$	2,017	$	7,417	$	5,973
Capital expenditures	$	5,863	$	4,983	$	12,949	$	14,437