-----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, TGaJujmn3mk1g8FIJx/qe8i3ixcyqjSYrLfZEkW+ScTQcu3JqQUNQacOXOQkcX1W 9nceJfwrXclezWpHveH89Q== 0000950137-05-001484.txt : 20050210 0000950137-05-001484.hdr.sgml : 20050210 20050210093823 ACCESSION NUMBER: 0000950137-05-001484 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050210 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050210 DATE AS OF CHANGE: 20050210 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LITTELFUSE INC /DE CENTRAL INDEX KEY: 0000889331 STANDARD INDUSTRIAL CLASSIFICATION: SWITCHGEAR & SWITCHBOARD APPARATUS [3613] IRS NUMBER: 363795742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20388 FILM NUMBER: 05590832 BUSINESS ADDRESS: STREET 1: 800 E NORTHWEST HWY CITY: DES PLAINES STATE: IL ZIP: 60016 BUSINESS PHONE: 7088241188 MAIL ADDRESS: STREET 1: 800 E. NORTHWEST HWY CITY: DES PLAINES STATE: IL ZIP: 60016 8-K 1 c92035e8vk.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20579 --------------------------------------- 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) -- February 10, 2005 Littelfuse, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-20388 36-3795742 - ------------------- ------------------ ------------------- (State of other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 800 E. Northwest Hwy., Des Plaines, IL 60016 - -------------------------------------- ------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (847) 824-1188 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 7.01 Regulation FD Disclosure (The information under this Item 9 is being furnished pursuant to Item 12 of Form 8-K) ITEM 9.01 Financial Statements, Pro Forma Financial Information and Exhibits 99.1 Press Release, dated February 10, 2005 On Thursday, February 10, 2005, the Registrant issued a press release disclosing financial results for the quarter and year ended January 1, 2005. The press release is made part of this Form and is attached as Exhibit 99.1. The press release, dated February 10, 2005, made a part of the Form include forward looking statements that are intended to be covered by the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward looking statements include but are not limited to comments with respect to the objectives and strategies, financial condition, results of operations and business of the Registrant. These forward looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward looking statements will not be achieved. The Registrant cautions you not to place undue reliance on these forward looking statements as a number of important factors could cause actual future results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward looking statements. 1 SIGNATURE 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. Littelfuse, Inc. Date: February 10, 2005 By: /s/ Philip G. Franklin ----------------- ---------------------- Philip G. Franklin Vice President, Operations Support and Chief Financial Officer 2 Exhibit Index 99.1 Press Release, dated February 10, 2005 3 EX-99.1 2 c92035exv99w1.txt PRESS RELEASE EXHIBIT 99.1 [LITTELFUSE LETTERHEAD] NEWS RELEASE CONTACT: PHIL FRANKLIN, VICE PRESIDENT, OPERATIONS SUPPORT & CFO (847) 391-0566 LITTELFUSE REPORTS FOURTH QUARTER AND 2004 RESULTS DES PLAINES, ILLINOIS, FEBRUARY 10, 2005 - Littelfuse, Inc. (NASDAQ/NMS:LFUS) today reported sales and earnings for the fourth quarter and full year 2004. Sales for the fourth quarter of 2004 were $124.1 million, a 22% increase from sales of $102.0 million in the fourth quarter of 2003. The acquisition of a majority interest in Heinrich Industrie accounted for $22.1 million or the entire increase from the same quarter in the prior year. Diluted earnings per share were $0.21 in the fourth quarter of 2004, including a $2.2 million ($0.10 per share) tax deductible charge to write-down a portion of the Semitron investment acquired in 2002. This compares to diluted earnings per share of $0.19 for the fourth quarter of 2003, which included a $0.09 charge related to downsizing the company's Ireland operation. Earnings for the fourth quarter of 2004 benefited from a tax adjustment made to reduce the full year effective rate from 36.0% to 34.8%. Heinrich was approximately neutral to earnings for the fourth quarter of 2004. Sales for the full year 2004 were $500.2 million, a 47% increase from sales of $339.4 million for the full year 2003. Heinrich accounted for $60.1 million of the sales increase. Diluted earnings per share were $1.59 for the full year 2004, compared to $0.70 for the full year 2003. "As we announced on December 21, 2004, our fourth quarter suffered from a slowdown in orders and shipments, coupled with higher operating expenses in part related to Sarbanes-Oxley compliance as well as increased consulting, marketing and legal costs," said Gordon Hunter, Chief Executive Officer. "Although our year ended on a weak note, it was a year of many achievements for Littelfuse. We had major strategic accomplishments including the purchase of Heinrich and the full integration of Teccor, and our initiatives in the areas of solution selling and new product development gained momentum. Our financial performance for the year was outstanding and included record sales and free cash flow as well as earnings that were more than double 2003." By geographic segment and excluding Heinrich, sales for the fourth quarter of 2004 compared to the prior year period were down 2% in the Americas, down 2% in Europe and up 4% in Asia. By market and excluding Heinrich, sales for the fourth quarter of 2004 compared to the prior year period were up 2% for electronics, down 5% for automotive and up 1% for electrical. Favorable currency effects contributed