-----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, DOIREp89r0rpDZnh3/erKqE17yaxW01NlqWqGpnalum/SinLFwVfF1h/FEJOCCBs 30Mqis4ZarsKvAnojTa0cw== 0001042167-09-000080.txt : 20090505 0001042167-09-000080.hdr.sgml : 20090505 20090505172159 ACCESSION NUMBER: 0001042167-09-000080 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090505 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090505 DATE AS OF CHANGE: 20090505 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STRATTEC SECURITY CORP CENTRAL INDEX KEY: 0000933034 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 391804239 STATE OF INCORPORATION: WI FISCAL YEAR END: 0703 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25150 FILM NUMBER: 09798600 BUSINESS ADDRESS: STREET 1: 3333 WEST GOOD HOPE ROAD CITY: MILWAUKEE STATE: WI ZIP: 53209 BUSINESS PHONE: 4142473333 MAIL ADDRESS: STREET 1: 3333 W GOOD HOPE ROAD CITY: MILWAUKEE STATE: WI ZIP: 53209 8-K 1 strattecform8k3rdqtr2009.htm STRATTEC FORM 8-K 3RD QTR 2009 strattecform8k3rdqtr2009.htm
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 5, 2009

STRATTEC SECURITY CORPORATION
(Exact name of registrant as specified in its charter)

Wisconsin
(State or other jurisdiction of incorporation)

0-25150
 
39-1804239
(Commission File Number)
 
(I.R.S. Employer I.D. Number)

3333 West Good Hope Road
Milwaukee, WI
 
53209
(Address of Principal Executive Offices)
 
(Zip Code)

(414) 247-3333
(Registrant's telephone number; including area code)

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 (see General Instruction A.2. below):
 
 
 o
 
(17 CFR 230.425)
       
 
 o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
       
 
 o
 
Exchange Act (17 CFR 240.14d-2(b))
       
 
 o
 
Exchange Act (17 CFR 240.13e-4(c))
 
 

 
        
Section 2 - Financial Information       
 
Item 2.02Results of Operations and Financial Condition
 
                  On May 5, 2009, STRATTEC SECURITY CORPORATION issued a press release (the "Press Release") announcing results for the fiscal third quarter ended March 29, 2009 and disclosing potential losses on outstanding trade receivables with Chrysler LLC that may become uncollectible as a result of Chrysler's filing for Chapter 11 bankruptcy protection on April 30, 2009.  A copy of the Press Release is attached as Exhibit 99.1 to this report.  The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
 
Section 9 - Financial Statements and Exhibits

Item 9.01.  Financial Statements and Exhibits.
 
           (d)      Exhibits
 
                      99.1 -- Press Release of STRATTEC SECURITY CORPORATION, issued May 5, 2009.
 

2


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 thereunto duly authorized.

STRATTEC SECURITY CORPORATION
Date:  May 5, 2009
BY /s/ Patrick J. Hansen                                           
       Patrick J. Hansen, Senior Vice President and 
       Chief Financial Officer
 
 
 3



EX-99.1 2 ex991toform8k3rdqtr2009.htm EX 99.1 TO STRATTEC FORM 8-K 3RD QTR 2009 ex991toform8k3rdqtr2009.htm
FOR RELEASE AT 3:00 PM CDT

Contact:  Pat Hansen
Senior Vice President and
Chief Financial Officer
414-247-3435
www.strattec.com


STRATTEC SECURITY CORPORATION
 
REPORTS POTENTIAL LOSS ON TRADE RECEIVABLE WITH CHRYSLER LLC
 
AND FISCAL THIRD QUARTER RESULTS

Milwaukee, Wisconsin – May 5, 2009 -- STRATTEC SECURITY CORPORATION (NASDAQ:STRT) announced today that it has identified the need to increase its reserve for uncollectible trade accounts receivables by $500,000 for the third quarter of fiscal 2009.  STRATTEC has approximately $2.7 million of pre-petition bankruptcy accounts receivable due from Chrysler LLC, a portion of which the Company believes could be uncollectible due to Chrysler LLC’s filing for Chapter 11 bankruptcy protection for their U.S. legal entities on April 30, 2009.   Prior to this filing, the Company had been accepted into the United States Department of Treasury “Auto Supplier Support Program” for Chrysler suppliers and is in the process of determining what trade receivables are eligible for payment under this Program.
 
