-----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, RWVKA8pKemdYQF8C/b+npHt7d7JD5fJAm/oYe90A/GsWe4rS+2ZQbJp/9ckv/g0b F0pmMqWW5HnDBl8yk/9qrQ== 0001144204-04-005184.txt : 20040421 0001144204-04-005184.hdr.sgml : 20040421 20040421090211 ACCESSION NUMBER: 0001144204-04-005184 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040421 ITEM INFORMATION: FILED AS OF DATE: 20040421 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIBERSTARS INC /CA/ CENTRAL INDEX KEY: 0000924168 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 943021850 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24230 FILM NUMBER: 04744222 BUSINESS ADDRESS: STREET 1: 44259 NOBEL DRIVE CITY: FREMONT STATE: CA ZIP: 94538 BUSINESS PHONE: 5104900719 MAIL ADDRESS: STREET 1: 44259 NOBEL DRIVE CITY: FREMONT STATE: CA ZIP: 94538 8-K 1 v02814_8k.txt 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: APRIL 21, 2004 (Date of earliest event reported) FIBERSTARS, INC. (Exact name of registrant as specified in its charter) CALIFORNIA 0-24230 94-3021850 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 44259 NOBEL DRIVE, FREMONT, CALIFORNIA 94538 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (510) 490-0719 Item 12. Results of Operations and Financial Condition. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing. On March 21, 2004, Fiberstars, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2004. A copy of the earnings release is furnished herewith as Exhibit 99.1. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 21, 2004 FIBERSTARS, INC. By /s/ Robert A. Connors -------------------------------------- Name: Robert A. Connors Title: Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - ------ ----------- 99.1 Press release dated April 21, 2004 announcing first quarter 2004 results. EX-99.1 3 v02814_ex99-1.txt EXHIBIT 99.1 Contact: David Ruckert or Bob Connors, CFO, 510-490-0719 FIBERSTARS REPORTS 1ST QUARTER RESULTS FREMONT, Calif., April 21, 2004--Fiberstars, Inc. (Nasdaq: FBST) today announced results for the first quarter of 2004. First quarter revenue was $6,008,000, 2% over the same quarter a year ago. The net loss was $764,000 ($0.10 per share) vs. a loss of $622,000 ($0.12 per share) in the first quarter of 2003. "The Company's loss was higher than planned for three reasons," said David Ruckert, President and CEO of Fiberstars. "Sales were lower than anticipated by about $400,000. Although we had the shippable orders to achieve our sales target, a late customer specification change and other issues moved certain shipments to April. "Second, gross profit margins did not increase. At the request of some customers, we re-engineered two products in our swimming pool market during the quarter to make the products compatible with certain off-the-shelf controllers. This activity required air freighting units from overseas, thus delaying the expected margin benefit from off shore production. "Finally, as previously announced, we have begun to increase marketing spending, primarily on our new energy saving EFO(R) technology. We expect the benefits of this investment in future periods as that business increases." Mr. Ruckert also stated, "Although it's early in the period and the year, the outlook for the second quarter and for 2004 remains positive. As part of the expected growth, two of the Company's customers are expanding their use of EFO to multiple locations, and several other national accounts have authorized initial installations of EFO lighting systems." Gensler, a leading architectural and interior design firm, announced its support of EFO and its strategic partnership with Fiberstars at the recent International Light Fair trade show in Las Vegas. This is a significant endorsement from a respected organization that has long been at the forefront of the movement for "green" technologies and materials for construction. We have entered into agreements whereby Gensler is expected to assist the Company in the development of new fixtures to be used with EFO and to help advance EFO as a practical application for commercial use. The Company also demonstrated prototypes of its new HEDLight fluorescent-like luminaire at DARPATech, an exhibition of latest technologies being developed under DARPA programs. The HEDLight contract awarded Fiberstars and three partner companies $9.5 million over three years (first quarter 2003 to first quarter 2006). The design goal is to demonstrate a high efficiency distributed lighting system with a system efficiency of 70 lumens per watt with "daylight" lamp color and a luminaire which replicates the output of a fluorescent tube. Efficient fiber optic lighting technology developed under HEDLight is expected to be embodied in next generation Fiberstars EFO systems. In a continuing program of educating their