-----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, Hwkm8mW0jWtNSIOdRVv5iRNf3zV4klnlSwcbx8en1oJ0924bn+9662M7iG88Qmu1 pPkYF96LNLRv5H5QTwv/1A== 0000897101-03-000782.txt : 20030717 0000897101-03-000782.hdr.sgml : 20030717 20030717093017 ACCESSION NUMBER: 0000897101-03-000782 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030717 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INSIGNIA SYSTEMS INC/MN CENTRAL INDEX KEY: 0000875355 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 411656308 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13471 FILM NUMBER: 03790375 BUSINESS ADDRESS: STREET 1: 6470 SYCAMORE COURT NORTH CITY: MAPLE GROVE STATE: MN ZIP: 55369 BUSINESS PHONE: 7633926200 MAIL ADDRESS: STREET 1: 6470 SYCAMORE COURT NORTH CITY: MAPLE GROVE STATE: MN ZIP: 55369 8-K 1 isig033034_8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549-1004 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report July 17, 2003 INSIGNIA SYSTEMS, INC. ---------------------- (Exact name of registrant as specified in its chapter) Minnesota 1-13471 41-1656308 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6470 Sycamore Court North, Maple Grove, Minnesota 55369 - ------------------------------------------------- ------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (763) 392-6200 -------------- - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 1 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 Press release dated July 16, 2003. ITEM 9. REGULATION FD DISCLOSURE. (INFORMATION BEING PROVIDED UNDER ITEM 12 AND RELEASE 33-8216 ONLY.) On July 16, 2003, the registrant issued a press release disclosing financial information regarding the quarter ended June 30, 2003. A copy of the press release is attached as Exhibit 99.1. 2 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. INSIGNIA SYSTEMS, INC. ------------------------------------ (Registrant) Date: July 17, 2003 By /s/ Denni J. Lester ------------------------------------ (Denni J. Lester, Vice President, Finance and Chief Financial Officer) 3 EXHIBIT INDEX Ex. No. Description - ------- ----------- 99.1 Press release dated July 16, 2003. 4 EX-99.1 3 isig033034_ex99-1.txt EXHIBIT 99.1 [LOGO] INSIGNIA(R) SYSTEMS, INC. Contact: Scott Drill, President and CEO (763) 392-6200; (800) 874-4648 FOR IMMEDIATE RELEASE - --------------------- Insignia Systems, Inc. Reports Second Quarter Net Income of $23,818 on POPS Revenue Increase of 38% MINNEAPOLIS - JULY 16, 2003 - Insignia Systems, Inc. (Nasdaq: ISIG) today reported net sales of $7,260,958 for the second quarter ended June 30, 2003, an increase of 25%, compared to net sales of $5,822,882 for the second quarter of 2002. Net income for the second quarter of 2003 was $23,818 or $.00 per share, compared to net income of $201,713, or $.02 per share, for the second quarter of 2002. Insignia Point-of-Purchase Services (POPS) revenue for the second quarter was $6,242,576, an increase of 38%, compared to second quarter 2002 POPS revenue of $4,536,590. For the six months ended June 30, 2003, net sales were $13,722,461, an increase of 16%, compared to net sales of $11,837,999 for the first half of 2002. The net loss for the first half of 2003 was $(1,094,062) or $(.09) per share, compared to net income of $521,618, or $.04 per share for the same period of 2002. POPS revenue for the first six months of 2003 was $11,633,613, an increase of 24%, compared to the first six months of 2002 POPS revenue of $9,347,749. CEO Scott Drill commented, "We are pleased with the improved results relative to our first quarter performance. Brand spending picked up in late March, resulting in sequential quarterly POPS revenue growth of 16%. The revenue increase, in conjunction with lower operating expenses, resulted in a modest profit of $23,818. The current quarter should show an acceleration in the quarterly year-to-year POPS revenue growth rate. With respect to the fourth quarter, at this juncture we do