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 Earliest Event Reported: April 14, 2011
Date of Report: April 14, 2011
J.B. POINDEXTER & CO., INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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333-123598 |
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76-0312814 |
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(State or other jurisdiction of |
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(Commission file number) |
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(I.R.S. Employer Identification No.) |
600 Travis, Suite 200, Houston, Texas 77002
(Address of principal executive office) (Zip Code)
Registrant’s telephone number, including area code: (713) 655-9800
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On April 14, 2011, the Registrant announced unaudited results of operations for the three months ended December 31, 2010 and results of operations for twelve months ended December 31, 2010. A copy of the presentation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibit.
(d) Exhibits
The following Exhibit is filed herewith:
99.1 J.B. Poindexter & Co., Inc., Announces 2010 Earnings and Fourth Quarter Conference Call
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
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J.B. POINDEXTER & CO., INC. | |
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Date: April 14, 2011 |
By: |
/s/ Michael O’Connor |
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Michael O’Connor |
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Chief Financial Officer |
EXHIBIT 99.1
J.B. POINDEXTER & CO., INC. ANNOUNCES 2010 EARNINGS AND
FOURTH QUARTER CONFERENCE CALL
HOUSTON, TEXAS APRIL 14, 2010-J.B. Poindexter & Co., Inc. which owns and operates primarily transportation related manufacturing businesses including Morgan Truck Body, LLC, Morgan Olson LLC, Truck Accessories Group, LLC, and the Specialty Manufacturing Division released unaudited revenues and earnings for the three months ended December 31, 2010 and audited revenues and earnings for the twelve months ended December 31, 2010. The summarized results from operations were as follows (in thousands):
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For the Three Months |
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For the Year |
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Ended December 31, |
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Ended December 31, |
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2010 |
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2009 |
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2010 |
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2009 |
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(Unaudited) |
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(Unaudited) |
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Net Sales |
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Morgan |
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$ |
38,710 |
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$ |
32,906 |
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$ |
197,383 |
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$ |
146,902 |
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Morgan Olson |
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19,113 |
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19,232 |
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85,834 |
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61,593 |
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Truck Accessories |
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27,353 |
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26,961 |
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123,890 |
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115,607 |
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Specialty Manufacturing |
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38,527 |
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30,796 |
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148,409 |
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157,925 |
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JBPCO (Corporate) |
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(450 |
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(358 |
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(1,955 |
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(1,380 |
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Total |
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$ |
123,253 |
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$ |
109,537 |
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$ |
553,561 |
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$ |
480,647 |
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Operating Income |
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Morgan |
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$ |
561 |
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$ |
170 |
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$ |
8,601 |
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$ |
1,156 |
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Morgan Olson |
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1,359 |
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2,097 |
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5,101 |
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2,565 |
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Truck Accessories |
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2,611 |
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2,061 |
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12,687 |
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7,839 |
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Specialty Manufacturing |
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(3,679 |
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(2,329 |
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(1,760 |
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2,937 |
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JBPCO (Corporate) |
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(4,495 |
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(947 |
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(10,266 |
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(3,637 |
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Total |
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$ |
(3,643 |
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$ |
1,052 |
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$ |
14,363 |
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$ |
10,860 |
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EBITDA Calculation: |
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Operating Income |
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$ |
(3,643 |
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$ |
1,052 |
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$ |
14,363 |
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$ |
10,860 |
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Add: Depreciation, amortization and other non-cash items |
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5,869 |
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3,896 |
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18,846 |
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17,530 |
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EBITDA (1) |
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$ |
2,226 |
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$ |
4,948 |
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$ |
33,209 |
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$ |
28,390 |
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Net cash generated was approximately $7.3 million for the three months ended December 31, 2010 and as of that date we had approximately $58 million of cash and $49 million of available borrowing capacity under our revolving credit facility.
The fourth quarter bondholder’s call will be held on Wednesday April 20, 2011 at 3:00 pm (Eastern time). The conference call can be accessed from the United States or Canada by dialing (888) 517-2470 or for international callers (630) 827-6818 and the conference ID number: 7512313#. A replay of the call will be available for four
weeks after the call and may be accessed by dialing (888) 843-7419 or for international callers (630) 652-3042, and using the access code 7512313#.
Forward-looking statements in this press release, including without limitation, statements relating to the Company’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including without limitation the Company’s plans, strategies, objectives, expectations and intentions that are subject to change at any time at the discretion of the Company.
This news release and the previously released financial statements of the Company can be viewed on the Company’s World Wide Web site at http://www.jbpoindexter.com
J.B. Poindexter & Co., Inc. is a leading manufacturer of class 3-7 truck bodies and step vans through its Morgan and Morgan Olson businesses and is a leading manufacturer of pick-up truck accessories, principally caps and tonneaus through its Truck Accessories Group subsidiary. Through its Specialty Manufacturing Division, the Company manufactures funeral coaches, limousines, plastics based packaging materials and provides precision machining services.
(1) “EBITDA” is net income from continuing operations increased by the sum of interest expense, income taxes, depreciation and amortization and other non-cash items for those operations defined as restricted subsidiaries in the indenture pertaining to our 8.75% Notes outstanding. EBITDA is not included herein as operating data and should not be construed as an alternative to operating income (determined in accordance with accounting principles generally accepted in the United States) as an indicator of the Company’s operating performance. The Company has reported EBITDA because it is relevant for determining compliance under the Indenture and because the Company understands that it is one measure used by certain investors to analyze the Company’s operating cash flow and historical ability to service its indebtedness.
Contact: Michael O’Connor, Vice President Finance of J.B. Poindexter & Co., Inc., 713-655-9800