-----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, Deal8mf7Z04JVRBV5uH3Yz95cc8DDtEV6rUv6piHP+jxWguGD7d9wnSy6jdo5sUB vbHHGSZSMOObWhPFZWcsVg== 0000090045-03-000019.txt : 20030814 0000090045-03-000019.hdr.sgml : 20030814 20030814084906 ACCESSION NUMBER: 0000090045-03-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030630 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARAGON TECHNOLOGIES INC CENTRAL INDEX KEY: 0000090045 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION, MINING & MATERIALS HANDLING MACHINERY & EQUIP [3530] IRS NUMBER: 221643428 STATE OF INCORPORATION: PA FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15729 FILM NUMBER: 03843429 BUSINESS ADDRESS: STREET 1: 600 KUEBLER ROAD CITY: EASTON STATE: PA ZIP: 18040 -929 BUSINESS PHONE: 6102523205 MAIL ADDRESS: STREET 1: 600 KUEBLER RD CITY: EASTON STATE: PA ZIP: 18040-9295 FORMER COMPANY: FORMER CONFORMED NAME: SI HANDLING SYSTEMS INC DATE OF NAME CHANGE: 19920703 8-K 1 f8-k.txt FORM 8-K - EARNINGS RELEASE - JUNE 2003 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 14, 2003 PARAGON TECHNOLOGIES, INC. (Exact name of issuer as specified in charter) DELAWARE 1-15729 22-1643428 State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation or File Identification Organization) Number) Number) 600 KUEBLER ROAD EASTON, PENNSYLVANIA 18040 (Address of principal executive offices) (610) 252-3205 (Registrant's telephone number, including area code) Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit Number Description 99.1 Press Release dated August 14, 2003 announcing financial results for the second quarter and six months ended June 30, 2003. Item 12. Results of Operations and Financial Condition. The information under this caption is furnished by Paragon Technologies, Inc. (the "Company") in accordance with Securities Exchange Commission Release No. 33-8216. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On August 14, 2003, the Company issued a press release announcing its financial results for its second quarter and six months ended June 30, 2003. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference. The press release contains a reference to EBITDA and provides a reconciliation of EBITDA to Net earnings on the face of the consolidated statements of operations. EBITDA is used by investors and analysts as an alternative to GAAP measures when evaluating the Company's performance in comparison to other companies. In order to fully assess our financial operating results, management believes that EBITDA is an appropriate measure of evaluating our operating performance, because it eliminates the effects of financing and accounting decisions. This measure is also significant to institutional lenders, and is considered an important internal benchmark of performance by the Company. EBITDA, which is earnings before interest, taxes, depreciation, and amortization, is computed by adding back interest expense, income tax expense, depreciation expense, and amortization expense to net earnings as reported. EBITDA should be considered in addition to, but not as a substitute for, other measures of financial performance reported in accordance with accounting principles generally accepted in the United States. EBITDA, as defined above, may not be comparable to similarly titled measures reported by other companies. Signatures Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. PARAGON TECHNOLOGIES, INC. Date: August 14, 2003 By: /s/ William R. Johnson -------------------------------- William R. Johnson President and CEO Exhibit Index Exhibit Number Description 99.1 Press Release dated August 14, 2003 announcing financial results for the second quarter and six months ended June 30, 2003. EX-99 3 ex99-1.txt EXHIBIT 99.1 - EARNINGS NEWS RELEASE Exhibit 99.1 ------------ [PARAGON LETTERHEAD] News FOR: PARAGON TECHNOLOGIES, INC. CONTACTS: Bill Johnson, CEO 610-252-3205 610-252-3102 (Fax) www.paragontechnologiesinc.com PARAGON TECHNOLOGIES REPORTS PROFITABLE 2003 SECOND QUARTER AND SIX MONTHS RESULTS - - - - - Paragon Continues to Reduce Bank Debt and Strengthen Its Balance Sheet as It Marks Its Third Consecutive Quarter of Profitability EASTON, PA -- August 14, 2003 -- Paragon Technologies, Inc. (AMEX: PTG), a leading supplier of "smart" material handling solutions, including systems, technologies, products and services, today announced results for the second quarter and six months ended June 30, 2003. Net earnings for the second quarter of 2003 rose to $617,000 or $.14 basic earnings per share, compared to net earnings of $123,000 or $.03 basic earnings per share in the second quarter of 2002. Earnings before interest, taxes, depreciation, and amortization ("EBITDA") for the second quarter of 2003 were approximately $1.28 million compared to $627,000 for the second quarter of 