-----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, POOIB+aA+PIvaYXPdu+hzij9h0JDeciPNpHnAZspyD68XvA98xLmTu8RUjDGpCT/ ink4ehFTEVr2iPU2mjC/hQ== 0000215310-02-000014.txt : 20020814 0000215310-02-000014.hdr.sgml : 20020814 20020814122417 ACCESSION NUMBER: 0000215310-02-000014 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 20020630 FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BMC INDUSTRIES INC/MN/ CENTRAL INDEX KEY: 0000215310 STANDARD INDUSTRIAL CLASSIFICATION: COATING, ENGRAVING & ALLIED SERVICES [3470] IRS NUMBER: 410169210 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08467 FILM NUMBER: 02733150 BUSINESS ADDRESS: STREET 1: ONE MERIDIAN CROSSING STREET 2: SUITE 850 CITY: MINNEAPOLIS STATE: MN ZIP: 55423 BUSINESS PHONE: 6128516000 MAIL ADDRESS: STREET 1: ONE MERIDIAN CROSSING STREET 2: SUITE 850 CITY: MINNEAPOLIS STATE: MN ZIP: 55423 FORMER COMPANY: FORMER CONFORMED NAME: BUCKBEE MEARS CO/MN DATE OF NAME CHANGE: 19830517 10-Q 1 bmc2002_q2-10q.htm BMC FORM 10-Q - Second Quarter 2002

 

FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

        X           

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.  For the Quarterly Period ended June 30, 2002.

 

                      

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.  For the transition Period from ________ to________________.

Commission File No. 1-8467

 

BMC INDUSTRIES, INC.
(Exact Name of Registrant as Specified in its Charter)

Minnesota                                                                                    41-0169210
 (State of Incorporation)                                                       (IRS Employer Identification No.)

One Meridian Crossings, Suite 850, Minneapolis, Minnesota 55423
(Address of Principal Executive Offices) (Zip Code)

(952) 851-6000
(Registrant's Telephone Number, Including Area Code)

Indicate by check mark whether Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for at least the past 90 days.

    X   Yes                           ________ No

BMC Industries, Inc. has outstanding 27,074,850 share of common stock as of August 9, 2002. There is no other class of stock outstanding.

Exhibit Index Begins at Page 15


PART I: FINANCIAL INFORMATION

Item 1: Financial Statements

BMC INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

 

 

(Unaudited)

 

 

 

 

 

June 30

 

December 31

 

ASSETS

 

2002

 

 

2001

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

   Cash and cash equivalents

$

3,024

 

$

1,941

 

 

   Trade accounts receivable, net

 

33,812

 

 

35,024

 

 

   Inventories

 

55,797

 

 

71,634

 

 

   Deferred income taxes

 

10,421

 

 

10,250

 

 

   Other current assets

 

3,910

 

 

4,197

 

 

      Total current assets

 

106,964

 

 

123,046

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment

 

269,975

 

 

281,916

 

 

Less accumulated depreciation

 

146,061

 

 

150,375

 

 

      Property, plant and equipment, net

 

123,914

 

 

131,541

 

 

Deferred income taxes

 

4,233

 

 

7,166

 

 

Intangible assets, net

 

8,398

 

 

62,069

 

 

Other assets

 

6,282

 

 

7,924

 

 

 

Total assets

 

$

 

249,791

 

 

$

 

331,746

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

   Short-term borrowings

$

110,854

 

$

854

 

 

   Accounts payable

 

23,150

 

 

19,707

 

 

   Income taxes payable

 

6,224

 

 

7,532

 

 

   Accrued expenses and other current liabilities

 

24,595

 

 

24,700

 

 

      Total current liabilities

 

164,823

 

 

52,793

 

 

               
Long-term debt  

250

   

141,314

   

Other liabilities

 

21,091

 

 

19,526

 

 

Deferred income taxes

 

1,462

 

 

1,602

 

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

 

   Common stock

 

46,886

 

 

46,786

 

 

   Retained earnings

 

24,657

 

 

81,979

 

 

   Accumulated other comprehensive loss

 

(9,309

)

 

(12,180

)

 

   Other

 

(69

)

 

(74

)

 

      Total stockholders' equity

 

62,165

 

 

116,511

 

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

$

249,791

 

$

331,746

 

 

See accompanying Notes to Condensed Consolidated Financial Statements.


BMC INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)

 

Three Months Ended

 

Six Months Ended

 

 

June 30

 

June 30

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

Revenues

$

67,164

 

$

78,720

 

$

135,790

 

$

164,480

 

Cost of products sold

 

61,575

 

 

66,763

 

 

124,908

 

 

141,067

 

Gross margin

 

5,589

 

 

11,957

 

 

10,882

 

 

23,413

 

Selling expense

 

3,400

 

 

4,505

 

 

6,998

 

 

9,367

 

Administration expense

 

1,897

 

 

1,418

 

 

3,252

 

 

2,756

 

Non-recurring charges

 

-

 

 

-

 

 

2,800

 

 

-

 

Income (loss) from operations

 

292

 

 

6,034

 

 

(2,168

)

 

11,290

 

Other income and (expense)

 

 

 

 

 

 

 

 

 

 

 

 

   Interest expense

 

(2,567

)

 

(2,749

)

 

(5,199

)

 

(5,790

)

   Interest income

 

58

 

 

269

 

 

105

 

 

325

 

   Other income (expense)

 

(1,098

)

 

251

 

 

2,644

 

 

1,034

 

Income (loss) before income taxes

 

(3,315

)

 

3,805

 

 

(4,618

)

 

6,859

 

  Income tax expense (benefit)

 

(1,013

)

 

11,256

 

 

(135

)

 

12,264

 

Loss before accounting change

 

(2,302

)

 

(7,451

)

 

(4,483

)

 

(5,405

)

  Cumulative effect of change in
    accounting principle

 

 

-

 

 

 

-

 

 

 

52,704

 

 

 

-

 

Net loss

$

(2,302

)

$

(7,451

)

$

(57,187

)

$

(5,405

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

     Before cumulative effect of change in 
       accounting principle

 

$

 

(0.09

 

)

 

$

 

(0.27

 

)

 

$

 

(0.17

 

)

 

$

 

(0.20

 

)

     Cumulative effect of change in
        accounting principle

 

 

-

 

 

 

-

 

 

 

(1.96

 

)

 

 

-

 

      Net loss

$

(0.09

)

$

(0.27

)

$

(2.13

)

$

(0.20

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of shares included in per share computation:

 

 

 

 

 

 

 

 

 

 

 

 

   Basic and diluted

 

26,920

 

 

27,393

 

 

26,916

 

 

27,395

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends declared per share

$

0.0025

 

$

0.0150

 

$

0.0050

 

$

0.0300

 

See accompanying Notes to Condensed Consolidated Financial Statements.


BMC INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)

 

Six Months Ended

 

June 30

 

 

2002

 

 

2001

 

Net Cash Provided by Operating Activities

 

 

 

 

 

 

   Net loss

$

(57,187

)

$

(5,405

)

   Depreciation and amortization

 

10,760

 

 

11,887

 

   Gain on sale of assets

 

(3,429

)

 

-

 

   Deferred income taxes

 

2,565

 

 

11,909

 

   Accounting change - goodwill write-down

 

52,704

 

 

-

 

   Changes in operating assets and liabilities

 

23,848

 

 

(11,943

)

      Total

 

29,261

 

 

6,448

 

 

 

 

 

 

 

 

Net Cash Provided by (Used in) Investing Activities

 

 

 

 

 

 

   Additions to property, plant and equipment

 

(3,130

)

 

(8,431

)

   Proceeds from sale of assets

 

6,034

 

 

-

 

      Total

 

2,904

 

 

(8,431

)

 

 

 

 

 

 

 

Net Cash Provided by (Used in) Financing Activities

 

 

 

 

 

 

   Decrease in short-term borrowings

 

(52

)

 

(95

)

   Increase (decrease) in long-term debt

 

(31,064

)

 

1,662

 

   Cash dividends paid

 

(136

)

 

(823

)

   Other

 

105

 

 

193

 

      Total

 

(31,147

)

 

937

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

65

 

 

(30

)

 

 

 

 

 

 

 

Net (decrease) increase in cash and cash equivalents

 

1,083

 

 

(1,076

)

Cash and cash equivalents at beginning of period

 

1,941

 

 

2,290

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

$

3,024

 

$

1,214

 

See accompanying Notes to Condensed Consolidated Financial Statements.