 

 
Based on information currently available, the Company believes the increase in its reserve is adequate to cover the potential loss exposure on this account as of the fiscal third quarter that ended on March 29, 2009.  The reserve for uncollectible trade accounts receivable reduced the third quarter’s earnings per share by $.10.  As further information becomes available, the Company may be required to record an additional reserve in the fourth fiscal quarter of 2009 for the remaining loss exposure.

OPERATING RESULTS
 
FOR THE FISCAL THIRD QUARTER ENDED MARCH 29, 2009

Net sales for the Company’s third quarter ended March 29, 2009 were $29.3 million, compared to net sales of $38.4 million for the third quarter ended March 30, 2008.  Net loss for the current period was $2.8 million, compared to net income of $446,000 for the quarter ended March 30, 2008.  Diluted loss per share for the current quarterly period was $.87 compared to diluted earnings per share of $.13 in the prior year quarter.  The significant reduction in sales and profitability for the current quarter reflect extensive customer assembly plant shutdowns in the month of January and into the first half of February.  STRATTEC’s OEM production volumes were down approximately 52% during the current quarter which is slightly less than the overall decline in our customers’ North American light vehicle production volume.  The current quarter results include the operations of STRATTEC POWER ACCESS LLC, the power products business acquired from Delphi Corporation on November 30, 2008.  However, STRATTEC POWER ACCESS sales were very low the first half of the quarter due to the aforementioned customer assembly plant shutdowns.  For comparison purposes, it should also be noted that the prior year quarter sales were negatively impacted by a prolonged strike against a major supplier to General Motors Corporation.
 
 
2

 
For the nine months ended March 29, 2009, net sales were $97.9 million compared to net sales of $121.1 million in the prior year period.  Net loss for the current nine month period was $4.0 million compared to net income of $4.2 million in the prior year period and diluted loss per share was $1.22 compared to diluted earnings per share of $1.19.
 
Sales to STRATTEC’s largest customers overall were significantly lower in the current quarter compared to the prior year quarter.  Sales to General Motors Corporation in the current quarter were $6.6 million compared to $10.1 million in the prior year quarter due to lower vehicle production volumes, offset by the takeover of certain passenger car lockset production from another supplier.   Sales to Chrysler LLC were $11.1 million compared to $9.7 million.  The increased Chrysler sales were due to $5.2 million of sales generated by STRATTEC POWER ACCESS relating primarily to the products supplied on Dodge, Chrysler and Volkswagen minivans, offset by a combination of lower vehicle production volume and reduced component content in the lock products we supply.  Sales to Ford Motor Company were $3.6 million compared to $5.0 million and sales to Delphi Corporation were $1.2 million compared to $3.8 million due to lower vehicle production volumes. Sales during the current quarter were weaker than initially anticipated for the above four customers due to their additional production schedule cut backs following the Christmas holiday shutdown.

Gross profit margins were 7.0% in the current quarter compared to 16.3% in the prior year quarter.  The year-over-year decrease in gross profit margins was primarily attributed to reduced customer production volumes offset by lower purchased material costs for zinc and brass along with a favorable Mexico Peso to U.S. dollar exchange rate affecting the Company’s operations in Mexico.
 
 
3

 
Operating expenses were $7.2 million in the current quarter, compared to $6.1 million in the prior year quarter.  The increased spending is primarily attributed to including in the current quarter STRATTEC POWER ACCESS engineering personnel costs and contracting with Delphi for temporary transition services related to the acquisition of Delphi’s power products business.  The temporary transition services and related expenses totaled $309,000 during the quarter ended March 29, 2009.  Also included in the current quarter is a one-time charge of $350,000 for severance and outplacement costs relating to a U.S. salaried work force reduction on January 15, 2009.  We expect that the salaried workforce reduction, along with reductions in our 401k match, will save approximately $2.0 million annually.

