-----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, B6uCCqUayyYcIfkFRnBpNFqv6J5FvvoLj1KFav86xlOjiL37/VN7FUh0y2A3i/1m VqjcdmMY+JPNLeI6CRAj6w== 0000950137-04-001038.txt : 20040218 0000950137-04-001038.hdr.sgml : 20040218 20040218083037 ACCESSION NUMBER: 0000950137-04-001038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040218 ITEM INFORMATION: FILED AS OF DATE: 20040218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRADY CORP CENTRAL INDEX KEY: 0000746598 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 390178960 STATE OF INCORPORATION: WI FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14959 FILM NUMBER: 04611781 BUSINESS ADDRESS: STREET 1: 6555 W GOOD HOPE RD STREET 2: P O BOX 571 CITY: MILWAUKEE STATE: WI ZIP: 53201-0571 BUSINESS PHONE: 4143586600 FORMER COMPANY: FORMER CONFORMED NAME: BRADY W H CO DATE OF NAME CHANGE: 19920703 8-K 1 c83051e8vk.txt CURRENT REPORT 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 18, 2004 Commission File Number 1-14959 BRADY CORPORATION (Exact name of registrant as specified in its charter) Wisconsin 39-0971239 (State of Incorporation) (IRS Employer Identification No.) 6555 West Good Hope Road Milwaukee, Wisconsin 53223 (Address of Principal Executive Offices and Zip Code) (414) 358-6600 (Registrant's Telephone Number) Item 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On February 18, 2004, Brady Corporation issued a press release announcing its fiscal 2004 second quarter financial results. A copy of the press release is being furnished to the Securities and Exchange Commission as Exhibit 99 attached herewith and incorporated by reference. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BRADY CORPORATION Date: February 18, 2004 /s/ David Mathieson ----------------------------------- David Mathieson Vice President & Chief Financial Officer EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99 Press Release of Brady Corporation, dated February 18, 2004
EX-99 3 c83051exv99.txt PRESS RELEASE EXHIBIT 99 Press Release of Brady Corporation, dated February 18, 2004. - -------------------------------------------------------------------------------- For More Information: Investor contact: Barbara Bolens 414-438-6940 Media contact: Carole Herbstreit 414-438-6882 BRADY REPORTS STRONG GROWTH IN SALES AND EARNINGS FOR ITS FISCAL 2004 SECOND QUARTER MILWAUKEE (February 18, 2004)--Brady Corporation (NYSE: BRC), a world leader in identification solutions, today announced increased sales and net income results for its fiscal 2004 second quarter ended January 31, 2004. Sales for the quarter were up 18.0 percent to $152.9 million, compared to $129.6 million in the fiscal 2003 second quarter primarily due to acquisitions and foreign currency exchange. Net income for the quarter was $8.0 million or $0.34 per diluted Class A Common Share, up 183 percent from $2.8 million or $0.12 per share reported in the second quarter of last year. Sales for the six months ended January 31, 2004, rose 13.7 percent to $304.9 million, compared to $268.2 million in the same period last year. Net income for the six months rose 66.9 percent to $18.4 million or $0.77 per share compared to $11.0 million or $0.47 per share for the first half of fiscal 2003. "The significant efforts we've made to streamline our organization and invest in strategic acquisitions and key geographic markets such as Asia, are now paying off with a higher quality of earnings, despite only moderate improvement in the manufacturing sector in the U.S. and Europe," said Frank M. Jaehnert, Brady's president and chief executive officer. "After last year's weak second quarter, we are now seeing some improvement in key markets in the U.S. and Europe, while Asian markets, particularly telecom and electronics, continue to be strong. This, along with a positive foreign currency exchange, is helping to boost our results. Sales from recent acquisitions also contributed more than 10 percent to our sales growth in the quarter, and despite the investment costs associated with integrating these acquisitions, our net income continues to improve." "We expect the improvement in our key markets and further growth through acquisitions, as