-----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, Fxo3Fxm5bTJAsoBoyXh9SBFlUt9/ah4RlLMMqusPg0rJ2NLwPBufb3zb84uhGgcu Db0rsMU4lTSGIkOeOC2OYA== 0000897101-10-002107.txt : 20101028 0000897101-10-002107.hdr.sgml : 20101028 20101028163019 ACCESSION NUMBER: 0000897101-10-002107 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101028 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101028 DATE AS OF CHANGE: 20101028 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTRICON CORP CENTRAL INDEX KEY: 0000088790 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 231069060 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05005 FILM NUMBER: 101148529 BUSINESS ADDRESS: STREET 1: 1260 RED FOX ROAD CITY: ARDEN HILLS STATE: MN ZIP: 55112 BUSINESS PHONE: 6516369770 MAIL ADDRESS: STREET 1: 1260 RED FOX ROAD CITY: ARDEN HILLS STATE: MN ZIP: 55112 FORMER COMPANY: FORMER CONFORMED NAME: SELAS CORP OF AMERICA DATE OF NAME CHANGE: 19920703 8-K 1 intricon105411_8k.htm FORM 8-K DATED OCTOBER 28, 2010 intricon105411_8k.htm - Generated by SEC Publisher for SEC Filing

 



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 28, 2010

 


INTRICON CORPORATION

(Exact name of registrant as specified in its charter)

 

Pennsylvania

1-5005

23-1069060

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

1260 Red Fox Road, Arden Hills, MN 55112

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code  (651) 636-9770

 

N/A

(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 (see General Instruction A.2. below):

 

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      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.

 

The following information is being provided pursuant to Item 2.02.  Such information, including Exhibit 99.1 attached hereto, should not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

On October 28, 2010, IntriCon Corporation (the “Company”) announced earnings for the quarter ended September 30, 2010.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 7.01        Regulation FD Disclosure.

 

The following information is being provided pursuant to Item 7.01.  Such information, including Exhibit 99.1 attached hereto, should not be deemed “filed” for purposes of Section 18 of the Exchange Act.

 

The information contained under Item 2.02 is incorporated herein by reference.

 

Item 9.01        Financial Statements and Exhibits.

 

(d)

 

Exhibits.

 

 

 

Exhibit No. 

 

Description

99.1

 

Press Release dated October 28, 2010.

 

 

 

 

 

 

 

 

1

 


 

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.

 

 

INTRICON CORPORATION

 

 

 

 

 

 

 

By:  

/s/ Scott Longval

 

Name:  

Scott Longval

 

Title:  

Chief Financial Officer

Date:  October 28, 2010

 

 

 

 

 

 

 

 

 

 

2

 


 

Exhibit Index

 

Exhibit No. 

 

Description

99.1

 

Press Release dated October 28, 2010.

 

 

 

 

 

 

 

 

 


EX-99.1 2 intricon105411_ex99-1.htm PRESS RELEASE DATED OCTOBER 28, 2010 intricon105411_ex99-1.htm - Generated by SEC Publisher for SEC Filing

 

Exhibit 99.1

FOR IMMEDIATE RELEASE

 

INTRICON REPORTS 2010 THIRD-QUARTER RESULTS

Revenues Grow 14 Percent from Prior-Year Period

ARDEN HILLS, Minn. — Oct 28, 2010 — IntriCon Corporation (NASDAQ: IIN), a designer, developer, manufacturer and distributor of body-worn medical devices, today announced financial results for its third quarter ended September 30, 2010.

For the third quarter, the company reported net sales of $14.7 million, an increase of 14 percent from net sales of $12.9 million for the prior-year period. Net income in the 2010 third quarter was $243,000, or $0.04 per diluted share, versus a net loss of $736,000, or $(0.14) per diluted share, for the prior-year period. Included in the 2009 third-quarter results were Datrix-related acquisition costs and bank financing charges totaling $532,000, or $0.10 per diluted share.

 “We continue to deliver measureable year-over-year revenue and earnings progress,” said Mark S. Gorder, president and chief executive officer of IntriCon. “At the same time, we are investing significantly in our business, including several key research and development initiatives. While this impacts certain sequential and year-over-year comparisons, we firmly believe it strengthens our platform for future IntriCon growth.” 

 

Business Performance

For the third quarter, IntriCon experienced double-digit growth in all three core markets. As a percentage of total revenue, the medical business contributed 44 percent, with hearing health and professional audio communications contributing 33 percent and 23 percent, respectively.

Said Gorder, “Year over year, our business mix was stable. Medical continued to post strong revenues, rising 11 percent from the previous year. Gains were again due to continued sales of wireless glucose monitors and new sales from our proprietary cardiac diagnostic monitoring devices, or CDMs.”

