-----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, VORN79NwJahYtTgPPApw/LQnzbufnMEqLtHI8q0+De1JsaEehXXfnXK6eH01UBNR 7q1SN7UoYs86faLOxHt7Dg== 0001092306-04-000352.txt : 20040506 0001092306-04-000352.hdr.sgml : 20040506 20040506160113 ACCESSION NUMBER: 0001092306-04-000352 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040506 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040506 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: 04785271 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 MAY 6, 2004 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): May 6, 2004 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.) 400 Post Avenue, Suite 303, Westbury, New York 11590 ______________________________________________ __________ (Address of principal executive office) (Zip Code) (516) 997-1155 ____________________________________________________ (Registrant's telephone number, including area code) 555 Westbury Avenue, Carle Place, New York 11514 ________________________________________________ (Former Address, if changed since last report) (Page 1) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 6, 2004, DHB Industries, Inc. (the "Company") issued a press release announcing the Company's first quarter 2004 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 May 6, 2004: DHB Industries Announces Record 1st Quarter Revenues (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: May 6, 2004 (Page 3) EXHIBIT INDEX Page No. 99.1 News Release of DHB Industries, Inc. issued 5 May 6, 2004: DHB Industries Announces Record 1st Quarter Revenues (furnished solely pursuant to Item 12 of Form 8-K). (Page 4) EX-99 2 ex99-1.txt EX 99.1 - NEWS RELEASE ISSUED 05-06-04 DHB Industries, Inc. EXHIBIT 99.1 May 6, 2004 [DHB INDUSTRIES INC. LOGO APPEARS HERE] NEWS FROM DHB INDUSTRIES, INC. 400 Post AVenue; Suite 303 . Westbury, NY 11590 T: 516/997-1155 . F: 516/997-1144 www.dhbindustries.com Investor Contact: 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 ANNOUNCES RECORD 1ST QUARTER REVENUE OF $74.4 MILLION AND RECORD EARNINGS OF $0.14 PER SHARE -FIRST QUARTER NET INCOME JUMPS 27% TO $6.3 MILLION; REVENUE INCREASES 61%- - -COMPANY EXPECTS TO POST RECORD REVENUES EXCEEDING $80 MILLION IN THE SECOND QUARTER- -COMPANY UPS GUIDANCE 10 % FOR FULL-YEAR 2004 REVENUES TO $275 MILLION- -COMPANY'S CURRENT BACKLOG AT AN ALL TIME RECORD $215 MILLION- WESTBURY, NY - (May 6, 2004) DHB INDUSTRIES, INC. (AMEX: DHB), the market leader in the rapidly growing body armor industry, today announced record revenues and earnings for the first quarter ended March 31, 2004, posting its 17th consecutive year-over-year increase in quarterly revenues. The current backlog of firm orders in hand has dramatically increased to an unprecedented $215 million. For the first quarter ended March 31, 2004, DHB reported record revenues of $74,403,000, an increase of 61% as compared to revenues of $46,153,000 for the first quarter of 2003. Operating income increased 52% in the first quarter to $10,893,000 as compared to $7,175,000 in the first quarter of 2003. First quarter 2004 income available to common stockholders was $6,269,000 or $0.14 per diluted share, as compared to $4,929,000, or $0.12 per diluted share in the first quarter of 2003. The effective tax rate for the first quarter of 2004 was 39.5% as compared to 33.9% in the first quarter of 2003. Weighted shares outstanding on a diluted basis for the first quarter of 2004 were 45,142,033 as compared to 42,785,488 for the first quarter of 2003. Gross margins for the first quarter of 2004 were 27.9% versus 28.1% in the first quarter of 2003. Selling, general and administrative expenses for the first quarter of 2004 were 13.3% of net sales versus 12.6% of net sales for the first quarter of 2003. Stockholders' equity rose to a record $53,087,000 at the end of the first quarter of 2004, a 14% increase as compared to $46,738,000 at year-end December 31, 2003. The Company was utilizing approximately $28 million of its $45 million bank credit facility at March 31, 2004. (Page 5) DHB Industries, Inc. EXHIBIT 99.1 May 6, 2004 In April 2004, DHB expanded its operations to accommodate the steep trajectory of growth in its Armor Group by opening a third manufacturing facility in South Florida. The new 104,000 square foot manufacturing plant located in Pompano Beach will enhance the Armor Group's ability to increase production and improve workflow and efficiency. The Armor Group maintains two additional Florida facilities in Oakland Park and Deerfield Beach, plus a facility in Jacksboro, Tennessee. Dawn Schlegel, CFO of DHB Industries, commented, "The Company met or exceeded during the first quarter all of its operating goals which it had previously provided as guidance to the financial community on March 15th. Selling, general and administrative expenses declined from the second half of 2003, as expected, due to a significant decline in extraneous operating expenses. The balance sheet continued to strengthen as shareholders' equity increased by $6.3 million in the quarter." David Brooks, Chairman and CEO of DHB Industries, added, "DHB Industries' leading position in the protective soft body armor industry has never been more pronounced. In the past six months, DHB has received two significant contracts for body armor from the United States Military, $60 million and $77 million, each of which the Company believes was the largest single contract for body armor ever awarded by the U.S. Department