-----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, Qy+fye/Iqc+LzQfGG/fXqdzfkkC6QfFoB1+7iuQMtY4DsUfJ7+zQBPxhSeixMGFt aM8j8jLIG6+3R3IkGp/qZA== 0001193805-09-000484.txt : 20090224 0001193805-09-000484.hdr.sgml : 20090224 20090224170103 ACCESSION NUMBER: 0001193805-09-000484 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090224 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090224 DATE AS OF CHANGE: 20090224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STURM RUGER & CO INC CENTRAL INDEX KEY: 0000095029 STANDARD INDUSTRIAL CLASSIFICATION: ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES) [3480] IRS NUMBER: 060633559 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10435 FILM NUMBER: 09631345 BUSINESS ADDRESS: STREET 1: 1 LACEY PLACE CITY: SOUTHPORT STATE: CT ZIP: 06490 BUSINESS PHONE: 2032597843 MAIL ADDRESS: STREET 2: 1 LACEY PLACE CITY: SOUTHPORT STATE: CT ZIP: 06490 8-K 1 e605100_8k-ruger.txt 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) February 24, 2009 STURM, RUGER & COMPANY, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-10435 06-0633559 (State or Other (Commission (IRS Employer Jurisdiction of File Number) Identification Number) Incorporation) ONE LACEY PLACE, SOUTHPORT, CONNECTICUT 06890 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (203) 259-7843 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): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 Item 2.02 Results of Operations and Financial Condition On February 24, 2009, the Company issued a press release to stockholders and other interested parties regarding financial results for the year ended December 31, 2008. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The information in this Current Report on 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 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits. Exhibit No. Description - ----------- ----------- 99.1 Press release of Sturm, Ruger & Company, Inc., dated February 24, 2009, reporting the financial results for the year ended December 31, 2008. SIGNATURES 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. STURM, RUGER & COMPANY, INC. By: /S/ THOMAS A. DINEEN ------------------------------------ Name: Thomas A. Dineen Title: Principal Financial Officer, Vice President, Treasurer and Chief Financial Officer Dated: February 24, 2009 2 EX-99.1 2 e605100_ex99-1.txt EXHIBIT 99.1 [LOGO] STURM, RUGER & COMPANY, INC. SOUTHPORT, CONNECTICUT 06890 U.S.A. FOR IMMEDIATE RELEASE STURM, RUGER & COMPANY, INC. REPORTS 2008 RESULTS AND FILES ANNUAL REPORT ON FORM 10-K SOUTHPORT, CONNECTICUT, February 24, 2009 - Sturm, Ruger & Company, Inc. (NYSE-RGR) today filed its 2008 Annual Report on Form 10-K, which has been posted and is available on the SEC website at www.sec.gov and the Ruger website at www.ruger.com/corporate/. The financial statements included in the 2008 Annual Report on Form 10-K are attached to this press release. However, investors are urged to read the complete Form 10-K to ensure that they have adequate information to make informed investment judgments. In 2008, the Company reported net sales of $181.4 million and earnings per share of $0.43, compared to net sales of $156.5 million and earnings per share of $0.46 in 2007. A detailed analysis of the operations and results of both periods is included in the MD&A section of the Form 10-K. Chief Executive Officer Michael O. Fifer made the following comments related to the 2008 results: o Our firearm sales grew from $144 million in 2007 to $174 million in 2008 on the strength of new product shipments and overall robust firearms demand, particularly in the fourth quarter. 3 o Firearm orders received grew from $156 million in 2007 to $234 million in 2008. The order backlog at December 31, 2008 was $48 million, up from $18 million at December 31, 2007. Nonetheless, shipments in 2009 will be limited to units produced in 2009 as finished goods inventory was depleted during the fourth quarter of 2008. o Firearms unit production increased 29% in 2008 compared to 2007. We expect production capacity to improve in 2009, although at a more modest pace than in 2008, as we continue to work on the transition from large-scale batch production to lean manufacturing, with an emphasis on setting up manufacturing cells that facilitate single-piece flow production and inventory pull systems. o At December 31, 2008, our cash, cash equivalents and short-term investments totaled $28.2 million. Our pre-LIFO working capital of $90.6 million, less the LIFO reserve of $44.3 million, resulted in working capital of $46.3 million and a current ratio of 2.6 to 1. o In 2008, the Company repurchased 1,535,000 shares of its