RECENT DEVELOPMENTS
 
On April 23, 2009, General Motors announced assembly plant downtime for the months of May through July in order to reduce excess inventories at their dealer locations.  Most of the approximately 190,000 vehicles removed from GM’s production schedules are those that we supply.  On April 27, 2009, General Motors announced certain aspects of its Revised Viability Plan including reduced production volumes for calendar year 2009 and the subsequent five years.  We will be evaluating the impact this Plan will have on our business as more details become available. On April 30, 2009, Chrysler LLC announced assembly plant downtime for the months of May and June as part of their reorganization under Chapter 11 bankruptcy.
 
As a result of these announced reductions in production by General Motors and Chrysler LLC, we are also reducing our production schedules. These reductions will affect both our sales and profitability for the fourth fiscal quarter ending June 28, 2009.

STRATTEC designs, develops, manufactures and markets automotive Security Products including mechanical locks and keys, electronically enhanced locks and keys, steering column and instrument panel ignition lock housings; and Access Control Products including latches, power sliding side door systems, power lift gate systems, power deck lid systems and related products. These products are provided to customers in North America, and on a global basis through the VAST Alliance in which STRATTEC participates with WITTE Automotive of Velbert, Germany and ADAC Automotive of Grand Rapids, Michigan.  STRATTEC’s history in the automotive business spans 100 years.
 
 
4


Certain statements contained in this release contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words or phrases such as “anticipate,” “believe,” “could,” “expect,” “intend,” “may,” “planned,” “potential,” “should,” “will,” and “would.”   Such forward-looking statements in this release are inherently subject to many uncertainties in the Company’s operations and business environment.  These uncertainties include general economic conditions, in particular, relating to the automotive industry, consumer demand for the Company’s and its customers’ products, competitive and technological developments, customer purchasing actions, foreign currency fluctuations, and costs of operations.  Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements.  The forward-looking statements made herein are only made as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances occurring after the date of this release.  In addition, such uncertainties and other operational matters are discussed further in the Company’s quarterly and annual filings with the Securities and Exchange Commission.

5


STRATTEC SECURITY CORPORATION
Results of Operations
(In Thousands except per share amounts) 
 
    Third Quarter Ended     Nine Months Ended  
     March 29, 2009    March 30, 2008    March 29, 2009    March 30, 2008
      (Unaudited)         (Unaudited)    
                                 
Net Sales
  $ 29,348     $ 38,428     $ 97,878     $ 121,075  
Cost of Goods Sold
    27,295       32,161       87,503       99,508  
Gross Profit
    2,053       6,267       10,375       21,567  
                                 
Engineering, Selling &
                               
     Administrative Expenses
    7,175       6,109       19,796       17,740  
     Provision for Doubtful Accounts
    500       -       500       -  
                                 
(Loss) Income from Operations
    (5,622 )     158       (9,921 )     3,827  
                                 
Interest Income
    91       617       693       2,344  
Other Income (Expense), Net
    104       (58 )     884       408  
Minority Interest
    503       (48 )     614       70  
      (4,924 )     669       (7,730 )     6,649  
                                 
Provision (Benefit) for Income Taxes
    (2,092 )     223       (3,703 )     2,461  
                                 
Net (Loss) Income
  $ (2,832 )   $ 446     $ (4,027 )   $ 4,188  
                                 
Earnings (Loss) Per Share:
                               
Basic
  $ (0.87 )   $ 0. 13     $ (1.22 )   $ 1. 20  
Diluted
  $ (0.87 )   $ 0. 13     $ (1.22 )   $ 1. 19  
                                 
Average Basic
                               
     Shares Outstanding
    3,261       3,476       3,285       3,500  
                                 
Average Diluted
                               
     Shares Outstanding
    3,262       3,482       3,290       3,506  
                                 
Other
                               
     Capital Expenditures
  $ 2,418     $ 4,013     $ 10,929     $ 8,487  
     Depreciation & Amortization
  $ 1,649     $ 1,665     $ 4,495     $ 5,161  