BMC INDUSTRIES, INC
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(in thousands, except per share amounts)

1.        Financial Statements

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the financial position of the Company as of June 30, 2002, and the results of operations and the cash flows for the six-month period ended June 30, 2002 and 2001. Such adjustments are of a normal recurring nature. Certain items in the financial statements for the periods ended June 30, 2001 have been reclassified to conform to the presentation for the periods ended June 30, 2002. The results of operations for the three and six-month periods ended June 30, 2002 are not necessarily indicative of the results to be expected for the full year. The balance sheet as of December 31, 2001 is derived from the audited balance sheet as of that date. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

2.        Restructuring

In February 2002, the Company announced its plans to close the Optical Products segment's Azusa, California facility, sell the buildings and consolidate the operations into the Company's existing plants in Ramsey, Minnesota and Jakarta, Indonesia. The total restructuring-related costs recorded were $2,800 of which $2,216 has been utilized during the second quarter of 2002. The following table details the restructuring reserve charges and account balance for the quarter.

 

 

Severance & Related Costs

 

 

Property, Plant & Equipment

 

 

Contractual Obligations and Other

 

 

 

 

Total

 

Charged to operations and balance at

March 31, 2002

 

 

$

 

 

426

 

 

 

$

 

 

1,517

 

 

 

$

 

 

857

 

 

 

$

 

 

2,800

 

 Utilized second
  quarter 2002

 

 

(136

 

)

 

 

(1,517

 

)

 

 

(563

 

)

 

 

(2,216

 

)

Balance, June 30, 2002

$

290

 

$

-

 

$

294

 

$

584

 

In fourth quarter 2001, the Company announced restructuring initiatives in both of its business groups. These restructuring initiatives resulted in the recording of total pre-tax, restructuring-related charges of $12,165. The charges included $6,218 classified as restructuring, with $1,180 utilized in 2001, and $5,947 of inventory and other asset write-downs classified as cost of sales. Through June 30, 2002, the Company has utilized $1,655 of the $5,038 restructuring reserve remaining at December 31, 2001, all of which is attributable to the Buckbee-Mears business segment. The Company anticipates that substantially all of the remaining restructuring reserve will be utilized by year-end 2002.

The activity of the restructuring reserve for the first six months of 2002 was as follows:

 

 

Severance and Related Costs

 

 

Contractual Obligations and Other

 

 

 

 

Total

 

 

Restructuring reserve, December 31, 2001

 

3,309

 

 

1,729

 

 

5,038

 

 

 Utilized first quarter 2002

 

(135

)

 

-

 

 

(135

)

 Utilized second quarter 2002

 

(1,520

)

 

-

 

 

(1,520

)

Restructuring reserve, June 30, 2002

$

1,654

 

$

1,729

 

$

3,383

 

 

The Company does not expect to record any additional restructuring charges related to the initiatives discussed above.

3.        Goodwill and Other Intangible Assets

In July 2001, the FASB issued Statement of Financial Accounting Standard (SFAS) No. 142, Goodwill and Other Intangible Assets, which eliminated the systematic amortization of goodwill. The Company adopted SFAS No. 142, effective January 1, 2002 and ceased amortization of its goodwill balances. However, intangible assets with finite lives continue to be amortized over their estimated useful lives. 

SFAS No. 142 also required the Company to complete an impairment review of its goodwill assets. During the first quarter 2002, the Company completed its transitional impairment test using a discounted cash flow model required by SFAS No. 142 and determined that the goodwill in its Optical Products segment was impaired. As such, the Company recorded as a cumulative effect of change in accounting principle a write-off of its goodwill balance in the amount of $52,704 on which the Company recognized no tax benefit. The remaining intangible assets recorded on the accompanying condensed consolidated balance sheet at June 30, 2002 include patent costs and other intangible assets with finite lives.

A reconciliation of reported net loss adjusted to reflect the adoption of SFAS 142 as if it had been effective January 1, 2001 is provided below.

 

Three Months Ended

 

Six Months Ended

 

 

June 30

 

June 30

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

Reported net loss

$

(2,302

)

$

(7,451

)

$

(57,187

)

$

(5,405

)

Add-back adjustment for accounting change

 

-

 

 

-

 

 

52,704

 

 

 

 

Add-back goodwill amortization, net of tax

 

-

 

 

304

 

 

-

 

 

609

 

Adjusted net loss

 

(2,302

)

 

(7,147

)

 

(4,483

)

 

(4,796

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Reported basic and diluted loss per share

 

(0.09

)

 

(0.27

)

 

(2.13

)

 

(0.20)

 

Add-back adjustment for accounting change

 

-

 

 

-

 

 

1.96

 

 

-

 

Add-back goodwill amortization, net of tax

 

-

 

 

0.01

 

 

-

 

 

0.02

 

Adjusted loss per share

$

(0.09

)

$

(0.26

)

$

(0.17

)

$

(0.18

)

4.        Inventories

 

 

June 30, 2002

 

December 31, 2001

 

 

 

 

 

Raw materials

 

 

$

13,202

 

 

$

16,857

Work in process

 

 

4,034

 

 

7,445

Finished goods

 

 

38,561

 

 

47,332

 

 

 

$

55,797

 

 

$

71,634

5.        Derivative Financial Instruments

Derivative financial instruments are used by the Company to reduce foreign exchange and interest rate risks.

Interest Rate Swap Agreement - At various dates during 2001 and 2000, the Company entered into multiple interest rate swap agreements, which provide for the Company to swap a variable interest rate for fixed interest rates ranging from 6.7% to 7.1%. At June 30, 2002, $50,000 of these swaps remained outstanding with the swaps expiring in May and June 2003. At June 30, 2002, $2,147 of deferred net losses on the interest rate swap agreements was included in Accumulated Other Comprehensive Loss.

6.        Comprehensive Income

The components of comprehensive income (loss), net of related tax, for the three and six-month periods ended June 30, 2002 and 2001 are as follows:

 

Three Months Ended

 

Six Months Ended

 

 

June 30

 

June 30

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

Net loss

$

(2,302

)

$

(7,451

)

$

(57,187

)

$

(5,405

)

Foreign currency translation adjustments

 

2,775

 

 

(933

)

 

2,164

 

 

(2,722

)

Gain (loss) on derivative instruments

 

(28

)

 

(326

)

 

707

 

 

(1,586

)

Comprehensive income (loss)

$

445

 

$

(8,710

)

$

(54,316

)

$

(9,713

)

Foreign currency translation adjustment for 2002 is primarily due to the change in cumulative translation adjustment resulting from the strengthening of the Euro against the U.S. dollar during the six-month period ended June 30, 2002.

7.        Valuation Reserve for Deferred Tax Asset

At June 30, 2002, the deferred tax valuation reserve is comprised of the following balances.

Carryforward reserve recorded in 2nd quarter 2001

 

 

$

10,000

Carryforward reserve recorded in 4th quarter 2001

 

 

4,500

Carryforward reserve recorded in 2002

 

 

3,495

Tax benefit of temporary difference from accounting change recorded in 1st quarter 2002

 

 

 

18,849

 

 

 

$

36,844

The need for the valuation reserve was driven by projections for future U.S. taxable income, which impacts the potential for realizing the benefits of the Company's carryovers. The statutory time period for using the carryovers on its income tax returns extends beyond the period the Company used to assess whether the carryovers may be realized for accounting purposes. If, at some time in the future, it is determined that all or a portion of the existing carryovers may be realized, the valuation reserve will be reduced accordingly.

8.        Segment Information

The Company has two operating segments that manufacture and sell a variety of products: Buckbee-Mears and Optical Products (operating under the Vision-Ease trade name.) Buckbee-Mears, made up of Mask Operations and Non-Mask Operations, manufactures high-volume precision products for the entertainment, optical, high-tech, medical, defense and aerospace industries. Mask Operations produces aperture masks, which are critical components of color television picture tubes. Non-Mask Operations produces precision photo-etched metal and electroformed components that require fine features and tight tolerances. Optical Products designs, manufactures and distributes polycarbonate, glass and hard-resin plastic eyeglass lenses.