customers to "green" technologies, Edison Electric Institute invited John Davenport, Fiberstars' COO/CTO, to deliver an address at a recent conference on the energy savings benefits of EFO to the a group of the nation's utilities and their customers, which include some of the major retailers in the U.S. ABOUT FIBERSTARS Fiberstars is the world's leading supplier of fiber optic lighting. Fiberstars products are designed, manufactured and marketed in the commercial lighting, sign and swimming pool and spa markets. Fiber optic lighting provides aesthetic, safety, energy savings and maintenance cost benefits over conventional lighting. Fiberstars has 40 patents on its technologies for fiber optic lighting. Customers include fast food restaurant chains, theme parks and casinos, hotels, retail stores, swimming pool builders, spa manufacturers and many others. Company headquarters are located at 44259 Nobel Dr., Fremont, California. The Company has additional offices in Solon, Ohio, New York City, England and Germany. Telephone 510-490-0719. Web site: www.fiberstars.com. Forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include statements regarding benefits of EFO(R) marketing, the goals and business outlook for the second quarter and all of 2004 and thereafter, expected sales and growth, expected margin benefits of off shore production, expected benefits from alliance and partnership with Gensler and expected benefits of next generation EFO systems. Investors are cautioned that all forward-looking statements involve risks and uncertainties. Actual results may differ materially from the results predicted. Risk factors that could affect the Company's future include, but are not limited to, the slowing U.S. and world economy and its effects on Fiberstars' markets, failure to develop marketable products from new technologies, failure of new products to meet performance expectations, unanticipated costs of integrating acquisitions into the Fiberstars operation, delays in manufacturing of products, increased competition, other adverse sales and distribution factors and greater than anticipated costs and/or warranty expenses. For more information about potential factors which could affect Fiberstars financial results, please refer to Fiberstars' SEC reports, including its Annual Report on Form 10-K for the year ended December 31, 2003. These forward-looking statements speak only as of the date hereof. Fiberstars disclaims any intention or obligation to update or revise any forward-looking statements. FIBERSTARS, INC. CONSOLIDATED BALANCE SHEETS (amounts in thousands) March 31, December 31, 2004 2003 -------- -------- ASSETS Current assets: Cash and cash equivalents $ 1,648 4,254 Accounts receivable trade, net 7,791 5,610 Notes and other accounts receivables 97 143 Inventories, net 6,811 6,618 Prepaids and other current assets 651 246 -------- -------- Total current assets 16,998 16,871 Fixed assets, net 2,594 2,634 Goodwill, net 4,167 4,190 Intangibles, net 267 306 Other assets 137 118 -------- -------- Total assets $ 24,163 24,119 ======== ======== LIABILITIES Current liabilities: Accounts payable $ 2,381 2,205 Accrued expenses 1,681 2,413 Bank overdraft -- -- Short-term bank borrowings 163 30 -------- -------- Total current liabilities 4,225 4,648 -------- -------- Other long-term liabilities 37 46 Long-term bank debt 458 475 -------- -------- Total liabilities 4,720 5,169 -------- -------- SHAREHOLDERS' EQUITY Common stock 1 1 Additional paid-in capital 25,531 24,531 Notes receivable from shareholder -- (224) Cumulative translation adjustments 450 428 Accumulated deficit (6,539) (5,786) -------- -------- Total shareholders' equity 19,443 18,950 -------- -------- Total liabilities and shareholders' $ 24,163 $ 24,119 equity ======== ======== FIBERSTARS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (amounts in thousands except per share amounts)
Three months ended March 31, 2004 2003 ------- ------- Net sales $ 6,008 $ 5,879 Cost of sales 3,907 3,833 ------- ------- Gross profit 2,101 2,046 ------- ------- Operating expenses: Research and development 270 200 Sales and marketing 1,977 1,748 General and administrative 623 664 Write-off in-process technology acquired ------- ------- Total operating expenses 2,870 2,612 ------- ------- Loss from operations (769) (566) Other income (expense): Other income (expense) 15 -- Interest income (expense), net (9) (32) ------- ------- Loss before income taxes (763) (598) Benefit from (provision for) income taxes (1) (24) ------- ------- Net loss $ (764) (622) ======= ======= Net loss per share - basic and diluted $ (0.10) $ (0.12) ======= ======= Shares used in computing net income per share - basic and diluted 7,280 5,112 ======= =======
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