four percentage points to the overall growth rate, with electronics and automotive benefiting three points and four points respectively. By geographic segment and excluding Heinrich, sales for the full year 2004 compared to the prior year were up 27% in the Americas, 25% in Europe and 36% in Asia. By market and excluding Heinrich, sales for the full year 2004 compared to the prior year were up 45% for electronics, 5% for automotive and 8% for electrical. Favorable currency effects contributed four percentage points to the overall growth rate, with electronics and automotive benefiting four points and two points respectively. "Our 45% growth in electronic sales in 2004 was driven by the first-half market recovery, a full year of Teccor sales and some early successes from our solution selling strategy," said Hunter. "After a strong first half, our automotive business slowed as car build softened in the second half. Electrical sales continued to trend above last year, reflecting steady recovery in the industrial and non-residential construction markets." Cash from operating activities was $58.2 million for 2004 compared to $50.0 million in 2003. Net capital expenditures for 2004 were $22.1, million compared to $14.0 million in 2003. Free cash flow (cash from operating activities minus net capital expenditures) was $36.1 million in 2004, compared to $35.9 million in 2003. "Even after acquiring both Heinrich and Teccor within the last 18 months, our balance sheet remains strong, with a net debt to total capitalization ratio of 2%," said Phil Franklin, Chief Financial Officer. "This is testimony to our strong free cash flow, which should allow us to continue to make strategic acquisitions and further consolidate our leadership position in the circuit protection segment." -more- Page 3 Littelfuse will host a conference call today, Thursday, February 10, 2005 at 11:00 a.m. Eastern/10:00 a.m. Central time to discuss the fourth quarter results. The call will be broadcast live over the Internet and can be accessed through the company's Web site: www.littelfuse.com. Listeners should go to the Web site at least 15 minutes prior to the call to download and install any necessary audio software. The call will be available for replay through March 31, 2005 and can be accessed through the Web site listed above. Littelfuse is a global company offering the broadest line of circuit protection products in the industry. In addition to its Des Plaines world headquarters, Littelfuse has manufacturing facilities in England, Ireland, Switzerland, Mexico, China, Germany, Hungary and the Philippines, as well as in Des Plaines and Arcola, Illinois and Irving, Texas. It also has sales, engineering and distribution facilities in the Netherlands, Singapore, Hong Kong, Korea, Taiwan, Japan and Brazil. For more information, please visit Littelfuse's Web site at www.littelfuse.com. "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995. Any forward looking statements contained herein involve risks and uncertainties, including, but not limited to, product demand and market acceptance risks, the effect of economic conditions, the impact of competitive products and pricing, product development and patent protection, commercialization and technological difficulties, capacity and supply constraints or difficulties, exchange rate fluctuations, actual purchases under agreements, the effect of the company's accounting policies, labor disputes, restructuring costs in excess of expectations and other risks which may be detailed in the company's Securities and Exchange Commission filings. -more- Page 4 LITTELFUSE, INC. SALES BY MARKET AND GEOGRAPHY (Dollars in millions)
FOURTH QUARTER YEAR-TO-DATE ------------------------------------------------- ------------------------------------------------- 2004 2003 % CHANGE 2004 2003 % CHANGE ---- ---- -------- ---- ---- -------- MARKET - ------ Electronics $ 68.4 $ 67.3 2% $ 299.3 $ 206.5 45% Automotive 24.7 25.9 -5% 103.3 98.3 5% Electrical 8.9 8.8 1% 37.5 34.6 8% ---------------- --------------- --------------- --------------- ---------------- ---------------- Subtotal 102.0 102.0 -% 440.1 339.4 30% Heinrich 22.1 - - 60.1 - - ---------------- --------------- --------------- --------------- ---------------- ---------------- TOTAL $ 124.1 $ 102.0 22% $ 500.2 $ 339.4 47% ================ =============== =============== =============== ================ ================
FOURTH QUARTER YEAR-TO-DATE ------------------------------------------------- ------------------------------------------------- 2004 2003 % CHANGE 2004 2003 % CHANGE ---- ---- -------- ---- ---- -------- GEOGRAPHY - --------- Americas $ 50.5 $ 50.2 1% $ 216.6 $ 167.4 29% Europe 33.8 17.4 94% 120.0 61.1 96% Asia Pacific 39.8 34.4 16% 163.6 110.9 48% ---------------- --------------- --------------- --------------- ---------------- ---------------- TOTAL $ 124.1 $ 102.0 22% $ 500.2 $ 339.4 47% ================ =============== =============== =============== ================ ================
-more- Page 5 LITTELFUSE, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data, unaudited)