The following is a summary of certain financial information relating to the two segments for the three-month period ended June 30, 2002:

 

Three Months Ended June 30

 

Buckbee-Mears

 

Optical Products

 

Consolidated

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$

37,383

 

$

44,067

 

$

29,781

 

$

34,653

 

$

67,164

 

$

78,720

 

Cost of products sold

 

33,671

 

 

37,768

 

 

27,904

 

 

28,995

 

 

61,575

 

 

66,763

 

Gross margin

 

3,712

 

 

6,299

 

 

1,877

 

 

5,658

 

 

5,589

 

 

11,957

 

Gross margin %

 

9.9

%

 

14.3

%

 

6.3

%

 

16.3

%

 

8.3

%

 

15.2

%

Selling expense

 

1,023

 

 

1,246

 

 

2,377

 

 

3,259

 

 

3,400

 

 

4,505

 

Unallocated corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 administration

 

-

 

 

-

 

 

-

 

 

-

 

 

1,897

 

 

1,418

 

Income (loss) from
 operations

 

$

 

2,689

 

 

$

 

5,053

 

 

$

 

(500

 

)

 

$

 

2,399

 

 

 

292

 

 

 

6,034

 

                                     

Operating income
 (loss) %

 

 

7.2

 

%

 

 

11.5

 

%

 

 

(1.7

 

)%

 

 

6.9

 

%

 

 

0.4

 

%

 

 

7.7

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 expense, net

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,607

)

 

(2,229

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 income taxes

 

 

 

 

 

 

 

 

 

 

 

 

$

(3,315

)

$

3,805

 

The following is a summary of certain financial information relating to the two segments for the six-month period ended June 30, 2002:

 

Six Months Ended June 30

 

 

Buckbee-Mears

 

Optical Products

 

Consolidated

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$

72,930

 

$

95,297

 

$

62,860

 

$

69,183

 

$

135,790

 

$

164,480

 

Cost of products sold

 

66,776

 

 

82,954

 

 

58,132

 

 

58,113

 

 

124,908

 

 

141,067

 

Gross margin

 

6,154

 

 

12,343

 

 

4,728

 

 

11,070

 

 

10,882

 

 

23,413

 

Gross margin %

 

8.4

%

 

13.0

%

 

7.5

%

 

16.0

%

 

8.0

%

 

14.2

%

Selling expense

 

2,083

 

 

3,031

 

 

4,915

 

 

6,336

 

 

6,998

 

 

9,367

 

Non-recurring charges

 

-

 

 

-

 

 

2,800

 

 

-

 

 

2,800

 

 

-

 

Unallocated corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 administration

 

-

 

 

-

 

 

-

 

 

-

 

 

3,252

 

 

2,756

 

Income (loss) from
 operations

 

$

 

4,071

 

 

$

 

9,312

 

 

$

 

(2,987

 

)

 

$

 

4,734

 

 

 

(2,168

 

)

 

 

11,290

 

                                     

Operating income

 (loss) %

 

 

5.6

 

%

 

 

9.8

 

%

 

 

(4.8

 

)%

 

 

6.8

 

%

 

 

(1.6

 

)%

 

 

6.9

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 expense, net

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,450

)

 

(4,431

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 income taxes

 

 

 

 

 

 

 

 

 

 

 

 

$

(4,618

)

$

6,859

 

9.        Legal Matters

During 2002, the Company's Optical Products group filed a patent infringement lawsuit against Younger Mfg. Co., which operates under the name "Younger Optics", in the United States Court for the District of Minnesota. We are seeking an injunction prohibiting manufacture, use, sale or offer for sale of polycarbonate polarizing lenses and an unspecified amount of damages.  In June 2002, Ricardo Nunziatti, a shareholder of BMC, filed a shareholder derivative suit against the Company, Paul B. Burke, the Company's former Chairman of the Board and CEO, and the Company's independent directors.  Mr. Nunziatti's complaint asserts breach of fiduciary duty, abuse of control and waste of corporate assets.  In the complaint, Mr. Nunziatti demands the unwinding of a stock transaction between the Company and Mr. Burke, as well as payment of his attorney fees and other costs of bringing the suit.  In July 2002, the Company and the other defendants removed the case from Hennepin County District Court to the United States District Court for the District of Minnesota.  The Company has submitted the case to its insurance carrier for coverage under its Director and Officer Liability Policy.  Although this case is in the early stages of litigation, we do not anticipate that the Company will incur any material liability in connection with the lawsuit.

No other material legal proceedings or environmental matters arose during the quarter and there were no material changes in the status of the legal proceedings or environmental matters described in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

Reserves are established for estimated loss contingencies when it is determined that a loss is probable and the amount of the loss can be reasonably estimated.  Reserves for contingent liabilities are based upon management's assumptions and estimates, as well as advice of legal counsel or other third parties regarding the probable outcome of the matter.  If circumstances change, different facts or information become known or the actual outcome differs from the assumptions, revision to the estimated reserves would be recorded and reflected in income in the period in which these changes occur.

 

Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations

BMC INDUSTRIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

Comparison of three months ended June 30, 2002 and 2001

Total revenues for the second quarter of 2002 decreased by $11.6 million or 15% from the second quarter of 2001.  Revenues of the Buckbee-Mears group for the second quarter decreased $6.7 million, or 15%, from $44.1 million in 2001 to $37.4 million in 2002.  Total mask sales were down for the quarter compared to the prior year's quarter due to the Company's exit from the computer monitor mask business segment.  Sales of computer monitor masks decreased $7.2 million year over year.  Sales of entertainment masks increased $0.7 million, or 2%, in second quarter 2002 as compared to second quarter 2001.  The television market appears to have stabilized during the quarter and this trend is expected to continue in the balance of the year.

The Optical Products group reported sales of $29.8 million in the second quarter of 2002, down 14%, or $4.9 million, over the prior year quarter. Optical Products sales were negatively impacted by polycarbonate manufacturing issues, exacerbated by the closing of the Azusa, California facility, which hampered the ability to fully meet customer demand, constraining sales and increasing backorders. Sales of the group's high-end, value-added products (including polycarbonate progressive and polarizing sun lenses) decreased 9% from second quarter 2001 and accounted for 69% of total second quarter 2002 revenues, as compared to 66% of total second quarter revenues in 2001. While overall polycarbonate sales declined, sales growth was experienced in some key premium polycarbonate product categories, such as a 16% increase in Tegra-coated polycarbonate lenses and a 9% increase in sales of photochromic polycarbonate lenses.  In addition, plastic and glass lens sales were down 36% and 21%, respectively in second quarter 2002 as compared to the prior year quarter.  The decrease in plastic lens sales resulted from short-term supply issues with our overseas manufacturing partner. Glass lens sales are expected to continue to decline as the market for this lens material contracts.

Cost of products sold were 92% of net sales for the second quarter of 2002, compared to 85% in the same period of 2001. The Buckbee-Mears margins were impacted by the shutdown of the computer mask lines as the Company implements its strategic decision to exit the computer monitor mask market. The Optical Products gross margin percentage was impacted by the manufacturing issues discussed earlier and the decline in sales of higher margin polycarbonate and glass products.

Selling expenses were $3.4 million or 5% of revenues and $4.5 million or 6% of revenues for the second quarter of 2002 and 2001, respectively. Selling expenses decreased as a result of cost reduction and restructuring efforts in both business segments.

Interest expense in the second quarter of 2002 was slightly lower than second quarter 2001. The favorable impact from decreases in the debt level was offset by increases in the interest rate.

Other income (expense) in the second quarter of 2002 is primarily foreign exchange loss of $1 million. This loss is from foreign exchange adjustments on receivables of U.S. dollar denominated sales in Europe and foreign exchange losses on certain transfers of funds for operating expenses.

The provision for income taxes was 1% and 33% of pre-tax income in the second quarter of 2002 and 2001, respectively, excluding the adjustment to the tax valuation reserve, as discussed further in footnote 7.  The tax rate is a function of the Company's domestic and foreign earnings mix and can fluctuate from quarter to quarter.

Comparison of six months ended June 30, 2002 and 2001

Total revenues for the first six months of 2002 decreased by $28.7 million, or 17%, from the first six months of 2001. Revenues of the Buckbee-Mears group for the six-month period decreased 23% from the prior year period. Sales of computer monitor masks decreased $15.3 million year over year due to the Company's exit from the computer monitor mask business. Sales of entertainment masks declined $6.3 million from 2001 as a result of the economic downturn and a general softening of the television mask market. Non-mask sales were $1.2 million lower year over year because of the decrease in customer base. Revenues of the Optical Products group were down $6.3 million, or 9% due mainly to manufacturing issues constraining sales, which were discussed above. In addition, sales in the SunSport product line declined 62% from 2001 as a result of the Company's decision to exit certain segments of this business.

