0000893220-01-500742.txt : 20011019
0000893220-01-500742.hdr.sgml : 20011019
ACCESSION NUMBER: 0000893220-01-500742
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20011010
ITEM INFORMATION: Other events
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20011011
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: SL INDUSTRIES INC
CENTRAL INDEX KEY: 0000089270
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640]
IRS NUMBER: 210682685
STATE OF INCORPORATION: NJ
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-04987
FILM NUMBER: 1757236
BUSINESS ADDRESS:
STREET 1: 520 FELLOWSHIP ROAD
STREET 2: SUITE A114
CITY: MT LAUREL
STATE: NJ
ZIP: 08054
BUSINESS PHONE: 8567271500
MAIL ADDRESS:
STREET 1: 520 FELLOWSHIP ROAD
STREET 2: SUITE A114
CITY: MT LAUREL
STATE: NJ
ZIP: 08054
FORMER COMPANY:
FORMER CONFORMED NAME: GL ELECTRONICS CO INC
DATE OF NAME CHANGE: 19670928
FORMER COMPANY:
FORMER CONFORMED NAME: GL INDUSTRIES INC
DATE OF NAME CHANGE: 19710111
FORMER COMPANY:
FORMER CONFORMED NAME: SGL INDUSTRIES INC
DATE OF NAME CHANGE: 19841008
8-K
1
w53894e8-k.txt
SL INDUSTRIES, INC. FORM 8-K DATED OCTOBER 10,2001
1
================================================================================
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 10, 2001
SL INDUSTRIES, INC.
(Exact name of issuer as specified in its charter)
New Jersey 1-4987 21-0682685
(STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NUMBER)
520 Fellowship Road, Suite A114
Mount Laurel, New Jersey 08054
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
(856) 727-1500
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
2
ITEM 5. OTHER EVENTS.
On October 10, 2001, SL Industries, Inc. (the "Company") issued a press
release providing updates regarding certain business developments. The Company
announced the completion of its planned restructuring in response to the
slowdown in the telecommunications industry with the pending closure of its
manufacturing facility in Reynosa, Mexico and the consolidation of those
operations elsewhere. The Company also provided certain information concerning,
among other matters, its financial condition, the status of its revolving credit
facility and the status of the previously announced process to seek potential
acquirers for all or parts of its business.
A copy of the press release appears as Exhibit 99 to this Report and is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) The following is filed as an Exhibit to this Report:
Exhibit Number Description
-------------- -----------
99 Press Release dated October 10, 2001.
3
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, in the Township of Mount Laurel, State
of New Jersey, on the 10th day of October, 2001.
SL INDUSTRIES, INC.
By: /s/ David R. Nuzzo
-----------------------------------------
David R. Nuzzo
Vice President Finance and Administration
4
EXHIBIT INDEX
-------------
Exhibit Number Description
-------------- -----------
99 Press Release dated October 10, 2001.
EX-99
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w53894ex99.txt
PRESS RELEASE DATED OCTOBER 10, 2001
1
For Immediate Release
INVESTOR RELATIONS CONTACT: COMPANY CONTACT:
Neil Berkman or Melanie Beeler Owen Farren
Neil Berkman Associates President & CEO
(310) 277-5162 (856) 727-1500
info@BerkmanAssociates.com www.slpdq.com
SL INDUSTRIES UPDATES BUSINESS DEVELOPMENTS
Completes Telecom Restructuring Program With Closure of
Reynosa, Mexico Facility
MT. LAUREL, NEW JERSEY, October 10, 2001 . . . SL INDUSTRIES, INC.
(NYSE & PHLX:SL) today provided an update on business developments and announced
that it has completed its planned restructuring in response to the slowdown in
the telecommunications industry, with the closure of its manufacturing facility
in Reynosa, Mexico.
Owen Farren, President and Chief Executive Officer, said, "To further
reduce the impact on SL Industries of the slowdown in the telecommunications
market, the Company's Condor D.C. Power Supplies subsidiary will close its
manufacturing plant in Reynosa, Mexico and consolidate operations in its
facility in Mexicali, Mexico. We expect these actions to further improve
operating profits and cash flow, while maintaining Condor's flexibility to meet
increased demand for power supplies for customers in the telecommunications
industry when conditions improve. The Company will record an additional
restructuring charge of approximately $2.5 million in connection with the
closure of the Reynosa facility."
Farren continued, "As a result of aggressive cash management, cost
reductions and restructuring activities, the Company's financial condition has
significantly improved over the last quarter. In addition, the Company has
experienced continued strength in all of its business segments other than the
semiconductor and telecommunications markets. Assuming that business activity
continues at its current levels and the Company is able to draw on its revolving
credit facility, we anticipate that the Company will have adequate liquidity to
fund operations and working capital requirements."
As previously announced, the Company obtained a waiver of certain
financial covenants in its revolving credit facility for the fiscal quarters
ended March 31, 2001, and June 30, 2001. The Company has advised its banks that
it will be in default of the financial covenants in the revolving credit
facility for the quarter ended September 30, 2001 and is currently in
discussions with its banks to amend its financial covenants for such quarter and
beyond.
(more)
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SL INDUSTRIES UPDATES BUSINESS DEVELOPMENTS
October 10, 2001
Page 2
As the Company and its banks are still in negotiations, it is too early to
determine if these discussions will be successful. If the Company and the banks
are unable to reach an agreement, the Company's ability to continue operations
as presently conducted will be materially adversely affected.
Farren concluded, "As mentioned earlier, the Company has experienced
strong activity in all of its business segments, other than sales to the
semiconductor and telecommunications markets. Although the Company has not yet
been adversely impacted by the attacks of September 11, it is still too early to
determine future business conditions as a result of the attacks. The Company's
SL-Montevideo Technology and Elektro-Metall Export subsidiaries engage in
substantial business in the aerospace sector, serving both defense and
commercial aerospace customers. As previously announced, we know of no
development or event to account for the recent unusual trading activity in
shares of the Company's common stock.
"The recent attacks have, however, impacted the capital markets and
delayed the sales process for the Company and its business segments. The Company
and Credit Suisse First Boston expect to conclude preliminary discussions with
potential purchasers and complete analyses of proposed transactions by the end
of October."
ABOUT SL INDUSTRIES
SL Industries, Inc. designs, manufactures and markets Power and Data
Quality (PDQ) equipment and systems for industrial, medical, aerospace and
consumer applications. For more information about SL Industries, Inc. and its
products, please visit the Company's web site at www.SLpdq.com.
FORWARD-LOOKING STATEMENTS
This press release contains statements that are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements are based on current expectations, estimates and
projections about the Company's business based, in part, on assumptions made by
management. These statements are not guarantees of future performance and
involve risks, uncertainties and assumptions that are difficult to predict.
Therefore, actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements due to numerous
factors, including those described above and the following: the effectiveness of
the restructuring and other cost reduction actions undertaken by the Company,
the timing and degree of any business recovery in certain of the Company's
markets that are currently experiencing an economic downturn, changes in demand
for the Company's products, product mix, the timing of customer orders and
deliveries, the impact of competitive products and pricing, constraints on
supplies of critical components, excess or shortage of production capacity, and
other risks discussed from time to time in the Company's Securities and Exchange
Commission filings and reports. In addition, such statements could be affected
by general industry and market conditions and growth rates, and general domestic
and international economic conditions. Those conditions include increased
economic uncertainty and political instability following the terrorist attacks
in the United States on September 11, 2001. Such forward-looking statements
speak only as of the date on which they are made, and the Company does not
undertake any obligation to update any forward-looking statement to reflect
events or circumstances after the date of this release.
* * * * *