not have good visibility as to what POPS revenue will be. We have four and one-half months of selling time remaining for business which can be executed in the fourth quarter." - more - Insignia Systems, Inc. * 6470 Sycamore Court North, Maple Grove, MN 55369 * Phone 763-392-6200 * Fax 763-392-6222 http://www.insigniasystems.com * email: info@insigniasystems.com July 16, 2003 INSIGNIA SYSTEMS, INC. REPORTS SECOND QUARTER NET INCOME Page 2 Drill went on to state, "Our VALUStix business has not developed as quickly as anticipated. We ran our first program with Winn Dixie in late June and early July. The revenue for this program of approximately $70,000 will be recognized in the third quarter. We continue to be optimistic about the prospects for VALUStix and anticipate ramping this business up the second half of the year. Finally, we remain optimistic with regard to adding retail distribution in the near future." Insignia Systems, Inc. is an innovative developer and marketer of in-store promotional programs and services to retailers and consumer goods manufacturers. Through its Point-Of-Purchase Services (POPS) business, Insignia is contracted with more than 12,000 chain retail supermarkets and drug stores, including A&P, Kroger, Pathmark, Safeway, Shaw's Supermarkets and Rite Aid. Through the nationwide POPS network, over 180 major consumer goods manufacturers, including General Mills, Hormel Foods, Kellogg Company, Nestle, Pfizer, Procter & Gamble, S.C. Johnson & Son and Tyson Foods, have taken their brand messages to the point-of-purchase. For additional information, contact 888-474-7677, or visit the Insignia POPS Web site at www.insigniapops.com. This press release, as it relates to expectations regarding future sales and profitability, contains forward-looking statements regarding future performance of the Company. The Company's actual results could differ materially from these forward-looking statements as a result of a number of factors, including risks and uncertainties as described in the Company's SEC Form 10-K/A for the year ended December 31, 2002. The Company wishes to caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. - more - Insignia Systems, Inc. * 6470 Sycamore Court North, Maple Grove, MN 55369 * Phone 763-392-6200 * Fax 763-392-6222 http://www.insigniasystems.com * email: info@insigniasystems.com July 16, 2003 INSIGNIA SYSTEMS, INC. REPORTS SECOND QUARTER NET INCOME Page 3 INSIGNIA SYSTEMS, INC. RESULTS OF OPERATIONS (UNAUDITED)
Three Months Ended Six Months Ended June 30, June 30, ------------------------------------------------------------- 2003 2002 2003 2002 ------------------------------------------------------------- Net Sales $ 7,260,958 $ 5,822,882 $ 13,722,461 $ 11,837,999 Cost of Sales 3,987,184 2,790,588 7,874,935 5,864,761 Gross Profit 3,273,774 3,032,294 5,847,526 5,973,238 Operating Expenses: Selling 2,157,885 1,662,845 4,470,078 3,351,409 Marketing 354,302 411,645 740,367 722,136 G&A 755,993 662,451 1,765,941 1,277,290 Operating Income (Loss) 5,594 295,353 (1,128,860) 622,403 Other Income (Expense) 18,224 (93,640) 34,798 (100,785) Net Income (Loss) $ 23,818 $ 201,713 $ (1,094,062) $ 521,618 Net Income (Loss) Per Share Basic $ .00 $ .02 $ (.09) $ .05 Diluted $ .00 $ .02 $ (.09) $ .04 Shares used in calculation of net income (loss) per share: Basic 12,272,876 10,801,128 12,141,950 10,750,692 Diluted 12,605,750 11,744,213 12,141,950 11,670,733
SELECTED BALANCE SHEET DATA June 30, December 31, 2003 2002 ----------------------------- Cash and cash equivalents $ 4,632,722 $ 6,471,581 Working capital $ 6,492,448 $ 7,324,154 Total assets $ 14,874,242 $ 16,722,330 Total liabilities $ 3,971,352 $ 5,464,252 Shareholders' equity $ 10,902,890 $ 11,258,078 #### Insignia Systems, Inc. * 6470 Sycamore Court North, Maple Grove, MN 55369 * Phone 763-392-6200 * Fax 763-392-6222 http://www.insigniasystems.com * email: info@insigniasystems.com -----END PRIVACY-ENHANCED MESSAGE-----