Cost of products sold were 92% and 86% of net sales for the first six months of 2002 and 2001, respectively. The Buckbee-Mears margins were impacted by the shutdown of the computer mask lines as the Company implements its strategic decision to exit the computer monitor mask market. Optical Products manufacturing issues also increased the cost of products sold percentage.

Selling expenses were $7.0 million, or 5%, of revenues and $9.4 million, or 6%, of revenues for the first six months of 2002 and 2001, respectively. Selling expenses decreased as a result of cost reduction and restructuring efforts in both business segments.

Interest expense in the first six months of 2002 was $5.2 million compared to $5.8 million in the first six months of 2001. This decrease is due to lower debt levels in 2002, offset somewhat by higher interest rates in the second quarter.

Other income for the first six months of 2002 includes a $3.5 million gain related to the sale of the Optical Products segment's Optifacts software unit, partially offset by foreign exchange losses on European receivables and funds transfers and discussed previously.

The provision for income taxes was 79% and 33% of pre-tax income for the first six months of 2002 and 2001, respectively, excluding the adjustment to the tax valuation reserves, as discussed further in footnote 7. The tax rate is a function of the Company's domestic and foreign earnings mix and can fluctuate from quarter to quarter.

RESTRUCTURING

In February 2002, the Company announced its plans to close the Optical Products segment's Azusa, California facility.  As a result, restructuring related costs of $2.8 million were recorded in first quarter 2002.  The restructuring is discussed more fully in footnote 2.

GOODWILL AND OTHER INTANGIBLE ASSETS

Effective January 1, 2002, the Company adopted SFAS No. 142 and ceased amortization of goodwill balances.  The Company also completed its transitional impairment test on goodwill and recorded a write-off of its goodwill balances in the amount of $52.7 million.  The adoption of SFAS No. 142 is discussed more fully in footnote 3.

MARKET RISK

There were no significant changes in market risks from those disclosed in the Company's Form 10-K for the year ended December 31, 2001.

FOREIGN CURRENCY

A portion of the Company's operations consists of manufacturing and sales activities in foreign jurisdictions.  The Company manufactures its products in the United States, Germany, Hungary and Indonesia and purchases products from Asian, as well as other foreign suppliers.  The Company sells its products in the United States and into various foreign markets.  The Company's sales are typically denominated in either the U.S. dollar or the European Union euro.  Buckbee-Mears also has an indirect exposure to the Japanese yen and the Korean won because its most significant competitors are Japanese and Korean.  As a result, the Company's financial results could be significantly affected by factors such as changes in foreign currency exchange rates or weak economic conditions in foreign markets.  In addition, sales of products overseas are affected by the value of the U.S. dollar relative to other currencies.  Long-term strengthening of the U.S. dollar may have an adverse effect on these sales and competitive conditions in the Company's markets and may limit the Company's ability to increase product pricing in times of adverse currency movements.

To manage the volatility relating to these exposures, the Company utilizes from time to time various derivative instruments, including foreign currency forward-exchange contracts. These derivative instruments are discussed more fully in footnote 3.

INTEREST RATE SWAPS

At various dates during 2001 and 2000, the Company entered into multiple interest rate swap agreements that provide for the Company to swap a variable interest rate for fixed interest rates ranging from 6.7% to 7.1%. At June 30, 2002, $50 million of these swaps remained outstanding with the swaps expiring in May and June 2003. These swaps are discussed more fully in footnote 5.

FINANCIAL POSITION AND LIQUIDITY

Debt decreased $31.1 million from $142.2 million to $111.1 million during the first six months of 2002 from working capital reduction initiatives and sales of non-strategic assets. Working capital was a negative $57.9 million at June 30, 2002 compared to $70.3 million at December 31, 2001. The decrease in working capital is the result of reclassification of $110 million of long-term debt to current liabilities at the end of the quarter. The Company's credit facilities are discussed below. The current ratio was 0.6 and 2.3 at June 30, 2002 and December 31, 2001, respectively. The ratio of debt to capitalization was 64% at June 30, 2002 compared to 55% at December 31, 2001.

At June 30, 2002, the majority of the Company's long-term debt was reclassified to short-term borrowings, as a result of the debt being due within one year's time (May 15, 2003.) The Company is currently in discussions with its lenders on an amendment to extend its existing senior credit facilities. If and when an agreement is finalized, a majority of these short-term borrowings will be reclassified back to long-term debt. The Company was in compliance with all covenants related to credit facilities as of June 30, 2002. The Company expects that its financing requirements will be met for the next 12 months and beyond.  However, management cannot be certain that the Company will be able to amend the existing credit agreement, obtain additional financing on acceptable terms, or at all.  If the Company is unable to obtain sufficient funds on acceptable terms when they are needed, it could have a material adverse effect on our financial condition.

ENVIRONMENTAL

There were no material changes in the status of the legal proceedings and environmental matters described in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

OTHER

As announced on May 15, 2002, Paul B. Burke resigned as Chairman and CEO of BMC Industries, Inc. Mr. Burke will continue employment at the Company in a more limited advisory capacity through December 31, 2002. Salary and benefits for Mr. Burke are expensed as paid each month through December 31, 2002.

CAUTIONARY STATEMENTS

Certain statements included in this Management's Discussion and Analysis of Financial Condition and Results of Operations and elsewhere in this Form 10-Q by the Company or its representatives, as well as other communications, including reports to shareholders, news releases and presentations to securities analysts or investors, contain forward-looking statements made in good faith by the Company pursuant to the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements relate to non-historical information and include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements. The Company wishes to caution the reader not to place undue reliance on any such forward-looking statements, which reflect our opinion as of the date of this Form 10-Q. These statements are not guarantees of future performance and are subject to certain risks and uncertainties that could cause actual results to differ materially from those presently anticipated or projected and include, among others, ability to manage working capital and align costs with market conditions; further aperture mask price declines; slowdown in growth of, or price reductions in, high-end lens products; fluctuations in currency exchange rates; rising raw material costs; ability to improve operating and manufacturing efficiencies through consolidation of facilities. These and other risks and uncertainties are more particularly described in "Item 1 - Business" of the Company's Form 10-K for the year ended December 31, 2001, which in some cases have affected and in the future could adversely affect the Company's actual results and could cause the Company's actual financial performance to differ materially from that expressed in any forward-looking statement. These factors should not, however, be considered an exhaustive list. The Company does not undertake the responsibility to update any forward-looking statement that may be made from time to time by or on behalf of the Company.

Item 3.             Quantitative and Qualitative Disclosure About Market Risk.

                        See "Management's Discussion and Analysis of Financial Condition and Results of Operations" on page 11.

Part II:  OTHER INFORMATION

Item 1.       Legal Proceedings.

With regard to legal proceedings and certain environmental matters, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" which begins on page 11 and Note 9 of the "Notes to Condensed Consolidated Financial Statements" on page 10.

Item 4.      Submission of Matters to a Vote of Securities Holders.

The Company's 2002 Annual Meeting of Stockholders was held on May 9, 2002. One matter was submitted to a vote of stockholders: Election of certain members of the Company's Board of Directors. 

The nominees for election to the Company's Board of Directors, as listed in the Company's Proxy Statement dated March 29, 2002 were elected for two-year terms at that meeting. Voting for the individual nominees was as follows:

Nominee

Votes For

Votes Withheld or Against

 

 

 

Mr. Paul B. Burke

23,874,911

1,540,608

Dr. H. Ted Davis

24,245,225

1,170,294

Mr. Harry A. Hammerly

24,244,806

1,170,713

The following directors did not stand for election this year because their terms of office continued after the meeting: Mr. John H. Castro and Mr. Joe E. Davis.

Item 6.       Exhibits and Reports on Form 8-K.

        (a)      Exhibits

99.1

  News Release, dated July 30, 2002, announcing second quarter 2002 results (filed herein).
     

99.2

  News Release, dated July 16, 2002, announcing BMC Industries to report second quarter 2002 results and host conference call on Tuesday, July 30, 2002 (filed herein).
     

99.3

  News Release, dated July 15, 2002, Vision-Ease Lens announces licensing of its polycarbonate polarizing lens technology (filed herein).
     

99.4

  News Release, dated June 20, 2002 announcing BMC Industries, Inc. completes sale of portions of its Micro-Technology business (filed herein).
     

99.5

  News Release, dated June 11, 2002, announcing Vision-Ease Tegra® polycarbonate lenses offer multiple advantages for kids (filed herein).
     

