-----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, Pr7ahljpO7FTLBgeWyunszFabIHo3d+cBSPpEIjQ/bFVdg7qbtl8BNA+QzSBTEGA C33fhEnJBsyp7VPLT4wROA== 0000950137-06-009844.txt : 20060907 0000950137-06-009844.hdr.sgml : 20060907 20060907160233 ACCESSION NUMBER: 0000950137-06-009844 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060907 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060907 DATE AS OF CHANGE: 20060907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED HEALTHCARE PRODUCTS INC CENTRAL INDEX KEY: 0000874710 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 231370721 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19266 FILM NUMBER: 061079363 BUSINESS ADDRESS: STREET 1: 1720 SUBLETTE AVE CITY: ST LOUIS STATE: MO ZIP: 63110 BUSINESS PHONE: 3147712400 MAIL ADDRESS: STREET 1: 1720 SUBLETTE AVENUE CITY: ST LOUIS STATE: MO ZIP: 63110 8-K 1 c08350e8vk.txt CURRENT REPORT 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): SEPTEMBER 7, 2006 ALLIED HEALTHCARE PRODUCTS, INC. --------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-19266 25-1370721 - -------------------------------- -------------------------------- ------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.)
1720 SUBLETTE AVENUE, SAINT LOUIS, MISSOURI 63110 ------------------------------------------------------------------- (address of principal executive offices) Registrant's telephone number, including area code: (314) 771-2400 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)) Section 2 - Financial Information Item 2.02 Results of Operation and Financial Condition. On September 7, 2006, the Registrant issued a press release setting forth results for the fourth quarter and year ended June 30, 2006. The full text of the release is included as an exhibit hereto. For the quarter ended June 30, 2006, the Registrant reported that it earned net income of $629,000, or 08 cents per diluted share, versus $1.5 million, or 19 cents per diluted share, for the quarter ended June 30, 2005. For the full fiscal year 2006, the Registrant reported net income of $1.6 million, or 20 cents per diluted share, compared to about $2.3 million, or 30 cents per diluted share, for 2005. Although sales for the 2006 quarter and year increased modestly over 2005 levels, order entry declined for both the 2006 quarter and the 2006 year. As set forth in the release, a direct comparison of final quarter results in 2006 and 2005 is complicated by the fact that the periods both included favorable tax adjustments of differing magnitudes. The 2006 fourth quarter benefited from a settlement and resolution of state tax contingencies which resulted in an adjustment of 4 cents per share. The 2005 final quarter included a tax adjustment which increased earnings by 12 cents per share in that period. These relative tax benefits are also reflected in the 2006 and 2005 full year earnings, respectively. The Company also reported that increased material costs were the second largest drag on fourth quarter results in 2006. Led by a 77 percent jump in the price of copper, which is a major component of the brass used in many Allied products, material costs in the fourth quarter increased more than 7 percent over those of 2005. Higher material costs accounted for 5 cents of the quarter's decline in earnings per share. Section 7 - Regulation FD Item 7.01 Regulation FD Disclosure Reference is made to the press release furnished as an exhibit hereto relating to fourth quarter and fiscal year 2006 earnings. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit 99 Press Release dated September 7, 2006. 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. ALLIED HEALTHCARE PRODUCTS, INC. By: /s/ Daniel C. Dunn Date: September 7, 2006 ---------------------------------- Daniel C. Dunn Vice-President, Chief Financial Officer and Secretary EX-99 2 c08350exv99.txt PRESS RELEASE Exhibit 99 [ALLIED COMMPANY LOGO] CONTACT: DANIEL C. DUNN CHIEF FINANCIAL OFFICER 314/771-2400 ALLIED HEALTHCARE DROP IN FOURTH QUARTER NET DRAGS DOWN FY 2006 RESULTS - FOURTH QUARTER 2006 DECLINE DUE TO FAVORABLE 2005 TAX ADJUSTMENT, HIGHER MATERIAL COSTS - FY 2006 SALES INCREASE SLIGHTLY, BUT ORDERS DECLINE ST. LOUIS, September 7, 2006 - Allied Healthcare Products, Inc. (NASDAQ: AHPI) reported that its net income fell about 58 percent to $629,000, or 8 cents per share, in the fourth quarter ended June 30, 2006, versus $1.5 million, or 19 cents per share, in the fourth quarter of 2005. For the year, net income declined about 30 percent to $1.6 million, or 21 cents per share, compared to $2.3 million, or 30 cents per share, for fiscal 2005. Although sales for the quarter increased slightly, to about $14.5 million from $14.2 million the previous year, orders for the fourth quarter of 2006 slipped by about 2.6 percent compared to the 2005 period. Sales for fiscal 2006 increased by almost $1.4 million to about $57.5 million from $56.1 million the previous year. Orders for 2006 fell about 6 percent from 2005 levels. The comparison of fourth quarter 2006 to previous year quarterly results is distorted by the effects of a tax adjustment taken in 2005's fourth quarter and a subsequent tax adjustment in 2006's fourth quarter. The 2005 adjustment accounted for a 12 cent increase in earnings per share for the fourth quarter of 2005. The subsequent tax adjustment in 2006's fourth quarter, resulting from a favorable settlement of state tax contingencies, was of smaller magnitude and added 4 cents earnings per share. Increased material costs were the second largest drag on fourth quarter results. Led by a 77 percent jump in the price of copper, which is a major component of the brass fittings used in many Allied