-----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, HbKw3ZgdXJDES9NyBkTDeQA8QzItugN58L74K/uLgosa76vxiip3siSab5MPF4nQ jjjzwe8AaqRCBZMAYpuylg== 0001092306-03-000298.txt : 20030724 0001092306-03-000298.hdr.sgml : 20030724 20030724160113 ACCESSION NUMBER: 0001092306-03-000298 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DHB INDUSTRIES INC CENTRAL INDEX KEY: 0000899166 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 113129361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13112 FILM NUMBER: 03801041 BUSINESS ADDRESS: STREET 1: 555 WESTBURY AVE CITY: CARLE PLACE STATE: NY ZIP: 11514 BUSINESS PHONE: 5169971155 MAIL ADDRESS: STREET 1: 555 WESTBURY AVE CITY: CARLE PLACE STATE: NY ZIP: 11514 FORMER COMPANY: FORMER CONFORMED NAME: DHB CAPITAL GROUP INC /DE/ DATE OF NAME CHANGE: 19960518 8-K 1 dhbform8k.txt FORM 8-K DATED JULY 24, 2003 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): July 24, 2003 DHB INDUSTRIES, INC. ______________________________________________________ (Exact name of registrant as specified in its charter) Commission File Number: 0-22429 Delaware 11-3129361 ________________________ ___________________ (State of Incorporation) (I.R.S. Employer Identification No.) 555 Westbury Avenue, Carle Place, New York 11514 __________________________________________ __________ (Address of principal executive office) (Zip Code) (516) 997-1155 ____________________________________________________ (Registrant's telephone number, including area code) (Page 1) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On July 24, 2003, DHB Industries, Inc. (the "Company") issued a press release announcing the Company's second quarter 2003 results. The press release is filed as Exhibit 99.1 hereto, and is incorporated herein by reference. The information furnished under this Item 12 of this Current Report on Form 8-K, including Exhibit 99.1, shall be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not Applicable (b) Not Applicable (c) The following Exhibit is filed as part of this Current Report on Form 8-K: 99.1 News Release of DHB Industries, Inc. issued July 24, 2003: DHB Industries Reports Second Quarter 2003 Results (furnished solely pursuant to Item 12 of Form 8-K). (Page 2) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DHB INDUSTRIES, INC. By: /s/ DAWN M. SCHLEGEL _______________________ Dawn M. Schlegel Chief Financial Officer Dated: July 24, 2003 (Page 3) EXHIBIT INDEX Page No. 5 99.1 News Release of DHB Industries, Inc. issued July 24, 2003: DHB Industries Reports Second Quarter 2003 Results (furnished solely pursuant to Item 12 of Form 8-K). (Page 4) EX-99 3 ex99-1.txt EX 99.1 - NEWS RELEASE OF DHB INDUSTRIES, INC. EXHIBIT 99.1 [DHB Industries Inc. Logo Appears Here] NEWS FROM DHB INDUSTRIES INC. 555 Westbury Avenue * Carle Place, NY 11514 * T:516/997-1155 * F:516/997-1144 www.dhbindustries.com Contact Information: For Investors: Company Contact: Robert B. Prag, President Dawn M. Schlegel, CFO The Del Mar Consulting Group, Inc. DHB Industries Inc. 858/794-9500 516/997-1155 bprag@delmarconsulting.com dschlegel@dhbt.com FOR IMMEDIATE RELEASE DHB INDUSTRIES REPORTS RECORD SECOND QUARTER RESULTS - - COMPANY POSTS RECORD REVENUES OF $56.5 MILLION; RECORD OPERATING INCOME OF $7.8 MILLION - - THIRD QUARTER REVENUES EXPECTED TO EXCEED $50 MILLION - CARLE PLACE, NY - (July 24, 2003) DHB INDUSTRIES INC. (AMEX: DHB), the market leader in the rapidly growing body armor industry, announced today record operating results for the second quarter ended June 30, 2003, posting its 14th consecutive year-over-year increase in quarterly revenues. During the second quarter, DHB announced that its wholly-owned subsidiary, Point Blank Body Armor, Inc., had received more than $85 million in delivery orders from several branches of the U.S. Department of Defense for body armor, including its "Interceptor" Outer Tactical Vest (OTV). U.S. Armed Forces are wearing Point Blank Body Armor's Interceptor OTV, which has been credited with saving the lives of many Americans during the War in Iraq and Operation Anaconda in Afghanistan. Point Blank Body Armor has been, and is, the sole supplier of Interceptor. For the second quarter ended June 30, 2003, DHB reported record revenues of $56,525,000, an increase of 66% as compared to revenues of $34,014,000 for the second quarter of 2002. Operating income