99.6

  News Release, dated June 4, 2002, announcing Vision-Ease Lens earns "best selling polycarbonate lens" honors (filed herein).
     

99.7

  News Release, dated May 15, 2002, announcing BMC Industries change of leadership (filed herein).

        (b)            Reports on Form 8-K.

The Company filed a Form 8-K on June 12, 2002, reporting the employee agreement between BMC Industries, Inc. and Douglas Hepper as of May 15, 2002.

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, thereunto duly authorized.

  BMC INDUSTRIES, INC.

 

Dated:  August 14, 2002 /s/ Richard G. Faber     
Richard G. Faber
Corporate Controller
(Principal Accounting Officer)

 

Certification

Each of the undersigned hereby certifies in his capacity as an officer of BMC Industries, Inc. (the "Company") that the Quarterly Report of the Company on Form 10-Q for the period ended June 30, 2002 fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition of the Company at the end of such period and the results of operations of the Company for such period.

 

  /s/ Douglas C. Hepper
Douglas C. Hepper
Chairman and Chief Executive Officer
 
  /s/ Curtis E. Petersen  
Curtis E. Petersen
Senior Vice President and Chief Financial Officer
 
Dated:  August 14, 2002  

 

EX-99.1 3 exhibit_99-1.htm exhibit_99-1

BMC 

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

NEWS RELEASE

CONTACT:

CURT PETERSON

(NYSE: BMM)

 

(952) 851-6030

FOR IMMEDIATE RELEASE

BMC Industries, Inc. Reports Second-Quarter and Six-Month 2002 Results

 

    -    Second-Quarter Financial Results Consistent With Previous Guidance

 

    -    Restructuring Initiatives Announced Earlier Near Completion

 

    -   Total Debt Reduced by $17 Million to $111 Million in Quarter

July 30, 2002 - Minneapolis, Minnesota, USA - BMC Industries, Inc. (NYSE: BMM) today announced financial results for the second quarter and six-months ended June 30, 2002. Results are consistent with guidance provided on the company's first-quarter conference call on April 30, 2002.

For the second quarter 2002, the company reported consolidated revenues of $67.2 million, down 15 percent from the $78.7 million in second quarter 2001. The company incurred a net loss of $2.3 million, or $0.09 per diluted share, compared to a net loss of $7.5 million, or $0.27 per diluted share, in the second quarter one year ago.

Second-quarter 2001 results included goodwill amortization expense (which has been eliminated as a result of the company adopting FAS 142) and a deferred tax asset valuation reserve, the effect of which increased income tax expense. For comparative purposes and adjusting second-quarter 2001 results for these charges, second-quarter 2001 pro forma net income was $2.9 million, or $0.10 per diluted share.

For the six months ended June 30, 2002, consolidated revenues were $135.8 million, a decrease of 17 percent from the $164.5 million reported for the same period in 2001. Including the effects of several non-recurring items, recognized in the first quarter, the company incurred a net loss of $57.2 million, or $2.13 per share for the first six months of 2002. This compares to a net loss of $5.4 million, or $0.20 per share for the same period in 2001.

Excluding these non-recurring items, the company reported a pro forma net loss of $4.9 million, or $0.18 per share, for the first six months of 2002. This compares to pro forma net earnings, adjusted for comparative purposes, of $4.6 million, or $0.17 per share, in the first six months of 2001.

BMC's total debt outstanding at June 30, 2002 was $111.1 million, a reduction of $17.4 million, as compared to total debt outstanding of $128.5 million at March 31, 2002. Total debt has been reduced $31.1 million since December 31, 2001. At June 30, 2002, the majority of the company's long-term debt was reclassified to short-term borrowings, the result of the debt being due within one year's time (May 15, 2003). The company is currently in discussions with its lenders on an amendment to extend its existing senior credit facilities. When, and if, an agreement is finalized, a majority of these short-term borrowings would be reclassified back to long-term debt.

"I am pleased with the progress the company has made in regards to the significant number of restructurings announced earlier this year. We are beginning to see light at the end of the tunnel," stated Douglas C. Hepper, chairman and chief executive officer of BMC Industries. "The focus at this point is to build profitably our global polycarbonate lens franchise, to manage our core mask operations for maximum cash flow, to stabilize our earnings stream, and to increase our financial flexibility using our strong cash flow to reduce debt."

"Longer term, I believe that BMC possesses a number of unique core manufacturing technologies that can be more effectively leveraged," Hepper continued. "An example, would be our plans to partner with a major global healthcare company to produce a new cardiovascular stent."

"Our restructuring efforts are proceeding on pace and according to plan," Hepper added. "In May, we closed our Azusa polycarbonate manufacturing plant and transferred production to our Minnesota and Indonesian facilities. In March, we ceased manufacturing low-margin computer monitor masks and to date have extracted most of the working capital from this business segment. Finally, in June we completed the sale of a portion of our low-volume, non-mask sheet etching business. We expect to see tangible results from these efforts through reduced product and operating costs in the quarters to come."

"In the quarter, our cash generating ability exceeded our expectations," commented Hepper. "Since the end of last year, overall debt levels have been reduced by over $31 million. Although not at the pace achieved in the first six months of 2002, we expect to reduce debt further over the balance of the year--through continued aggressive working capital management and disposal of some remaining non-strategic assets, such as our Azusa real estate."

Buckbee-Mears Group

Second-quarter 2002 revenues for the Buckbee-Mears group were $37.4 million, a decrease of $6.7 million, or 15 percent, from $44.1 million in the second quarter of 2001. Overall group sales were down versus last year's second quarter due to the exit of the computer monitor mask business segment. Computer monitor mask sales made up $7.2 million of the sales change.

Sales of television masks in second quarter 2002 increased 2 percent as compared to second quarter 2001. We have seen, and expect to continue to see, some stabilization in the television market in the balance of the year.

The Buckbee-Mears group reported operating earnings of $2.7 million during second quarter 2002, as compared to operating earnings of $5.1 million in the second quarter of 2001. This decrease was primarily due to lower computer monitor mask sales and overall lower mask prices.

During the second quarter, the company obtained a favorable settlement of claims related to its intellectual property infringement lawsuit in Germany against a German company. BMC initially filed suit against DMT Demminer Maschinen Technik GmbH ("DMT") in February 1996 claiming unlawful use of the company's proprietary technology and trade secrets. The terms of the settlement awarded monetary damages to BMC and prohibited DMT from using BMC's proprietary technology and information. Any incident of future violation would result in an automatic award of damages payable to BMC.

Revenues from non-mask operations were down $0.4 million quarter-over-quarter with this business segment posting a slight operating loss. Non-mask operations, which include a number of important research and development projects, are being consolidated in Cortland, New York and Mullheim, Germany. We expect this business segment to return to profitability when these restructuring efforts are complete.

Optical Products Group

Total Optical Products group second-quarter 2002 revenues were $29.8 million, down $4.9 million, or 14 percent, as compared to revenues in second quarter 2001. Total polycarbonate lens sales declined $1.0 million, or 5 percent, as compared to second quarter 2001. Polycarbonate manufacturing issues, exacerbated by the closing of the Azusa facility, hampered the group's ability to fully meet customer demand, constraining sales and increasing backorders. Lower-margin, plastic lens sales also declined $2.5 million, or 36 percent, as a result of unrelated short-term supply issues. Glass lens sales declined $1.3 million, or 21 percent, as the market for this lens material continues to contract.

Despite the overall sales weakness, Vision-Ease experienced sales growth in several key premium polycarbonate product categories, including strong demand for its Tegra-coated and photochromic polycarbonate lenses, which increased 16 percent and 9 percent, respectively, over second quarter 2001. The company's sales in the second quarter also benefited somewhat from the recent introduction of two film-based products in association with a major retail customer. These products include a new anti-reflective, mirror-coated polycarbonate lens (introduced to the market last quarter) and a new proprietary, polycarbonate polarized product utilizing a unique melanin-based film. Vision-Ease expects the positive trends for these products to continue in coming quarters.

The Optical Products group reported a second-quarter 2002 operating loss of $0.5 million versus an operating profit of $2.4 million in second quarter 2001. The decline was primarily due to lower sales of higher-margin polycarbonate and glass lenses, and increased domestic manufacturing costs. Partially offsetting these items was continued strong performance from the group's Indonesian manufacturing facility, which continues to show improvements in both polycarbonate volume and in lower product costs.