products, material costs in the fourth quarter increased more than 7 percent over those of 2005. Higher material costs accounted for 5 cents of the quarter's decline in earnings per share. Calling 2006 results "disappointing, particularly because of our poor sales performance," Allied President and CEO Earl Refsland said the company would emphasize increased sales in 2007 and seek to recover higher costs through price adjustments where possible. The company's operations focus in 2007 will be automation and other projects that reduce operating costs, Refsland said. Allied Healthcare Products, Inc. is a leading manufacturer of respiratory care products, medical gas equipment and emergency medical products used in a wide range of hospital and alternate care settings. "SAFE HARBOR" STATEMENT: Statements contained in this release that are not historical facts or information are "forward-looking statements." Words such as "believe," "expect," "intend," "will," "should," and other expressions that indicate future events and trends identify such forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause the outcome and future results of operations and financial condition to be materially different than stated or anticipated based on the forward-looking statements. Such risks and uncertainties include both general economic risks and uncertainties, risks and uncertainties affecting the demand for and economic factors affecting the delivery of health care services, and specific matters which relate directly to the Company's operations and properties as discussed in its periodic filings with the Securities and Exchange Commission. The Company cautions that any forward-looking statement contained in this report reflects only the belief of the Company or its management at the time the statement was made. Although the Company believes such forward-looking statements are based upon reasonable assumptions, such assumptions may ultimately prove inaccurate or incomplete. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement was made. ## ALLIED HEALTHCARE PRODUCTS, INC. CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
Three months ended Twelve months ended June 30, June 30, ----------------------------------- ---------------------------------- 2006 2005 2006 2005 ---------------- ---------------- ----------------- --------------- Net sales $ 14,462,919 $ 14,184,419 $ 57,545,589 $56,120,150 Cost of sales 11,161,944 10,285,548 43,292,746 41,669,290 ------------ ------------ ------------ ----------- Gross profit 3,300,975 3,898,871 14,252,843 14,450,860 Selling, general and administrative expenses 2,918,066 2,844,236 12,112,624 11,843,037 ------------ ------------ ------------ ----------- Income from operations 382,909 1,054,635 2,140,219 2,607,823 Interest expense -- 4,849 -- 123,076 Interest income (17,002) -- (52,988) -- Other, net 8,904 10,041 37,758 42,604 ------------ ------------ ------------ ----------- (8,098) 14,890 (15,230) 165,680 ------------ ------------ ------------ ----------- Income before provision (benefit) for income taxes 391,007 1,039,745 2,155,449 2,442,143 Provision (benefit) for income taxes (238,345) (473,644) 506,845 100,779 ------------ ------------ ------------ ----------- Net income $ 629,352 $ 1,513,389 $ 1,648,604 $ 2,341,364 ============ ============ ============ =========== Basic earnings per share $ 0.08 $ 0.19 $ 0.21 $ 0.30 ============ ============ ============ =========== Diluted earnings per share $ 0.08 $ 0.19 $ 0.20 $ 0.29 ============ ============ ============ =========== Weighted average shares outstanding - basic 7,852,077 7,829,577 7,840,858 7,821,943 Weighted average shares outstanding - diluted 8,081,626 8,085,599 8,066,311 8,080,890
ALLIED HEALTHCARE PRODUCTS, INC. CONSOLIDATED BALANCE SHEET (UNAUDITED)
June 30, 2006 June 30, 2005 ASSETS Current assets: Cash and cash equivalents $ 2,696,324 $ 317,775 Short-term investments Accounts receivable, net of allowances of $430,000 and $565,000, respectively 7,429,355 7,215,799 Inventories, net 11,491,305 10,775,550 Other current assets 224,853 168,431 ------------ ------------ Total current assets 21,841,837 18,477,555 ------------ ------------ Property, plant and equipment, net 11,252,934 11,308,866 Goodwill 15,979,830 15,979,830 Other assets, net 255,845 330,969 ------------ ------------ Total assets $ 49,330,446 $ 46,097,220 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 3,208,699 $ 2,110,599 Other accrued liabilities 2,834,495 2,940,763 Deferred income taxes 689,942 711,416 Deferred revenue 465,000 465,000 ------------ ------------ Total current liabilities 7,198,136 6,227,778 ------------ ------------ Deferred revenue 1,472,500 1,007,500 ------------ ------------ Commitments and contingencies Stockholders' equity: Preferred stock; $0.01 par value; 1,500,000 shares authorized; no shares issued and outstanding -- -- Series A preferred stock; $0.01 par value; 200,000 shares authorized; no shares issued and outstanding -- -- Common stock; $0.01 par value; 30,000,000 shares authorized; 10,155,569 shares issued at June 30, 2006 and 10,133,069 shares issued at June 30, 2005; 7,852,077 outstanding at June 30, 2006 and 7,829,577 shares outstanding June 30, 2005, respectively 101,556 101,331 Additional paid-in capital 47,258,182 47,109,143 Retained earnings 14,031,500 12,382,896 Less treasury stock, at cost; 2,303,492 shares at June 30, 2006 and June 30, 2005, respectively (20,731,428) (20,731,428) ------------ ------------ Total stockholders' equity 40,659,810 38,861,942 ------------ ------------ Total liabilities and stockholders' equity $ 49,330,446 $ 46,097,220 ============ ============
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