2002. Sales for the second quarter of 2003 were approximately $11.0 million compared to sales of approximately $9.9 million in the second quarter of 2002. Sales for the first half of 2003 were $19.55 million compared to $20.66 million in the first half of 2002. Net earnings for the first half of 2003 were $1.63 million or $0.38 basic earnings per share, compared to net earnings of $466,000 or $0.11 basic earnings per share for the first half of 2002. EBITDA for the first half of 2003 was $3.3 million compared to $1.6 million for the first half of 2002. During the first half of 2003, the Company received orders totaling approximately $20.06 million, and finished the second quarter ended June 30, 2003 with a backlog of orders of -- MORE -- - -------------------------------------------------------------------------------- 600 Kuebler Road o Easton, PA 18040-9295 Tel: 610-252-3205 o Fax: 610-252-3102 info@paragontechnologiesinc.com PARAGON TECHNOLOGIES Page 2 - -------------------------------------------------------------------------------- approximately $7.4 million, versus a $6.9 million backlog of orders at the end of the fourth quarter of 2002. Contributing to pre-tax earnings for the first half of 2003 was other income of $1,363,000 from the sale of the Company's Easton, Pennsylvania facility for $2,925,000 and leaseback of 25,000 square feet of office space, and a restructuring credit of $170,000 pertaining to the final settlement of remaining pension obligations associated with the Company's terminated pension plan. Contributing to pre-tax earnings for the first half of 2002 was other income from the short-term licensing of real property of $300,000 and a gain on the sale of excess fixed assets of $108,000. The Company continues to strengthen its Balance Sheet. During the second quarter of 2003, the Company prepaid $2.0 million of its bank debt and $1.0 million of its subordinated debt, and also received a $1.0 million cash dividend from its SI/BAKER joint venture. The $1.0 million cash dividend was recorded as a reduction in the investment in the SI/BAKER joint venture. The current ratio remains strong at 1.52, while working capital approximates $5.0 million. Subsequent to the end of the second quarter, Paragon prepaid $500,000 of its bank debt, which currently stands at approximately $1.2 million, and $500,000 of its subordinated debt, which currently stands at $1.5 million. Bill Johnson, Paragon's President and Chief Executive Officer, commented, "Our profitable second quarter results mark the third consecutive quarter of profitability. The results for the first half of the year and the second quarter are very gratifying. We are pleased with the increase in the level of orders at $20.06 million received during the first half of 2003 as compared to $18.9 million of orders received during the first half of 2002. We continue to target active sectors of the marketplace. Our quoting activity remains strong and maintaining an aggressive selling focus is a prime objective. We continue to make investments in product development and sales and marketing as we strive to enhance shareholder value." The Company will host a conference call to discuss these results on Thursday, August 14, 2003 at 10:30 a.m. ET. To participate in the call, please dial 800-362-0571 and ask for the Paragon Technologies teleconference. Simultaneous with the conference call, an audio webcast of the call will be available via a link on the Paragon website, www.paragontechnologiesinc.com. PARAGON TECHNOLOGIES Page 3 - -------------------------------------------------------------------------------- About Paragon Technologies Paragon Technologies is a leader in integrating material handling systems and creating automated solutions for material flow applications. Ermanco's branded conveyor technologies and material handling solutions address the needs of the distribution, assembly, and manufacturing marketplace. SI Systems' branded technologies and material handling solutions address unit assembly handling and order fulfillment applications. One of the top material handling systems suppliers worldwide, Paragon's leading clients include the United States Postal Service, General Motors, IBM, BMG, DaimlerChrysler, Johnson & Johnson, Ford, Peterbilt, Harley-Davidson, Walgreens, and Clark Equipment. * * * _________________________ Cautionary Statement. Certain statements contained herein are not based on historical fact and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and the Securities and Exchange Commission rules, regulations and releases. Paragon intends that such forward-looking statements be subject to the safe harbors created hereby. Among other things, the forward-looking statements regard Paragon's earnings, liquidity, financial condition, and certain operational matters. Words or phrases