During the quarter the company announced that it had filed a patent infringement action against Younger Mfg. Co. in connection with Vision-Ease's portfolio of patents and pending patent applications covering intellectual property in the molding of polycarbonate and other thermoplastic materials against a functional layer, such as film. Vision-Ease uses this technology in the manufacturing of polycarbonate polarizing sun lenses, as well as polycarbonate photochromic lenses to be launched later this year. Subsequent to the lawsuit against Younger, Vision-Ease announced that it had granted a license to Wintec International Japan, Inc. and Optical Ventures, Inc. for rights to its portfolio of patent rights for the manufacture of non-prescription polycarbonate polarizing sun lenses.

"The Buckbee-Mears group's favorable settlement of claims against DMT and Vision-Ease's new license agreements with Wintec International and Optical Ventures serve as examples of BMC's commitment to protect its intellectual assets and to leverage its solid base of technologies," commented Hepper. "The DMT settlement, we feel, will provide a legal precedent in the mask marketplace that we believe serves as a foundation for the protection of our intellectual property against unauthorized use by competitors who might seek to profit from our investments into research and development. The agreements with Wintec and OVI not only show our desire in growing the overall market for polarized polycarbonate lenses, but the benefits associated with investments we have made in these technologies."

Business Outlook

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially from those projected in this news release.

For full year 2002, BMC expects overall consolidated revenues to be down 15-20 percent versus 2001, primarily as a result of the company exiting the computer monitor mask business, exiting segments of its non-mask business, isolated polycarbonate manufacturing issues and product shortages and overall restructuring efforts in both businesses. The company expects to report a consolidated net loss for the year of between $2.30 and $2.40 per diluted share. Excluding non-recurring items and before the cumulative effect of an accounting change, the company expects to incur a pro forma net loss of between $0.30 and $0.40 per diluted share.

Completion of the company's various restructuring efforts should decrease product and operating costs throughout the organization and allow the company to regain profitability in 2003.

BMC has significantly reduced debt in the first six months of this year. Although not at the pace achieved in the first six months of 2002, the company expects to reduce debt further over the balance of the year.

Business Description

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group offers a range of services and manufacturing capabilities to meet the most demanding precision metal manufacturing needs. The group is a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances. The group is also the only North American manufacturer of aperture masks, a key component in color television picture tubes.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Safe Harbor for Forward-Looking Statements

This news release contains various "Forward-Looking Statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as "anticipates", "estimates", "expects", "forecasts", "projects", "intends", "plans", "predicts", and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those projected, including, among others, ability to manage working capital and align costs with market conditions; further aperture mask price declines; slowdown in growth of, or price reductions in, high-end lens products; fluctuations in currency exchange rates; rising raw material costs; ability to improve operating and manufacturing efficiencies through consolidation of facilities. These and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2001 and other documents filed with the Securities and Exchange Commission.

Investor Conference Call Information
Tuesday, July 30, 2002
10:00 a.m. Central Time (11:00 a.m. Eastern Time)
Call-in Number: 800-288-8974 (U.S.) or 612-332-0418 (International)
Replay Number: 800-475-6701 (U.S.) or 320-365-3844 (International)
Replay Access Code: 645093
The rebroadcast of the conference call will be available starting at 1:30 p.m. Central Time, July 30, 2002 through 11:59 p.m. Central Time, August 7, 2002.

The conference call will also be offered live, through a simulcast offered by CCBN.com and StreetEvents.com. To access this Webcast, go to the "Investor Relations" portion of the Company's Web site, www.bmcind.com, click on "Conference Calls" and then click on the CCBN icon.


BMC INDUSTRIES, INC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)

 

Three Months Ended

Six Months Ended

 

 

June 30

 

June 30

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

Revenues

$

67,164

 

$

78,720

 

$

135,790

 

$

164,480

 

Cost of products sold

 

61,575

 

 

66,763

 

 

124,908

 

 

141,067

 

Gross margin

 

5,589

 

 

11,957

 

 

10,882

 

 

23,413

 

Selling

 

3,400

 

 

4,505

 

 

6,998

 

 

9,367

 

Administrative

 

1,897

 

 

1,418

 

 

3,252

 

 

2,756

 

Non-recurring charges

 

-

 

 

-

 

 

2,800

 

 

-

 

Income (loss) from operations

 

292

 

 

6,034

 

 

(2,168

)

 

11,290

 

Other income and (expense)

 

 

 

 

 

 

 

 

 

 

 

 

   Interest expense

 

(2,567

)

 

(2,749

)

 

(5,199

)

 

(5,790

)

   Interest income

 

58

 

 

269

 

 

105

 

 

325

 

   Other income (expense)

 

(1,098

)

 

251

 

 

2,644

 

 

1,034

 

Earnings (loss) before income taxes and accounting change

 


(3,315

 
)

 


3,805

 

 


(4,618

 
)

 


6,859

 

Income tax expense (benefit)

 

(1,013

)

 

11,256

 

 

(135

)

 

12,264

 

Earnings (loss) before accounting change

 

(2,302

)

 

(7,451

)

 

(4,483

)

 

(5,405

)

Accounting change

 

-

 

 

-

 

 

52,704

 

 

-

 


Net earnings (loss)

 
$


(2,302


)


$


(7,451


)

 
$


(57,187


)


$


(5,405


)

 

Basic and diluted earnings (loss) per share:
  Before cumulative effect of accounting change
  Cumulative effect of accounting change
  Net earnings (loss)

 


$

 


(0.09
-
(0.09

 


)
 
)

 


$

 

 


(0.27
-
(0.27

 


)

 

)

 


$

 


(0.17
(1.96
(2.13

 


)
)
)

 


$

 


(0.20
-
(0.20

 


)

 

)

 

Number of shares included in per share computation:
  Basic and diluted

 

 

 

 


26,920

 

 

 

 


27,393

 

 

 

 
26,916

 

 

 

 


27,395

 

 

Dividends declared per share

 

$

 

0.0025

 

 

$

 

0.0150

 

 

$

 

0.0050

 

 

$

 

0.0300

 

-more-

BMC INDUSTRIES, INC.
PRO FORMA NET EARNINGS/(LOSS) CALCULATION
(Unaudited)
(in thousands, except per share amounts)

 

Three Months Ended

Six Months Ended

 

 

June 30

 

June 30

 

 

 

2002

 

 

2001

 

 

2002

 

 

2001

 

Reported net earnings (loss)

$

(2,302

)

$

(7,451

)

$

(57,187

)

$

(5,405

)

Adoption of FAS 142 (a)

 

-

 

 

304

 

 

52,704

 

 

609

 

Gain on sale of non-core assets (a)

 

-

 

 

-

 

 

(2,205

)

 

(630

)

Non-recurring charges (a)

 

-

 

 

-

 

 

1,764

 

 

-

 

Tax valuation reserve adjustment

 

-

 

 

10,000

 

 

-

 

 

10,000

 

Pro forma net earnings (loss)

 

(2,302

)

 

2,853

 

 

(4,924

)

 

4,574

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of shares used in diluted EPS

 

26,920

 

 

27,642

 

 

26,916

 

 

27,644

 

Pro forma diluted EPS

 $

(0.09

)

$

0.10

 

$

(0.18

)

$

0.17

 

(a) Assumes tax at the Company's estimated incremental tax rate of 37%, rather than the financial statement effective tax rate, except for the $52,704 FAS 142 accounting change for which no tax benefit was assumed.