Hearing health sales rose 20 percent from the 2009 third quarter. Driving this increase was a rebound in the hearing health market. IntriCon believes more significant future growth will stem from the introduction and acceptance of new products in early 2011.

Professional audio communications rose 15 percent from the prior year. The gain was from higher sales of headset devices to existing customers and communication devices to government agencies. These customers continue to demand smaller and more durable products that perform well in noisy or hazardous environments.

Gross profits in the 2010 third quarter were 25.9 percent, up significantly from 20.3 percent in the year-ago period. Higher sales volumes, increased proprietary technology in products—which generates higher margins—and the impact of previously discussed profit enhancement programs, including production transfers to lower-cost manufacturing facilities and the ongoing rollout of lean manufacturing programs, drove improvements.

 

 

(more)

 


IntriCon Corporation 2010 Third-Quarter Results

October 28, 2010

Page 2

 

 

 

Nine-month Results

For the 2010 nine-month period, IntriCon reported net sales of $44.2 million and net income of $530,000, or $0.10 per diluted share. This was up from 2009 net sales of $37.5 million and a net loss of $2.3 million, or $(0.43) per diluted share. Included in the 2009 nine-month results were Datrix-related acquisition costs and bank financing charges of $546,000, or $0.10 per diluted share.

For the 2010 nine months, IntriCon’s medical business represented 44 percent of total revenue, with hearing health and professional audio communications contributing 34 percent and 22 percent, respectively. This compares to 2009 nine-month levels of 44 percent, 36 percent and 20 percent for medical, hearing health and professional audio communications, respectively.

Gross profits for the 2010 nine months were 26.1 percent, up from 19.9 percent a year earlier. Gains were driven by the same factors detailed above in the third-quarter description.

 

Key Milestones

Earlier this year, IntriCon unveiled its hybrid Overtus™ DSP amplifier. Overtus is designed to: optimize open in-the-canal (ITC) fittings; utilize an advanced adaptive feedback canceller; and incorporate an acoustic switch that eliminates the need for a bulky mechanical switch, allowing for further miniaturization. This amplifier utilizes two patent-pending technologies that allow customers to produce their open in-the-ear devices. Overtus will enter production in the near future and sales are expected to have a modest impact on fourth-quarter results.

Said Gorder, “As the amplifier component of hearing aids, Overtus brings significant technology advantages over existing devices. We’ve taken that technology and developed our own complete hearing device, the all-new, patent-pending APT™ Open ITC.

“The APT, introduced at the European Hearing Aid Acousticians event earlier this month, is powered by Overtus and includes our Reliant CLEAR™ adaptive feedback canceller and the AcousTAP ™ acoustic push button. In addition, the APT utilizes the patent pending Concha Lock System technology that allows for the suspension of an open in-the-ear device in the ear canal. These features create stable and effective amplification, occlusion-free comfort and easy integration into existing fitting systems. Our OEM customers now have the option of using Overtus in their own devices, or purchasing our complete APT device.”            

In the medical arena, IntriCon continues to make progress with its new Centauri CDM device. Centauri is a next-generation wireless outpatient monitoring device that uses a proven automatic arrhythmia detection algorithm. The company anticipates submitting Centauri for FDA approval in the upcoming weeks.

 IntriCon is in the process of finalizing development of its PhysioLink™ wireless technology, which will be incorporated into products in the medical, hearing health and professional audio communication markets. PhysioLink enables audio and data streaming to ear-worn and body-worn applications over distances of up to five meters.

IntriCon’s situational listening device (SLD) product line leverages PhysioLink. SLDs help hearing-impaired people in noisy environments, allowing them to listen to television, music and direct broadcast by wireless connection. SLDs supplement conventional hearing aids that don’t handle noisy situations well. The company anticipates production of its SLD platform in early 2011.

 

(more)

 


IntriCon Corporation 2010 Third-Quarter Results

October 28, 2010

Page 3

 

 

 

Gorder indicated that while IntriCon is seeing customers continue to reengage in all markets on new programs, persisting economic sluggishness has caused many patients to delay discretionary medical procedures, and hospitals and doctors to cut back on purchases of legacy med-tech products. During the course of the year several large medical customers experienced temporary fluctuations in demand. As some customers have ordered above their immediate needs, the company anticipates certain medical orders to slow in the fourth quarter—however it believes these deferrals to be temporary.

Concluded Gorder, “Across the board, we are focusing our resources and capital on our strengths: making body-worn devices smaller and better. We’re doing so by accelerating the development of proprietary core technologies. This is demonstrated by our increasing number of new products based on patent pending technologies, such as the Overtus and APT.  We believe our continued prudent investments in new initiatives will fuel long-term growth. This strategy centers on the idea of enhancing the mobility and effectiveness of miniature, body-worn devices—and creating entirely new technology-driven products.”