common stock, representing 7.5% of the outstanding shares, in the open market at an average price of $6.57 per share. All of these purchases were made with cash held by the Company and no debt was incurred. Currently, a stock repurchase program of up to $4.7 million remains authorized by the Board of Directors, and the Company intends to file a plan under Rule 10b5-1 on March 9, 2009 covering the period through April 24, 2009. This plan may result in the repurchase of shares of common stock during that period. o In December 2008, the Company renewed its unsecured $25 million revolving line of credit with a bank. This facility is renewable annually and now terminates on December 13, 2009. On December 31, 2008, the Company had a $1 million outstanding balance on the credit facility. 4 About Sturm, Ruger Sturm, Ruger was founded in 1949 and is one of the nation's leading manufacturers of high-quality firearms for the commercial sporting market. Sturm, Ruger is headquartered in Southport, CT, with plants located in Newport, NH and Prescott, AZ. The Company may, from time to time, make forward-looking statements and projections concerning future expectations. Such statements are based on current expectations and are subject to certain qualifying risks and uncertainties, such as market demand, sales levels of firearms, anticipated castings sales and earnings, the need for external financing for operations or capital expenditures, the results of pending litigation against the Company including lawsuits filed by mayors, attorneys general and other governmental entities and membership organizations, the impact of future firearms control and environmental legislation, and accounting estimates, any one or more of which could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to publish revised forward-looking statements to reflect events or circumstances after the date such forward-looking statements are made or to reflect the occurrence of subsequent unanticipated events. 5 STURM, RUGER & COMPANY, INC. Balance Sheets (Dollars in thousands, except share data) December 31, 2008 2007 - ------------------------------------------------------------------------------- Assets Current Assets Cash and cash equivalents $ 9,688 $ 5,106 Short-term investments 18,558 30,504 Trade receivables, net 25,809 15,636 Gross inventories: 59,846 64,330 Less LIFO reserve (44,338) (46,890) Less excess and obsolescence reserve (3,569) (4,143) - ------------------------------------------------------------------------------- Net inventories 11,939 13,297 - ------------------------------------------------------------------------------- Deferred income taxes 6,400 5,878 Prepaid expenses and other current assets 3,374 3,091 - ------------------------------------------------------------------------------- Total Current Assets 75,768 73,512 Property, Plant, and Equipment 125,026 126,496 Less allowances for depreciation (98,807) (104,418) - ------------------------------------------------------------------------------- Net property, plant and equipment 26,219 22,078 - ------------------------------------------------------------------------------- Deferred income taxes 7,743 3,626 Other assets 3,030 2,666 - ------------------------------------------------------------------------------- Total Assets $ 112,760 $ 101,882 =============================================================================== 6 STURM, RUGER & COMPANY, INC. December 31, 2008 2007 - ------------------------------------------------------------------------------- Liabilities and Stockholders' Equity Current Liabilities Trade accounts payable and accrued expenses $ 10,235 $ 8,102 Product liability 1,051 1,208 Employee compensation and benefits 7,994 4,860 Workers' compensation 5,067 5,667 Income taxes payable 4,171 411 Line of credit 1,000 -- - ------------------------------------------------------------------------------- Total Current Liabilities 29,518 20,248 Accrued pension liability 16,946 4,840 Product liability 693 725 Contingent liabilities (Note 6) -- -- Stockholders' Equity Common stock, non-voting, par value $1: Authorized shares - 50,000; none issued Common stock, par value $1: Authorized shares - 40,000,000 2008-22,798,732 issued, 19,047,323 outstanding 2007-22,787,812 issued, 20,571,817 outstanding 22,799 22,788 Additional paid-in capital 2,442 1,836 Retained earnings 93,500 84,834 Less: Treasury stock - at cost 2008 - 3,751,419 shares 2007 - 2,215,995 shares (30,153) (20,000) Accumulated other comprehensive loss (22,985) (13,389) - ------------------------------------------------------------------------------- Total Stockholders' Equity 65,603 76,069 - ------------------------------------------------------------------------------- Total Liabilities and Stockholders' Equity $ 112,760 $ 101,882 =============================================================================== 7 STURM, RUGER & COMPANY, INC. Statements of Income (Dollars in thousands, except per share data) Year ended December 31, 2008 2007 2006 - ------------------------------------------------------------------------------- Net firearms sales $ 174,416 $ 144,222 $ 139,110 Net castings sales 7,067 12,263 28,510 - ------------------------------------------------------------------------------- Total net sales 181,483 156,485 167,620 Cost of products sold 138,730 117,186 139,610 - ------------------------------------------------------------------------------- Gross profit 42,753 39,299 28,010 - ------------------------------------------------------------------------------- Operating Expenses: Selling 17,189 15,092 15,810 General and administrative 12,867 13,678 12,110 Pension plan curtailment charges -- 1,143 -- Other operating (income) expenses, net (840) 271 (832) - ------------------------------------------------------------------------------- Total operating expenses 29,216 30,184 27,088 - ------------------------------------------------------------------------------- Operating income 13,537 9,115 922 - ------------------------------------------------------------------------------- Other income: Gain on sale of real estate -- 5,168 -- Interest income 405 2,368 1,062 Other income (expense), net 36 8 (141) - ------------------------------------------------------------------------------- Total other income, net 441 7,544 921 - ------------------------------------------------------------------------------- Income before income taxes 13,978 16,659 1,843 - ------------------------------------------------------------------------------- Income taxes 5,312 6,330 739 - ------------------------------------------------------------------------------- Net income $ 8,666 $ 10,329 $ 1,104 =============================================================================== Basic and Diluted Earnings Per Share $ 0.43 $ 0.46 $ 0.04 =============================================================================== Cash Dividends Per Share $ 0.00 $ 0.00 $ 0.00 =============================================================================== 8 STURM, RUGER & COMPANY, INC. Statements of Cash Flows (Dollars in thousands)
Year ended December 31, 2008 2007 2006 - --------------------------------------------------------------------------------------------------------- Operating Activities Net income $ 8,666 $ 10,329 $ 1,104 Adjustments to reconcile net income to cash provided by operating activities: Depreciation 5,365 4,372 3,852 Impairment of assets -- 2,264 494 Pension plan curtailment charge -- 1,143 -- Gain on sale of assets (95) (7,161) (1,326) Deferred income taxes (4,639) 2,473 (2,759) Changes in operating assets and liabilities: Trade receivables (10,173) 2,371 (2,230) Inventories 1,358 11,109 24,320 Trade accounts payable and other Liabilities 5,134 (1,001) 3,023 Product liability (189) 192 (455) Prepaid expenses and other assets 1,995 (6,128) 4,077 Income taxes 3,760 (643) 119 - --------------------------------------------------------------------------------------------------------- Cash provided by operating activities 11,182 19,320 30,219 Investing Activities Property, plant, and equipment additions (9,488) (4,468) (3,906) Purchases of short-term investments (45,363) (51,328) (114,585) Proceeds from sales or maturities of short-term investments 57,309 42,850 114,485 Net proceeds from sale of assets 95 12,542 2,251 - --------------------------------------------------------------------------------------------------------- Cash provided by (used for) investing activities 2,553 (404) (1,755) Financing Activities Cashless exercise of stock options -- (1,126) -- Repurchase of common stock (10,153) (20,000) (25,205) Increase in line of credit 1,000 -- -- - --------------------------------------------------------------------------------------------------------- Cash used for financing activities (9,153) (21,126) (25,205) - --------------------------------------------------------------------------------------------------------- Increase (Decrease) in cash and cash equivalents 4,582 (2,210) 3,259 Cash and cash equivalents at beginning of year 5,106 7,316 4,057 - --------------------------------------------------------------------------------------------------------- Cash and cash equivalents at end of year $ 9,688 $ 5,106 $ 7,316 =========================================================================================================
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