-more-

BMC INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

 

 

(Unaudited)

 

 

 

 

 

 

June 30

 

 

December 31

 

ASSETS

 

2002

 

 

2001

 

Current assets

 

 

 

 

 

 

  Cash and cash equivalents

$

3,024

 

$

1,941

 

  Trade accounts receivable, net

 

33,812

 

 

35,024

 

  Inventories

 

55,797

 

 

71,634

 

  Deferred income taxes

 

10,421

 

 

10,250

 

  Other current assets

 

3,910

 

 

4,197

 

     Total current assets

 

106,964

 

 

123,046

 

 

 

 

 

 

 

 

Property, plant and equipment

 

269,975

 

 

281,916

 

Less accumulated depreciation

 

146,061

 

 

150,375

 

     Property, plant and equipment, net

 

123,914

 

 

131,541

 

Deferred income taxes

 

4,233

 

 

7,166

 

Intangibles assets, net

 

8,398

 

 

62,069

 

Other assets

 

6,282

 

 

7,924

 

 

Total assets

 

$

 

249,791

 

 

$

 

331,746

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

  Short-term borrowings

$

110,854

 

$

854

 

  Accounts payable

 

23,150

 

 

19,707

 

  Income taxes payable

 

6,224

 

 

7,532

 

  Accrued expenses and other current liabilities

 

24,595

 

 

24,700

 

     Total current liabilities

 

164,823

 

 

52,793

 

 

 

 

 

 

 

 

Long-term debt

 

250

 

 

141,314

 

Other liabilities

 

21,091

 

 

19,526

 

Deferred income taxes

 

1,462

 

 

1,602

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

  Common stock

 

46,886

 

 

46,786

 

  Retained earnings

 

24,657

 

 

81,979

 

  Accumulated other comprehensive income (loss)

 

(9,309

)

 

(12,180

)

  Other

 

(69

)

 

(74

)

     Total stockholders' equity

 

62,165

 

 

116,511

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

$

249,791

 

$

331,746

 

-more-

BMC INDUSTRIES, INC.
SEGMENT INFORMATION
(Unaudited)
(in thousands, except percentages)

 

Three Months Ended June 30

 

Buckbee-Mears

 

 

 

Optical Products

 

 

 

Consolidated

 

 

 

2002

 

 

 

2001

 

 

 

2002

 

 

 

2001

 

 

 

2002

 

 

 

2001

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$

37,383

 

 

$

44,067

 

 

$

29,781

 

 

$

34,653

 

 

$

67,164

 

 

$

78,720

 

Cost of products sold

 

33,671

 

 

 

37,768

 

 

 

27,904

 

 

 

28,995

 

 

 

61,575

 

 

 

66,763

 

Gross margin

 

3,712

 

 

 

6,299

 

 

 

1,877

 

 

 

5,658

 

 

 

5,589

 

 

 

11,957

 

Gross margin %

 

9.9

%

 

 

14.3

%

 

 

6.3

%

 

 

16.3

%

 

 

8.3

%

 

 

15.2

%

Selling

 

1,023

 

 

 

1,246

 

 

 

2,377

 

 

 

3,259

 

 

 

3,400

 

 

 

4,505

 

Unallocated corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  administration

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,897

 

 

 

1,418

 

Income (loss) from operations

 

$

 

2,689

 

 

 

 

$

 

5,053

 

 

 

$

 

(500

 

)

 

 

$

 

2,399

 

 

 

$

 

292

 

 

 

 

$

 

6,034

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income %

 

7.2

%

 

 

11.5

%

 

 

(1.7

)%

 

 

6.9

%

 

 

0.4

%

 

 

7.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital spending

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,603

 

 

$

4,979

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 amortization

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

5,186

 

 

$

5,914

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

4,380

 

 

$

12,199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA %

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6.5

%

 

 

15.5

%

 

-30-

EX-99.2 4 exhibit_99-2.htm Exhibit 99.2

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

 NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE: BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

BMC Industries To Report Second Quarter 2002 Results and
Host Conference Call on Tuesday, July 30, 2002

July 16, 2002 -- BMC Industries, Inc. is scheduled to release its financial results for the second quarter on Tuesday, July 30, 2002.

The Company will host a conference call to discuss the financial results later that morning at 10:00 a.m. Central Time (11:00 a.m. Eastern Time). The conference call is available to interested parties by dialing 800-288-8974 (U.S.) or 612-332-0418 (International). A replay of the call will be available beginning at 1:30 p.m. Central Time on July 30, 2002 by dialing 800-475-6701 (U.S.) or 320-365-3844 (International) and using Access Code: 645093. The conference call will be available for replay until August 7, 2002 at 11:59 p.m. Central Time.

The conference call will also be offered live, through a simulcast offered by CCBN.com and StreetEvents.com. To access this Webcast, go to the "Investor Relations" portion of the Company's Web site, www.bmcind.com, click on "Conference Calls" and then click on the CCBN icon.

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group offers a range of services and manufacturing capabilities to meet the most demanding precision metal manufacturing needs. The group is a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances. The group is also the only North American manufacturer of aperture masks, a key component in color television picture tubes.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market.  Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM".  For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

-30-

EX-99.3 5 exhibit_99-3.htm Exhibit 99.3

BMC

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE: BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

VISION-EASE LENS ANNOUNCES LICENSE OF
ITS POLYCARBONATE POLARIZING LENS TECHNOLOGY

July 15, 2002 -- Minneapolis, Minnesota, USA -- BMC Industries, Inc. (NYSE: BMM) today announced that its Vision-Ease Lens, Inc. subsidiary ("Vision-Ease Lens") has reached agreement with Wintec International Japan, Inc. ("Wintec"), and Optical Ventures, Inc. ("OVI") to license Vision-Ease's proprietary technology for the manufacture of polycarbonate polarized lenses.

Polycarbonate polarized lenses are exceptionally light and impact resistant with the greatest comfort and safety for sports and other outdoors activities. These lenses have a patented design that enables the lenses to be made extra thin without fear of damaging the filter or compromising optical performance.

Under the terms of the agreement, Wintec and OVI are granted the non-exclusive rights to use the technology in the manufacture of non-prescription, polycarbonate polarized lenses in return for a royalty payment to Vision-Ease Lens.

Douglas C. Hepper, Chairman and Chief Executive Officer of BMC stated, "We are pleased to have partners such as Wintec and OVI join us in supplying the market with polycarbonate polarized lenses. Partners of this stature will allow Vision-Ease Lens to participate in new distribution channels and grow the usage of polarized polycarbonate lenses."

The Wintec and OVI license is the first granted by Vision-Ease Lens to its family of patents covering the manufacture of polycarbonate polarized lenses. Vision-Ease Lens will continue to vigorously pursue and protect all rights granted by those patents. Mr. Hepper added, "We will look to expand our partner and technology portfolio to capitalize on one of the fastest growing market segments."

Vision-Ease Lens has been producing and selling polarized lenses under the SunRx® brand name since the early 1990's. Polycarbonate polarized lenses eliminate 99 percent of horizontal glare and block 100 percent of the sun's ultraviolet (UV) rays.

Safe Harbor for Forward-Looking Statements

This news release contains various "Forward-Looking Statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as "anticipates", "estimates", "expects", "forecasts", "projects", "intends", "plans", "predicts", and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those projected, including, among others, the Optical Products group's ability to improve operating performance in film-based and other products; BMC's ability to manage working capital and align costs with market conditions; the Company's ability to obtain license terms within its expectations; slowdown in sales growth of high-end lens products; rising raw material costs; Optical Products' ability to complete the sale of assets from discontinued operations, including property in Azusa, California and Irwindale, California, as well as its ability to ramp up production at its Ramsey, Minnesota and Jakarta, Indonesia operations within profitable yields; competition with alternative technologies and products, including laser surgery for the correction of visual impairment; ability to source volume requirements of plastic lenses from third parties; ability to grow market share of polycarbonate products both domestically and abroad, including growth in European sales through the operation of processing laboratories; new product development, introduction and acceptance; the effect of regional or global economic slowdowns; the impact of domestic or global terrorism on consumer spending choices; adjustments to inventory valuations; liability and other claims asserted against BMC, its officers and directors; negative foreign currency fluctuations; and ability to recruit and retain key personnel. Certain of these and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2001 and other documents filed and to be filed with the Securities and Exchange Commission.

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group offers a range of services and manufacturing capabilities to meet the most demanding precision metal manufacturing needs. The group is a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances. The group is also the only North American manufacturer of aperture masks, a key component in color television picture tubes.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

-30-

 

EX-99.4 6 exhibit_99-4.htm Exhibit 99.4

BMC 

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

 NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE: BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

BMC Industries Completes Sale of Portions of Its
Micro-Technology Business

June 20, 2002 - Minneapolis, Minnesota, USA -- BMC Industries, Inc. (NYSE: BMM) announced today it has completed the sale of certain assets of the Buckbee-Mears group's Micro-Technology Operations to Tech Etch, Inc. of Plymouth, Massachusetts. The sale includes assets associated with the group's lower-volume, sheet-etching business currently located in St. Paul, Minnesota and includes its trade name Micro-Technology Operations. BMC's Buckbee-Mears group will continue to manufacture aperture masks and a variety of other higher-volume, photochemical machined products at its remaining production facilities in Cortland, New York and Mullheim, Germany.