 

Conference Call Today

As previously announced, the company will hold an investment community conference call today, Thursday, Oct. 28, 2010, beginning at 4:00 p.m. CT. Mark Gorder, president and chief executive officer, and Scott Longval, chief financial officer, will review third-quarter performance and discuss the company’s strategies. To join the conference call, dial: 1-877-941-6011 (international 1-480-248-5081) and provide the conference identification number 4375930 to the operator.

 

A replay of the conference call will be available one hour after the call ends through 11:59 p.m. CT on Thursday, Nov. 4, 2010. To access the replay, dial 1-800-406-7325 (international 1-303-590-3030) and enter access code: 4375930.

 

About IntriCon Corporation
Headquartered in Arden Hills, Minn., IntriCon Corporation designs, develops and manufactures miniature and micro-miniature body-worn medical products. The company is focused on three key markets: medical, hearing health, and professional audio communications. IntriCon has facilities in the United States, Asia and Europe. The company’s common stock trades under the symbol “IIN” on the NASDAQ Global Market. For more information about IntriCon, visit www.intricon.com.

 

 

(more)

 


IntriCon Corporation 2010 Third-Quarter Results

October 28, 2010

Page 4

 

 

Forward-Looking Statements

Statements made in this release and in IntriCon’s other public filings and releases that are not historical facts or that include forward-looking terminology such as “may”, “will”, “believe”, “anticipate,” “expect”, “should”, “optimistic” or “continue” or the negative thereof or other variations thereon are “forward-looking statements” within the meaning of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, without limitation, statements concerning prospects in the miniature body-worn device arena, new products, strategic alliances, future growth and expansion, market fundamentals, future financial condition and performance, prospects and the positioning of IntriCon to compete in chosen markets and the Company’s planned investments in research and development. These forward-looking statements may be affected by known and unknown risks, uncertainties and other factors that are beyond IntriCon’s control, and may cause IntriCon’s actual results, performance or achievements to differ materially from the results, performance and achievements expressed or implied in the forward-looking statements. These risks, uncertainties and factors include, without limitation, risks related to the current economic crisis, the risk that IntriCon may not be able to achieve its long-term strategy, weakening demand for products of the company due to general economic conditions, risks related to the company’s strategic alliances and joint venture, possible non-performance of developing the Centauri, Scenic, Overtus, wireless glucose monitor and situational listening device products and other technological products, the volume and timing of orders received by the company, changes in the mix of products sold, competitive pricing pressures, the cost and availability of electronic components and commodities for the company’s products, ability to create and market products in a timely manner, competition by competitors with more resources than the company, foreign currency risks arising from the company’s foreign operations, ability to satisfy and maintain compliance with the covenants under the company’s loan facility, the costs and risks associated with research and development investments and other risks detailed from time to time in the company’s filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2009. The company disclaims any intent or obligation to publicly update or revise any forward-looking statements, regardless of whether new information becomes available, future developments occur or otherwise.

 

 

 

Contacts

At IntriCon:

 

At Padilla Speer Beardsley:

Scott Longval, CFO

 

Matt Sullivan/Marian Briggs

651-604-9526

 

612-455-1700

slongval@intricon.com

 

msullivan@psbpr.com / mbriggs@psbpr.com

 

 

 

(more)

 


IntriCon Corporation 2010 Third-Quarter Results

October 28, 2010

Page 5

 

 

IntriCon Corporation

Consolidated Condensed Statements of Operations (in thousands, except per share data)

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,
2010
(Unaudited)

 

September 30,
2009
(Unaudited)

 

September 30,
2010
(Unaudited)

 

September 30,
2009
(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Sales, net

 

$

14,727

 

$

12,868

 

$

44,215

 

$

37,523

 

Cost of sales

 

 

10,912

 

 

10,258

 

 

32,693

 

 

30,044

 

Gross profit

 

 

3,815

 

 

2,610

 

 

11,522

 

 

7,479

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

  Selling expense

 

 

751

 

 

694

 

 

2,373

 

 

2,023

 

  General and administrative expense

 

 

1,398

 

 

1,180

 

 

4,335

 

 

3,959

 

  Research and development expense

 

 

1,231

 

 

799

 

 

3,455

 

 

2,466

 

  Total operating expenses 

 

 

3,380

 

 

2,673

 

 

10,163

 

 

8,448

 

Operating income (loss)

 

 

435

 

 

(63

)

 

1,359

 

 

(969

)

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(158

)

 

(378

)

 

(500

)

 

(621

)

Equity in income (loss) of partnerships

 

 

54

 

 

(19

)

 

42

 

 

(220

)

Other income, net

 

 

(57

)

 

(243

)

 

29

 

 

(161

)

Income (loss) from continuing operations before income taxes and discontinued operations

 

 

274

 

 

(703

)

 

930

 

 

(1,971

)

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit)

 

 

31

 

