-----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, M88h/U4jtsyU1DWYfMG9irVXFWEddH1A5Cd+J3JcyoqY164Nq/w5bN8Jm4xzZg9T IrN0KPLoWxvy0LCLAXaUpQ== 0001092306-04-000571.txt : 20040805 0001092306-04-000571.hdr.sgml : 20040805 20040805160112 ACCESSION NUMBER: 0001092306-04-000571 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040805 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: 04954831 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 form8k.txt FORM 8-K DATED AUGUST 5, 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): August 5, 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 August 5, 2004, DHB Industries, Inc. (the "Company") issued a press release announcing the Company's second 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 August 5, 2004: DHB Industries Announces Record 2nd 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: August 5, 2004 (Page 3) EXHIBIT INDEX Page No. 99.1 News Release of DHB Industries, Inc. issued 5 August 5, 2004: DHB Industries Announces Record 2nd Quarter Revenues (furnished solely pursuant to Item 12 of Form 8-K). (Page 4) EX-99 2 ex99-1.txt EXHIBIT 99.1 - PRESS RELEASE DATED AUGUST 5, 2004 DHB Industries, Inc. EXHIBIT 99.1 August 5, 2004 [DHB Industries Inc. Logo Appears Here] NEWS FROM DHB INDUSTRIES, INC. 400 Post Avenue; Suite 303 o Westbury, NY 11590 T: 516/997-1155 o 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 2ND QUARTER REVENUE OF $86 MILLION AND RECORD EARNINGS OF $0.17 PER SHARE -2ND QUARTER INCOME AVAILABLE TO SHAREHOLDERS JUMPS 91%; NET REVENUE INCREASES 52%- -COMPANY UPS GUIDANCE FOR FULL-YEAR 2004 REVENUES TO EXCEED $300 MILLION- -COMPANY'S CURRENT BACKLOG EXCEEDS $393 MILLION- WESTBURY, NY - (August 5, 2004) DHB INDUSTRIES, INC. (AMEX: DHB), the market leader in the rapidly growing body armor industry, today announced record revenues and earnings for the second quarter ended June 30, 2004, posting its 18th consecutive year-over-year increase in quarterly revenues. The current backlog exceeds $393 million, an 83% increase from the $215 million backlog reported with the Company's first quarter results on May 6, 2004. For the quarter ended June 30, 2004, DHB reported record revenues of $86,066,000, an increase of 52% as compared to revenues of $56,525,000 for the second quarter of 2003. Operating income increased 68% in the second quarter to a record $12,990,000 as compared to $7,751,000 in the second quarter of 2003. Second quarter 2004 income available to common stockholders was a record $7,570,000 or $0.17 per diluted share, a 91% increase as compared to $3,961,000, or $0.09 per diluted share in the second quarter of 2003. The effective tax rate for the second quarter of 2004 was 39.1% as compared to 45.4% in the second quarter of 2003. Weighted shares outstanding on a diluted basis for the second quarter of 2004 were 45,739,277 as compared to 44,235,879 for the second quarter of 2003. Gross margins for the second quarter of 2004 were 27.7% versus 27.5% in the second quarter of 2003. Selling, general and administrative expenses ("SG&A expenses") for the second quarter of 2004 were 12.7% of net sales versus 13.8% of net sales for the second quarter of 2003. For the six months ended June 30, 2004, DHB reported record revenues of $160,469,000, an increase of 56% as compared to revenues of $102,678,000 for the first six months of 2003. Operating income increased 60% in the first six months to a record $23,883,000 as compared to $14,926,000 in the first six months of 2003. Income available to common stockholders in the first (Page 1) DHB Industries, Inc. EXHIBIT 99.1 August 5, 2004 six months was a record $13,839,000 or $0.30 per diluted share, as compared to $8,890,000, or $0.20 per diluted share in the first six months of 2003. The effective tax rate for the first six months of 2004 was 39.3% as compared to 39.6% in the first six months of 2003. Weighted shares outstanding on a diluted basis for the first six months of 2004 were 45,440,655 as compared to 43,722,690 for the first six months of 2003. Gross margins for the first six months of 2004 were 27.8% versus 27.7% in the first six months of 2003. Selling, general and administrative expenses ("SG&A expenses") for the first six months of 2004 were 12.9% of net sales versus 13.2% of net sales for the first six months of 2003. Stockholders' equity rose to a record $60,737,000 at June 30, 2004, a 30% increase as compared to $46,738,000 at year-end December 31, 2003. SECOND QUARTER HIGHLIGHTS: o On June 8, 2004, DHB Industries announced what it believes to be the largest single contract for armor ever awarded in the history of the body armor industry. The contract, valued at $239.4 million over three years, was awarded by the U.S. Army Robert Morris Acquisition Center for DHB's recently developed Dorsal Axillary Protection System (D.A.P.S.). D.A.P.S. is an entirely new business and product line that complements DHB's Interceptor Body Armor currently being sold to the U. S. military which provides the same level of ballistic protection to areas not currently covered by Interceptor, including the under arm, shoulder and upper arm areas. o In April 2004, DHB expanded its operations to accommodate the rapid 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 has enhanced 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, "During the second quarter, the Company once again met or exceeded all of its operating goals which it previously provided as guidance to the financial community on May 6,2004. The four income statement items that we deem most important - net sales, gross margins, selling, general and