denoting the anticipated results of future events, such as "anticipate," "does not anticipate," "should help to," "believe," "estimate," "is positioned," "expects," "may," "will," "is expected," "should," "continue," and similar expressions that denote uncertainty, are intended to identify such forward-looking statements. Paragon's actual results, performance, or achievements could differ materially from the results expressed in, or implied by, such "forward-looking statements:" (1) as a result of risks and uncertainties associated with Paragon's restructuring, including the failure to achieve anticipated operating savings, and the possibility that the restructuring charges will be greater than anticipated; (2) as a result of factors over which Paragon has no control, including the strength of domestic and foreign economies, sales growth, competition, and certain cost increases; (3) the results of pending litigation related to our intellectual property; and (4) if the factors on which Paragon's conclusions are based do not conform to its expectations. This press release and prior releases are available at www.paragontechnologiesinc.com. PARAGON TECHNOLOGIES Page 4 - -------------------------------------------------------------------------------- Paragon Technologies, Inc. Consolidated Balance Sheets Selected Financial Data (In Thousands)
- ---------------------------------------------------------------------------------------------------- June 30, 2003 December 31, 2002 - -------------------------------------------------------- -------------------- ---------------------- Cash and cash equivalents............................... $ 4,501 5,385 Restricted cash......................................... - 865 ------- ------ Total cash and cash equivalents and restricted cash... $ 4,501 6,250 Trade receivables, net.................................. $ 5,855 4,285 Inventories............................................. $ 1,512 1,375 Current assets.......................................... $ 14,584 15,444 Current liabilities..................................... 9,621 9,472 ------- ------ Working capital....................................... $ 4,963 5,972 Total assets............................................ $ 34,369 36,703 Total long-term debt.................................... $ 2,575 7,263 Total stockholders' equity.............................. $ 19,605 17,829 - ----------------------------------------------------------------------------------------------------
Paragon Technologies, Inc. Consolidated Statements of Operations Selected Financial Data (In Thousands, Except Per Share Information)
- ---------------------------------------------------------------------------------------------------------------------------- Second Quarter Ended Six Months Ended June 30, June 30, - ---------------------------------------------------------------------------------------------------------------------------- 2003 2002 2003 2002 - ---------------------------------------- ------------------ ------------------- ------------------ ------------------ Net sales.............................. $ 10,983 9,908 19,547 20,660 ====== ====== ====== ====== Pre-tax earnings....................... $ 995 201 2,673 774 Income tax expense..................... 378 78 1,045 308 ------ ------ ------ ------ Net earnings........................... $ 617 123 1,628 466 ====== ====== ====== ====== Basic earnings per share............... $ .14 .03 .38 .11 ====== ====== ====== ====== Diluted earnings per share............. $ .14 .03 .38 .11 ====== ====== ====== ====== - ----------------------------------------------------------------------------------------------------------------------------
Paragon Technologies, Inc. Supplemental Financial Information Reconciliation of Net Earnings to EBITDA (In Thousands)
- ---------------------------------------------------------------------------------------------------------------------------- Second Quarter Ended Six Months Ended June 30, June 30, - ---------------------------------------------------------------------------------------------------------------------------- 2003 2002 2003 2002 ------------------ ------------------- ------------------ ------------------ Net earnings........................... $ 617 123 1,628 466 Add: Income tax expense.............. 378 78 1,045 308 ------ ------ ------ ------ Earnings before income taxes........... 995 201 2,673 774 Add: Interest expense................ 151 266 369 538 Add: Depreciation and amortization expense....................... 136 160 283 320 ------ ------ ------ ------ EBITDA $ 1,282 627 3,325 1,632 ====== ====== ====== ====== - ----------------------------------------------------------------------------------------------------------------------------
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