 

8

 

 

106

 

 

(30

)

Income (loss) before discontinued operations

 

 

243

 

 

(711

)

 

824

 

 

(1,941

)

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations, net of income taxes

 

 

 

 

(25

)

 

(329

)

 

(382

)

Gain on sale of discontinued operations, net of income taxes

 

 

 

 

 

 

35

 

 

 

Net income (loss)

 

$

243

 

$

(736

)

$

530

 

$

(2,323

)

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

    Continuing operations

 

$

0.04

 

$

(0.13

)

$

0.15

 

$

(0.36

)

    Discontinued operations

 

 

0.00

 

 

(0.01

)

 

(0.05

)

 

(0.07

)

    Net income (loss)

 

$

0.04

 

$

(0.14

)

$

0.10

 

$

(0.43

)

 

 

 

 

 

 

 

 

 

 

Diluted income (loss) per share:

 

 

 

 

 

 

 

 

 

 

    Continuing operations

 

$

0.04

 

$

(0.13

)

$

0.15

 

$

(0.36

)

    Discontinued operations

 

 

0.00

 

 

(0.01

)

 

(0.05

)

 

(0.07

)

    Net income (loss)

 

$

0.04

 

$

(0.14

)

$

0.10

 

$

(0.43

)

Average shares outstanding:

 

 

 

 

 

 

 

 

 

 

    Basic

 

 

5,485

 

 

5,412

 

 

5,477

 

 

5,370

 

    Diluted

 

 

5,614

 

 

5,412

 

 

5,540

 

 

5,370

 

 

 

(more)

 


IntriCon Corporation 2010 Third-Quarter Results

October 28, 2010

Page 6

 

 

IntriCon Corporation

Consolidated Condensed Balance Sheets (in thousands)

 

 

 

September 30,
2010
(Unaudited)

 

December 31,
2009

 

Current assets:

 

 

 

 

 

 

 

Cash

 

$

792

 

$

385

 

Restricted cash

 

 

325

 

 

406

 

Accounts receivable, less allowance for doubtful accounts of $219 at September 30, 2010 and $226 at December 31, 2009

 

 

8,070

 

 

7,084

 

Inventories

 

 

9,000

 

 

8,221

 

Other current assets

 

 

698

 

 

879

 

Current assets of discontinued operations

 

 

 

 

1,140

 

Total current assets

 

 

18,885

 

 

18,115

 

 

 

 

 

 

 

 

 

  Machinery and equipment

 

 

36,607

 

 

35,516

 

Less:  Accumulated depreciation

 

 

30,227

 

 

28,725

 

Net machinery and equipment

 

 

6,380

 

 

6,791

 

 

 

 

 

 

 

 

 

Goodwill

 

 

9,709

 

 

9,717

 

Investment in partnerships

 

 

1,286

 

 

1,237

 

Other assets of discontinued operations

 

 

 

 

142

 

Other assets, net

 

 

1,277

 

 

1,361

 

Total assets

 

$

37,537

 

$

37,363

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Checks written in excess of cash

 

$

83

 

$

102

 

Current maturities of long-term debt

 

 

1,772

 

 

1,709

 

Accounts payable

 

 

3,900

 

 

3,637

 

Deferred gain

 

 

110

 

 

110

 

Partnership payable

 

 

260

 

 

260

 

Liabilities of discontinued operations

 

 

 

 

926

 

Other accrued liabilities

 

 

3,519

 

 

2,867

 

Total current liabilities

 

 

9,644

 

 

9,611

 

 

 

 

 

 

 

 

 

Long-term debt, less current maturities

 

 

7,104

 

 

7,730

 

Other postretirement benefit obligations

 

 

696

 

 

756

 

Long-term partnership payable

 

 

500

 

 

500

 

Deferred income taxes

 

 

150

 

 

129

 

Accrued pension liabilities

 

 

484

 

 

543

 

Deferred gain

 

 

523

 

 

605

 

Total liabilities

 

 

19,101

 

 

19,874

 

 

 

 

 

 

 

 

 

Commitments and contingencies (note 14)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

Common shares, $1.00 par value per share; 20,000 shares authorized;
6,006 and 5,986 shares issued; 5,490 and 5,470 shares outstanding at September 30, 2010 and December 31, 2009, respectively.

 

 

 

6,006

 

 

 

5,986

 

Additional paid-in capital

 

 

15,406

 

 

14,987

 

Retained deficit

 

 

(1,475

)

 

(2,005

)

Accumulated other comprehensive loss

 

 

(236

)

 

(214

)

Less:  516 common shares held in treasury, at cost

 

 

(1,265

)

 

(1,265

)

Total shareholders’ equity

 

 

18,436

 

 

17,489

 

Total liabilities and shareholders’ equity

 

$

37,537

 

$

37,363

 

 

###


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