administrative expenses and operating margins - all met or exceeded our expectations. We are beginning to realize significant operating and earnings leverage as our sales increase. Moreover, the balance sheet continues to strengthen as stockholders' equity has increased by 30% since December 31, 2003." David Brooks, Chairman and CEO of DHB Industries, added, "DHB Industries continues to experience extraordinary growth as order activity from all four sectors of business - military, law enforcement, federal agencies and international - has been expanding at a rapid pace for more than a year. Over the past ten months, DHB has announced new contracts and purchase orders totaling more than $415 million. To date, our Point Blank subsidiary, providing life-saving protection for our troops, has shipped more than 750,000 Interceptor Outer Tactical Vests to the US military. We believe the future outlook for DHB and its industry-leading soft body armor products remains exceptionally strong." (Page 2) DHB Industries, Inc. EXHIBIT 99.1 August 5, 2004 GUIDANCE AND OUTLOOK DHB continues to experience accelerating demand for its industry-leading protective soft body armor products. The Company is raising its previous guidance, and now expects revenues of at least $300 million for the full 2004 year. 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, August 5, 2004 o Time - 4:30 p.m. eastern daylight time/1:30 p.m. pacific daylight time o Dial in number - (888) 809-3629 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. ***STATEMENT OF OPERATIONS AND BALANCE SHEET TO FOLLOW*** (Page 3) DHB Industries, Inc. EXHIBIT 99.1 August 5, 2004
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, ___________________________ ___________________________ 2004 2003 2004 2003 ___________ ___________ ___________ ___________ Net sales $ 86,066 $ 56,525 $ 160,469 $ 102,678 Costof goods sold (includes related party purchases of $4,917, $6,931, $8,219, and $13,479, respectively) 62,186 41,001 115,824 74,186 ___________ ___________ ___________ ___________ Gross profit 23,880 15,524 44,645 28,492 Selling, general and administrative expenses 10,890 7,773 20,762 13,566 ___________ ___________ ___________ ___________ Income before other income (expense) 12,990 7,751 23,883 14,926 ___________ ___________ ___________ ___________ Other income (expense) Interest expense (359) (342) (658) (671) Proceeds from settlement of lawsuit -- -- -- 739 Other income 4 11 14 24 ___________ ___________ ___________ ___________ Total other income (expense) (355) (331) (644) 92 ___________ ___________ ___________ ___________ Income before income taxes and minority interest 12,635 7,420 23,239 15,018 Income taxes 4,936 3,369 9,122 5,948 ___________ ___________ ___________ ___________ Income before minority interest of subsidiary 7,699 4,051 14,117 9,070 Minority interest of subsidiary (39) -- (98) -- ___________ ___________ ___________ ___________ Net income 7,660 4,051 14,019 9,070 Dividend - preferred stock (90) (90) (180) (180) ___________ ___________ ___________ ___________ Income available to common stockholders $ 7,570 $ 3,961 $ 13,839 $ 8,890 =========== =========== =========== =========== Earnings per common share: Basic shares $ 0.19 $ 0.10 $ 0.34 $ 0.22 =========== =========== =========== =========== Diluted shares $ 0.17 $ 0.09 $ 0.30 $ 0.20 =========== =========== =========== =========== Weighted average shares outstanding: Basic shares 40,808,345 40,458,867 40,776,064 40,436,557 Effect of convertible preferred 500,000 500,000 500,000 500,000 Warrants 4,430,932 3,277,012 4,164,590 2,786,133 ___________ ___________ ___________ ___________ Diluted shares 45,739,277 44,235,879 45,440,655 43,722,690 =========== =========== =========== =========== ***BALANCE SHEET TO FOLLOW***
(Page 4) DHB Industries, Inc. EXHIBIT 99.1 August 5, 2004
DHB INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2004 (UNAUDITED) AND DECEMBER 31, 2003 (In thousands, except share and per share data) June 30, December 31, 2004 2003 ________ ____________ ASSETS Current assets Cash and cash equivalents $ 102 $ 441 Accounts receivable, less allowance for doubtful accounts of $936 and $852, respectively 58,787 33,707 Inventories 74,342 54,753 Deferred income tax assets 262 372 Prepaid expenses and other current assets 1,626 1,518 ________ ________ Total current assets 135,119 90,791 ________ ________ Property and equipment, net 3,025 1,819 ________ ________ Other assets Deferred income tax assets 581 437 Deposits and other assets 418 381 ________ ________ Total other assets 999 818 ________ ________ Total assets $139,143 $ 93,428 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current maturities of term loan payable $ 4,000 $ 2,000 Accounts payable 12,672 9,465 Accrued expenses and other current liabilities 10,065 6,869 Income taxes payable 9,818 5,635 ________ ________ Total current liabilities 36,555 23,969 ________ ________ Long-term liabilities Notes payable-bank 32,334 22,012 Term loan payable 8,500 Other liabilities 712 502 ________ ________ Total liabilities 78,101 46,483 ________ ________ Commitments and contingencies Minority interest in consolidated subsidiary 305 207 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 authorized, 41 41 40,822,136 and 40,742,136 issued Additional paid in capital 35,544 35,384 Accumulated other comprehensive loss (53) (53) Retained earnings 25,204 11,365 ________ ________ Total stockholders' equity 60,737 46,738 ________ ________ Total liabilities and stockholders' equity $139,143 $ 93,428 ======== ======== *** End ***
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