For the Three Months Ended For the Twelve Months Ended ---------------------------- --------------------------- JAN 1, JAN 3, JAN 1, Jan 3, ------ ------ ------ ------ 2005 2004 2005 2004 ---- ---- ---- ---- Net sales......................................... $ 124,139 $ 101,963 $ 500,242 $ 339,410 ============ ============ ============ ============ Operating income.................................. 9,169 7,459 59,268 26,081 Interest expense.................................. 186 451 1,491 2,045 Other expense..................................... 2,524 459 2,366 68 ------------ ------------ ------------ ------------ Income before income taxes and minority interest......................... 6,459 6,549 55,411 23,968 Minority interest................................. 18 - 153 - Income taxes...................................... 1,613 2,358 19,230 8,629 ------------ ------------ ------------ ------------ Net income........................................ $ 4,828 $ 4,191 $ 36,028 $ 15,339 ============ ============ ============ ============ Net income per share: Basic......................................... $ 0.22 $ 0.19 $ 1.62 $ 0.70 ============ ============ ============ =========== Diluted....................................... $ 0.21 $ 0.19 $ 1.59 $ 0.70 ============ ============ ============ =========== Weighted average shares and equivalent shares outstanding: Basic......................................... 22,395 21,958 22,239 21,881 ============ ============ ============ ============ Diluted ...................................... 22,818 22,119 22,604 22,004 ============ ============ ============ ============
NOTE: The above income statement does not show separate lines for gross profit and operating expenses because the appropriate classification of these expenses has not been finalized for Heinrich. The final Heinrich expense classifications will be included in our Form 10-K filing which will be filed prior to March 16, 2005. -more- Page 6 LITTELFUSE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, unaudited)
JANUARY 1, 2005 January 3, 2004 --------------- --------------- ASSETS: Cash and cash equivalents ........................ $ 28,583 $ 22,128 Receivables ...................................... 77,726 52,149 Inventories ...................................... 79,417 52,598 Other current assets ............................. 30,072 22,265 --------------- --------------- Total current assets ............................. 215,798 149,140 Property, plant, and equipment, net .............. 136,465 98,479 Intangible assets, net ........................... 18,553 11,943 Goodwill ......................................... 53,094 48,643 Investments ...................................... 4,886 2,543 Other assets ..................................... 1,146 822 --------------- --------------- $ 429,942 $ 311,570 =============== =============== LIABILITIES AND SHAREHOLDERS' EQUITY: Current liabilities excluding current portion of long-term debt ............................ $ 96,905 $ 64,892 Current portion of long-term debt ................ 32,958 18,496 --------------- --------------- Total current liabilities ........................ 129,863 83,388 Long-term debt ................................... 1,364 10,201 Accrued post-retirement benefits ................. 20,009 4,564 Other long-term liabilities ...................... 16,062 1,072 Minority interest ................................ 2,636 143 Shareholders' equity ............................. 260,008 212,202 --------------- --------------- Shares issued and outstanding at January 1, 2005: 22,549,595 .............. $ 429,942 $ 311,570 =============== ===============
-more- Page 7 LITTELFUSE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands, unaudited)
For the Three Months Ended For the Twelve Months Ended -------------------------- --------------------------- JAN 1, Jan 3, JAN 1, Jan 3, 2005 2004 2005 2004 -------- -------- -------- -------- Operating activities: Net income ..................................... $ 4,828 $ 4,191 $ 36,028 $ 15,339 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation .............................. 6,215 6,172 23,859 20,029 Amortization .............................. 1,152 497 2,441 1,072 Write-down of long-term investment ............. 2,277 -- 2,277 -- Changes in operating assets and liabilities: Accounts receivable ....................... 8,636 4,995 (5,780) 387 Inventories ............................... 3,453 4,277 (4,614) 5,865 Accounts payable and accrued expenses ................................ (7,009) (4,005) (3,413) 12,584 Other, net ................................ (4,025) 4,149 7,417 (5,323) -------- -------- -------- -------- Net cash provided by operating activities ................................ 15,527 20,276 58,215 49,953 Cash used in investing activities: Purchases of property, plant, and equipment .... (8,368) (2,329) (24,762) (14,041) Acquisitions, net of cash acquired ............. (6,342) (94) (41,661) (44,590) Sale of property, plant & equipment ............ -- -- 2,684 -- Sale of marketable securities, net ............. -- -- -- 8,806 -------- -------- -------- -------- Net cash used in investing activities .......... (14,710) (2,423) (63,739) (49,825) Cash provided by (used in) financing activities: Proceeds from long-term debt .............. 9,500 -- 42,200 30,500 Payments of long-term debt ................ (15,752) (12,005) (38,402) (41,996) Proceeds from exercise of stock options ... 10,324 5,882 20,644 4,291 Purchase of treasury stock ................ -- -- (5,589) -- -------- -------- -------- -------- Net cash provided by (used in) financing activities ................................ 4,072 (6,123) 18,853 (7,205) Effect of exchange rate changes on cash ........ (3,631) (340) (6,874) 1,455 -------- -------- -------- -------- Increase/(decrease) in cash and cash equivalents ............................... 1,258 11,390 6,455 (5,622) Cash and cash equivalents at beginning of period ................................. 27,325 10,738 22,128 27,750 -------- -------- -------- -------- Cash and cash equivalents at end of period .................................... $ 28,583 $ 22,128 $ 28,583 $ 22,128 ======== ======== ======== ========
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