6


STRATTEC SECURITY CORPORATION

Condensed Balance Sheet Data
(In Thousands)
 
   
March 29, 2009
   
June 29, 2008
 
    (Unaudited)        
ASSETS
           
   Current Assets:
           
     Cash and cash equivalents
  $ 22,598     $ 51,501  
     Receivables, net
    21,174       23,518  
     Inventories
    11,513       10,269  
     Other current assets
    18,870       17,978  
       Total Current Assets
    74,155       103,266  
   Deferred Income Taxes
    4,044       3,684  
   Investment in Joint Ventures
    4,264       3,642  
   Prepaid Pension Cost
    3,407       758  
   Other Long Term Assets
    889       27  
   Property, Plant and Equipment, Net
    36,535       30,336  
    $ 123,294     $ 141,713  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
   Current Liabilities:
               
     Accounts Payable
  $ 10,694     $ 15,974  
     Other
    17,717       16,965  
       Total Current Liabilities
    28,411       32,939  
   Borrowings Under Line of Credit Facility
    -       -  
   Accrued Pension and Postretirement Obligations
    12,317       12,389  
   Minority Interest
    1,316       953  
   Shareholders’ Equity
    238,143       242,843  
   Accumulated Other Comprehensive Loss
    (20,790 )     (17,495 )
   Less:  Treasury Stock
    (136,103 )     (129,916 )
       Total Shareholders’ Equity
    81,250       95,432  
    $ 123,294     $ 141,713  


7


STRATTEC SECURITY CORPORATION
Condensed Cash Flow Statement Data
(In Thousands)

 
 
 

  Third Quarter Ended   Nine Months Ended  
   March 29, 2009  March 30, 2008   March 29, 2009   March 30, 2008  
   (Unaudited)    (Unaudited)  
Cash Flows from Operating Activities:
                       
Net Income (Loss)
  $ (2,832 )   $ 446     $ (4,027 )   $ 4,188  
Adjustment to Reconcile Net Income to
                               
     Cash Used in Operating Activities:
                               
        Minority Interest
    (499 )     37       (600 )     (111 )
        Depreciation and Amortization
    1,649       1,665       4,495       5,161  
        Intangible Amortization
    24       -       33       -  
        Stock Based Compensation Expense
    92       124       309       616  
        Provision for Doubtful Accounts
    500       -       500       -  
        Change in Operating Assets/Liabilities
    (5,258 )     1,802       (8,196 )     (1,598 )
        Other, net
    (160 )     (19 )     (1,430 )     (341 )
                                 
Net Cash Provided (Used) by Operating Activities
    (6,484 )     4,055       (8,916 )     7,915  
                                 
Cash Flows from Investing Activities:
                               
        Investment in Joint Ventures
    -       -       (388 )     -  
        Purchase of Delphi Power Products
    (1,118 )     -       (4,931 )     -  
        Additions to Property, Plant and Equipment
    (2,418 )     (4,013 )     (10,929 )     (8,487 )
                                 
Net Cash Used in Investing Activities
    (3,536 )     (4,013 )     (16,248 )     (8,487 )
                                 
Cash Flow from Financing Activities:
                               
        Purchase of Common Stock
    -       (1,188 )     (6,214 )     (2,334 )
        Dividends Paid
    (488 )     (528 )     (1,511 )     (4,609 )
        Contribution from Minority Interest
    224       -       986       349  
        Loan from Minority Interest
    1,000       550       2,175       800  
        Exercise of Stock Options and
                               
             Employee Stock Purchases
    10       8       30       21  
                                 
Net Cash Provided (Used) by Financing Activities
    746       (1,158 )     (4,534 )     (5,773 )
                                 
Effect of Foreign Currency Fluctuations on Cash
    (6 )     4       795       (16 )
                                 
Net Decrease in Cash & Cash Equivalents
    (9,280 )     (1,112 )     (28,903 )     (6,361 )
                                 
Cash and Cash Equivalents:
                               
        Beginning of Period
    31,878       60,242       51,501       65,491  
        End of Period
  $ 22,598     $ 59,130     $ 22,598     $ 59,130  

 
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