of Defense at the time of award. To date, our Point Blank subsidiary, providing life-saving protection for out troops, has shipped more than 600,000 Interceptor Outer Tactical Vests to the US military." Mr. Brooks continued, "Order activity from all four sectors of business - military, law enforcement, federal agencies and international - is expanding at record levels. We are particularly enthused with the current activity and future growth prospects in the international markets. We have significantly expanded our production capacity with the opening of our new 104,000 sq. ft. plant in Pompano Beach. The future outlook for DHB is exciting and rewarding given the increased need for homeland security, the continuing war on terror, and the unstable geopolitical environment." GUIDANCE AND OUTLOOK DHB continues to experience significant demand for its industry-leading protective soft body armor products. Given current visibility, the Company expects to report revenues of at least $80 million for the second quarter of 2004. Moreover, the Company is raising its previous guidance, and now expects revenues of at least $275 million for the full 2004 year. (Page 6) DHB Industries, Inc. EXHIBIT 99.1 May 6, 2004 CONFERENCE CALL: DHB will discuss its results during a conference call today to be broadcast live over the Internet starting at 4:30 p.m. eastern daylight time. Conference call particulars are as follows: o Date - Thursday, May 6, 2004 o Time - 4:30 p.m. eastern daylight time/1:30 p.m. pacific daylight time o Dial in number - (888) 809-3657 o Live Internet broadcast and replay 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. (http://www.pointblankarmor.com) and Protective Apparel Corporation of America (PACA) (http://www.pacabodyarmor.com) 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 (http://www.ndlproducts.com) 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 Westbury, NY, Pompano Beach, FL, 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. (Page 7) DHB Industries, Inc. EXHIBIT 99.1 March 15, 2004
***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 Ended March 31, _____________________________ 2004 2003 ___________ ___________ Net sales $ 74,403 $ 46,153 Cost of goods sold (includes related party purchases of $3,302, and $6,548, respectively) 53,638 33,185 ___________ ___________ Gross profit 20,765 12,968 Selling, general and administrative expenses 9,872 5,793 ___________ ___________ Income before other income (expense) 10,893 7,175 ___________ ___________ Other income (expense) Interest expense (299) (329) Proceeds from settlement of lawsuit -- 739 Other income 10 13 ___________ ___________ Total other income (expense) (289) 423 ___________ ___________ Income before income taxes 10,604 7,598 Income taxes 4,186 2,579 ___________ ___________ Income before minority interest of subsidiary 6,418 5,019 Minority interest of subsidiary (59) -- ___________ ___________ Net income 6,359 5,019 Dividend - preferred stock (90) (90) ___________ ___________ Income available to common stockholders $ 6,269 $ 4,929 =========== =========== Earnings per common share: Basic shares $ 0.15 $ 0.12 =========== =========== Diluted shares $ 0.14 $ 0.12 =========== =========== Weighted average shares outstanding: Basic shares 40,743,784 40,413,746 Effect of convertible preferred 500,000 500,000 Warrants 3,898,249 1,871,742 ___________ ___________ Diluted shares 45,142,033 42,785,488 =========== ===========
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DHB INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2004 (UNAUDITED) AND DECEMBER 31, 2003 (In thousands, except share and per share data) March 31, December 31, ASSETS 2004 2003 ________ ____________ Current assets Cash and cash equivalents $ 478 $ 441 Accounts receivable, less allowance for doubtful accounts of $879 and $852, respectively 38,643 33,707 Inventories 62,817 54,753 Deferred income tax assets 372 372 Prepaid expenses and other current assets 1,204 1,518 ________ ________ Total current assets 103,514 90,791 ________ ________ Property and equipment, net 2,392 1,819 ________ ________ Other assets Deferred income tax assets 468 437 Deposits and other assets 421 381 ________ ________ Total other assets 889 818 ________ ________ Total assets $106,795 $ 93,428 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current maturities of long term debt $ 3,000 $ 2,000 Accounts payable 8,933 9,465 Accrued expenses and other current liabilities 8,497 6,869 Income taxes payable 7,394 5,635 ________ ________ Total current liabilities 27,824 23,969 ________ ________ Long term liabilities Notes payable-bank 15,588 22,012 Term loan payable 9,500 - Other liabilities 530 502 ________ ________ Total liabilities 53,442 46,483 ________ ________ Commitments and contingencies Minority interest in consolidated subsidiary 266 207 Stockholders equity Convertible preferred stock, $0.001 par value, 5,000,000 shares authorized, 500,000 shares of Series A, 12% convertible preferred stock issued and outstanding: liquidation preference $3,000 1 1 Common stock, $0.001 par value, 100,000,000 shares 41 41 authorized, 40,782,136 and 40,742,136 Additional paid in capital 35,464 35,384 Accumulated other comprehensive loss (53) (53) Retained earnings 17,634 11,365 ________ ________ Total stockholders' equity 53,087 46,738 ________ ________ Total liabilities and stockholders' equity $106,795 $ 93,428 ======== ========
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