"The sale of this segment of our St. Paul operation represents the next step in our overall business rationalization strategy," said Gary Nelson, President of BMC's Buckbee-Mears Group. "The sale allows us to redirect our capital and human resources toward more strategic revenue generating opportunities going forward."

BMC did not disclose details of the transaction, but said it will use the proceeds from the sale to reduce debt.

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group, through its Mask Operations, is the only North American manufacturer of aperture masks. The Buckbee-Mears group, through its Micro-Technology Operations, is also a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's web site at www.bmcind.com.

Tech Etch is a manufacturer of precision photo-tooled components in small to mid-volumes. Tech Etch also provides flexible printed circuits and RFI/EMI shielding gaskets.

Safe Harbor for Forward-Looking Statements

This news release contains various "Forward-Looking Statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as "anticipates", "estimates", "expects", "forecasts", "projects", "intends", "plans", "predicts", and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those projected. Certain of these and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2001 and other documents filed and to be filed with the Securities and Exchange Commission.

-30-

EX-99.5 7 exhibit_99-5.htm Exhibit 99.5

BMC 

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE: BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

VISION-EASE TEGRA®POLYCARBONATE LENSES OFFER MULTIPLE ADVANTAGES FOR KIDS

June 11, 2002 -- Minneapolis, Minnesota, USA - Vision-Ease Lens, Inc., a leading U.S. manufacturer of premium polycarbonate lenses and a subsidiary of BMC Industries, Inc. (NYSE: BMM), is placing special emphasis on children's vision. At Vision Expo East, an optical industry trade show earlier this year, Vision-Ease highlighted the advantages of Tegra® aspheric polycarbonate lenses for kids.

"Children from infancy to age fourteen represent a growing segment of the optical market," says Mike Vierzba, Executive Vice President of Sales & Marketing. "Currently, approximately 20 percent of patients seen by independent eyecare providers are children, and this number has grown over the past two years. Tegra® lenses from Vision-Ease offer superior features and benefits compared to regular polycarbonate lenses, making them the perfect choice for kids of all ages."

Tegra® lenses are made from ultra-pure polycarbonate resin for a crystal-clear appearance and are produced using the latest manufacturing processes to further improve optical performance, according to the Company.

In addition to offering the superior impact-resistance of polycarbonate, Tegra® lenses feature Vision-Ease's exclusive ActualEyes aspheric design, which makes the lenses flatter, thinner and lighter than other polycarbonate lenses. Tegra®'s aspheric design also reduces undesired magnification of the wearer's eyes by plus power lenses. For superior durability, Tegra® lenses feature an ultra-hard scratch resistant coating. Independent laboratory tests show Tegra® lenses have the best scratch resistance of any polycarbonate lens currently available, according to the Company.

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group, through its Mask Operations, is the only independent North American manufacturer of aperture masks. The Buckbee-Mears group, through its Micro-Technology Operations, is also a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and hard-resin plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics. BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated.  Those risks include, among others, general competitive factors, the company's ability to successfully complete and integrate its acquisitions and to implement operational improvements in its acquired businesses, the episodic nature of the company's business and other risks and uncertainties detailed from time to time in the company's filings with the Securities and Exchange Commission.

-30-

EX-99.6 8 exhibit_99-6.htm Exhibit 99.6

BMC

 

BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

 

NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE: BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

 

VISION-EASE LENS EARNS "BEST SELLING POLYCARBONATE LENS" HONORS

June 4, 2002 -- Minneapolis, Minnesota, USA - Vision-Ease Lens, Inc., a world leader in the design, manufacturing, and sale of premium-quality polycarbonate lenses and a subsidiary of BMC Industries, Inc. (NYSE: BMM), announced its product line has been recently named "Best Selling Polycarbonate Lens for 2001" by Jobson Publishing's 20/20 magazine. It is the third consecutive year that Vision-Ease has earned the honor.

"Winning this title for the last three years in a row demonstrates Vision-Ease Lens' continuing commitment to offering eye care professionals the best products and the best value in this growing segment of the ophthalmic lens market," says Mike Vierzba, Executive Vice President of Sales & Marketing. "In particular, our Tegra lenses have been outstanding performers for both our customers and end users."

Tegra lenses are made from ultra-pure polycarbonate resin using the latest manufacturing processes for a crystal-clear appearance and superior optics, according to the Company. Tegra's proprietary aspheric design, called ActualEyes, makes the lenses thinner and lighter than other polycarbonate lenses and further enhances the optical performance of the lenses. They also feature an ultra-tough hard coat for superior durability. Independent laboratory tests indicate Tegra lenses have the best scratch resistance in the industry, the Company says.

"In 2002, Vision-Ease Lens will continue its tradition of developing new lenses that provide the best possible vision, comfort, and style for wearers and the best value and profit potential for our customers," added Mr. Vierzba.

BMC Industries, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products. The Buckbee-Mears group, through its Mask Operations, is the only independent North American manufacturer of aperture masks. The Buckbee-Mears group, through its Micro-Technology Operations, is also a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and hard-resin plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics. BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

Certain statements in this news release may be deemed to be forward-looking statements as defined in the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the company's actual results in future periods to differ materially from what is currently anticipated. Those risks include, among others, general competitive factors, the company's ability to successfully complete and integrate its acquisitions and to implement operational improvements in its acquired businesses, the episodic nature of the company's business and other risks and uncertainties detailed from time to time in the company's filings with the Securities and Exchange Commission.

 

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EX-99.7 9 exhibit_99-7.htm Exhibit 99.7

BMC

 BMC Industries, Inc.
One Meridian Crossings, Suite 850
Minneapolis, MN 55423
Web site   www.bmcind.com

 NEWS RELEASE

CONTACT:

BRAD CARLSON

(NYSE:  BMM)

 

(952) 851-6020

FOR IMMEDIATE RELEASE

 

BMC INDUSTRIES ANNOUNCES CHANGE OF LEADERSHIP;
BURKE TO RETIRE / HEPPER NAMED CHAIRMAN AND CEO

May 15, 2002 -- Minneapolis, Minnesota, USA -- BMC Industries, Inc. (NYSE: BMM) announced today that Paul B. Burke will retire as Chairman and Chief Executive Officer of the Company in the beginning of June 2002, and that the Board of Directors has elected Douglas C. Hepper to succeed Mr. Burke in those capacities.

In announcing the change, Mr. Burke stated, "After eleven challenging and rewarding years as CEO at BMC, it is time for me to move on to new personal and professional challenges. Moreover, with major restructuring initiatives nearing completion, cash flow strong and debt amortization accelerating, this is a good time for a leadership transition. I am confident that under Doug Hepper's leadership, BMC will realize the substantial value embedded in its core capabilities and the full potential of an outstanding team of people."

Mr. Hepper joins BMC following a 28-year career with PPG Industries, Inc., an $8 billion global manufacturer of coatings, glass and chemicals for industrial and consumer markets. Mr. Hepper most recently had responsibility for managing PPG's $1 billion + global automotive aftermarket paint business with 4,000 employees doing business in 150 countries. Previous to this assignment, he was responsible for PPG's automotive refinishing business outside of the U.S., headquartered in Paris, France. Other experience in his PPG career involved assignments in marketing, sales, planning and manufacturing.

Commenting on his new position at BMC, Mr. Hepper stated, "I was attracted to BMC by the unique assets and capabilities employed by the businesses. I have also been impressed by the quality of the BMC leadership and I look forward to working with the entire BMC team. I am excited about the opportunities available to this Company and the ability to grow value over the long-term."

The Company also announced that Mr. Burke would remain as a consultant to the Company for the balance of the year to assist in the transition.

BMC, founded in 1907, is comprised of two business segments: Buckbee-Mears and Optical Products.

The Buckbee-Mears group, through its Mask Operations, is the only North American manufacturer of aperture masks. The Buckbee-Mears group, through its Micro-Technology Operations, is also a leading producer of a variety of precision photo-etched and electroformed components that require fine features and tight tolerances.

The Optical Products group, operating under the Vision-Ease trade name, is a leading designer, manufacturer and distributor of polycarbonate, glass and plastic eyewear lenses. Vision-Ease is a technology and market share leader in the polycarbonate lens segment of the market. Polycarbonate lenses are thinner and lighter than lenses made of other materials, while providing inherent ultraviolet (UV) filtering and impact resistant characteristics.

BMC Industries, Inc. is traded on the New York Stock Exchange under the ticker symbol "BMM." For more information about BMC Industries, Inc., visit the Company's Web site at www.bmcind.com.

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