increased 57% to a record $7,751,000 as compared to $4,939,000 in the second quarter of 2002. Second quarter 2003 income available to common stockholders was $3,961,000, or $0.09 per diluted share as compared to 4,426,000, or $0.11 per diluted share in the second quarter of 2002. Net income in the second quarter of 2003 included a tax rate of 45%. In the second quarter of 2002 the tax rate was nominal (1%) due to the utilization of net operating loss carry forwards in 2002. EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) for the second quarter of 2003 was $7,893,000, an increase of 55% as compared to $5,101,000 for the second quarter 2002. Gross margins for the second quarter of 2003 were 27.5% versus 28% in the first quarter of 2003. SG&A expenses were 14% of net sales for the second quarter of 2003 versus 13% of net sales in the prior quarter. Stockholders' equity rose to $40,553,000 at the end of the second quarter of 2003 as compared to $31,345,000 at year-end December 31, 2002. For the first six months ended June 30, 2003, total revenues increased 52% to a record $102,678,000 as compared to $67,653,000 for the first six months of 2002. Operating income increased 47% to $14,926,000, as compared to $10,165,000 for the first six months of 2002. First six months 2003 income available to common stockholders was $8,890,000, or $0.20 per diluted share as compared to $9,184,000 or $0.24 per diluted share in the first six months of 2002. Net income in the first six months of 2003 included a tax rate of 40%. In the first six months of 2002 the tax rate was nominal (1%) due to the utilization of net operating loss carry forwards in 2002. *MORE* DHB INDUSTRIES, INC. JULY 24, 2003 PAGE 2 OF 4 EBITDA for the first six months of 2003 was $15,953,000, and increase of 52% as compared to $10,489,000 for the first six months of 2002. Weighted shares outstanding on a diluted basis for the first six months of 2003 were 43,722,690 as compared to 38,438,706 for the first six months of 2002. Dawn Schlegel, CFO of DHB Industries, commented, "The Company's first half operating results reflect the high demand for our products across all sectors - military, law enforcement and federal agencies. Given continued strong demand, we expect revenues for Q3 will exceed $50 million." Commenting on the results, David Brooks, Chairman and CEO of DHB Industries, stated, "The Company's record revenues and operating results for the second quarter are a testament to our dominant position as the leader in the protective body armor industry. We continue to increase our market share by providing superior products, cutting edge technology and outstanding customer service. We remain focused on operating results with a goal of maximizing return for our shareholders." CONFERENCE CALL: DHB will discuss its results during a conference call to be broadcast live over the Internet starting at 4:10 p.m. eastern daylight time. Conference call particulars are as follows: o Date - Thursday, July 24, 2003 o Time - 4:10 p.m. eastern daylight time/1:10 p.m. pacific daylight time o Dial in number - (888) 809-3657 o Live Internet broadcast - can be accessed at http://www.dhbindustries.com Those choosing to listen via telephone are encouraged to call in at least ten minutes prior to the start of the call to allow time to register with the operator. ABOUT DHB INDUSTRIES INC. DHB Industries Inc.'s Armor Group is the market leader in the rapidly growing protective body armor industry. Its highly recognized subsidiaries, Point Blank Body Armor Inc. and Protective Apparel Corporation of America (PACA) are focused on the design, manufacture, and distribution of bullet resistant and protective body armor for military, law enforcement, and corrections in the U.S. and worldwide. DHB Armor Group's customers include the U.S. Army, Air Force, Navy, Marines, Coast Guard, Secret Service, FBI, DEA, INS, ATF, NATO, U.S. Marshals, the NYC Police Department, the LA Police Department, and the California Highway Patrol. DHB Sports Group produces and markets a comprehensive line of athletic supports and braces which are merchandised through national superstore chains including Wal-Mart, Target and Meijer, as well as private label distributors such as Amerisource Bergen and Cardinal Health. DHB maintains facilities in Carle Place, NY, Deerfield Beach, FL, Oakland Park, FL, Jacksboro, TN, and Arlington, VA. To learn more about DHB Industries Inc., visit the website at http://www.dhbindustries.com. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: THE STATEMENTS WHICH ARE NOT HISTORICAL FACTS CONTAINED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS THAT INVOLVE CERTAIN RISKS AND UNCERTAINTIES INCLUDING BUT NOT LIMITED TO RISKS ASSOCIATED WITH THE UNCERTAINTY OF FUTURE FINANCIAL RESULTS, ADDITIONAL FINANCING REQUIREMENTS, DEVELOPMENT OF NEW PRODUCTS, GOVERNMENT APPROVAL PROCESSES, THE IMPACT OF COMPETITIVE PRODUCTS OR PRICING, TECHNOLOGICAL CHANGES, THE EFFECT OF ECONOMIC CONDITIONS AND OTHER UNCERTAINTIES DETAILED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. ***STATEMENT OF OPERATIONS AND BALANCE SHEET TO FOLLOW***
DHB INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except share and per share data) For the Three Months For the Six Months Ended June 30 Ended June 30, ___________________________ ___________________________ 2003 2002 2003 2002 ___________ ___________ ___________ ___________ Net sales $ 56,525 $34,014 $ 102,678 $ 67,653 Cost of goods sold 41,001 23,977 74,186 48,161 ___________ ___________ ___________ ___________ Gross profit 15,524 10,037 28,492 19,492 Selling, general and administrative expenses 7,773 5,098 13,566 9,327 ___________ ___________ ___________ ___________ Income before other income (expense) 7,751 4,939 14,926 10,165 ___________ ___________ ___________ ___________ Other income (expense) Interest expense (342) (473) (671) (937) Proceeds from settlement of lawsuit -- -- 739 -- Other income 11 21 24 44 ___________ ___________ ___________ ___________ Total other income (expense) (331) (452) 92 (893) ___________ ___________ ___________ ___________ Income from operations before income taxes 7,420 4,487 15,018 9,272 Income taxes 3,369 61 5,948 88 ___________ ___________ ___________ ___________ Net income 4,051 4,426 9,070 9,184 Dividend - preferred stock (90) -- (180) -- ___________ ___________ ___________ ___________ Income available to common stockholders $ 3,961 $ 4,426 $ 8,890 $ 9,184 =========== =========== =========== =========== Earnings per common share: Basic shares $ 0.10 $ 0.15 $ 0.22 $ 0.27 =========== =========== =========== =========== Diluted shares $ 0.09 $ 0.11 $ 0.20 $ 0.24 =========== =========== =========== =========== Weighted average shares outstanding: Basic shares 40,458,867 36,789,796 40,436,557 34,152,728 Effect of convertible preferred 500,000 500,000 500,000 500,000 Warrants 3,277,012 3,735,120 2,786,133 3,785,978 ___________ ___________ ___________ ___________ Diluted shares 44,235,879 41,024,916 43,722,690 38,438,706 =========== =========== =========== =========== **** Balance Sheet To Follow ***
DHB INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2003 (UNAUDITED) AND DECEMBER 31, 2002 (In thousands, except share and per share data) June 30, December 31, 2003 2002 ________ ____________ ASSETS Current assets Cash and cash equivalents $ 432 $ 393 Accounts receivable, less allowance for doubtful accounts of $1,027 and $1,070, respectively 24,241 22,904 Inventories 47,692 33,360 Deferred income tax assets 784 3,319 Prepaid expenses and other current assets 2,894 971 _______ _______ Total current assets 76,043 60,947 _______ _______ Property and equipment, net 1,819 1,620 _______ _______ Other assets Other investment 942 942 Deferred income tax assets - 1,402 Deposits and other assets 436 460 _______ _______ Total other assets 1,378 2,804 _______ _______ Total assets $79,240 $65,371 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 5,168 $ 5,368 Accrued expenses and other current liabilities 4,849 2,454 Capital lease obligation 7 -- _______ _______ Total current liabilities 10,024 7,822 _______ _______ Long term liabilities Notes payable-bank 28,254 24,354 Note payable - stockholder - 1,500 Other liabilities 409 350 _______ _______ Total liabilities 38,687 34,026 _______ _______ Commitments and contingencies Stockholders' equity Convertible preferred stock 1 1 Common stock 41 40 Additional paid in capital 35,108 34,792 Other comprehensive loss (40) (41) Retained earnings (accumulated deficit) 5,443 (3,447) _______ _______ Total stockholders' equity 40,553 31,345 _______ _______ Total liabilities and stockholders' equity $79,240 $65,371 ======= ======= **** -----END PRIVACY-ENHANCED MESSAGE-----