well as the effects of a weaker dollar, to continue in the second half of fiscal 2004, and are increasing our guidance range to $615 to $645 million in sales with net income of $37 to $41 million in fiscal 2004," said Brady Chief Financial Officer David Mathieson. "Looking long term, we are continuing with our growth strategies of developing proprietary products; making acquisitions which expand our product range, technical expertise or market penetration; and further improving our processes to best serve our customers." A webcast regarding fiscal 2004 second quarter results will be available at www.investor.bradycorp.com beginning at 9:30 a.m. Central Standard Time today. Brady is an international manufacturer and marketer of identification and materials solutions, with products including labels, signs, precision die-cut materials, printing systems, software, and label-application and data-collection systems for electronics, telecommunications, manufacturing, electrical, and a variety of other markets. Founded in 1914, Brady is headquartered in Milwaukee and employs about 3,400 people in operations - more- Brady reports F04 second quarter results Page 2 in the United States, Europe, Asia/Pacific, Latin America and Canada. The company had sales of $555 million in fiscal 2003. Brady stock trades on the New York Stock Exchange under the symbol BRC. More information is available on the Internet at www.bradycorp.com, which includes an interactive version of the 2003 Annual Report to Shareholders. Information by regional segment for the three and six months ended January 31, 2004 and 2003 follows:
(Unaudited, dollars in thousands) Americas Europe Asia Corporate Total ---------- ---------- ---------- --------- ---------- SALES TO EXTERNAL CUSTOMERS Three months ended: January 31, 2004 $ 74,196 $ 60,360 $ 18,392 $ 152,948 January 31, 2003 68,432 47,880 13,253 129,565 Six months ended: January 31, 2004 $ 154,288 $ 113,625 $ 36,941 $ 304,854 January 31, 2003 148,363 92,963 26,901 268,227 SALES GROWTH INFORMATION Three months ended January 31, 2004: Base (4.2)% (3.3)% 26.6% (0.7)% Currency 2.1% 16.0% 12.2% 8.2% Acquisitions 10.5% 13.4% 0.0% 10.5% Total 8.4% 26.1% 38.8% 18.0% Six months ended January 31, 2004: Base (5.4)% (3.8)% 26.3% (1.6)% Currency 1.8% 14.4% 11.0% 7.1% Acquisitions 7.6% 11.6% 0.0% 8.2% Total 4.0% 22.2% 37.3% 13.7% SEGMENT PROFIT (LOSS) Three months ended: January 31, 2004 $ 9,498 $ 15,346 $ 4,905 $ (1,200) $ 28,549 January 31, 2003 5,879 10,876 3,093 (1,127) 18,721 Percentage increase (decrease) 61.6% 41.1% 58.6% 6.5% 52.5% Six months ended: January 31, 2004 $ 24,614 $ 28,795 $ 10,329 $ (1,970) $ 61,768 January 31, 2003 19,860 21,294 6,780 (1,656) 46,278 Percentage increase (decrease) 23.9% 35.2% 52.3% 19.0% 33.5%
-- more -- Brady reports F04 second quarter results Page 3
PROFIT RECONCILIATION (Dollars in thousands) Three months ended: Six months ended: January 31, January 31, January 31, January 31, 2004 2003 2004 2003 ----------- ----------- ----------- ----------- Total profit for reportable segments $ 29,749 $ 19,848 $ 63,738 $ 47,934 Corporate and eliminations (1,200) (1,127) (1,970) (1,656) Unallocated amounts: Administrative costs: (15,365) (13,292) (30,537) (27,627) Interest - net 134 253 225 380 Foreign exchange (117) (536) (397) (612) Restructuring charge, net (66) -- (1,819) -- Other (1,055) (880) (1,591) (1,728) Income before income taxes 12,080 4,266 27,649 16,691 Income taxes 4,047 1,449 9,263 5,675 Net income $ 8,033 $ 2,817 $ 18,386 $ 11,016
This news release contains forward-looking information, as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking information in this release involves risks and uncertainties, including, but not limited to, domestic and international economic conditions and growth rates; fluctuations in currency exchange rates for international currencies versus the U.S. dollar; the successful implementation of a new enterprise-resource-planning system; the ability of the company to acquire, integrate and achieve anticipated synergies from new businesses; the ability of the company to adjust its cost structure to changes in levels of sales and product mix in a timely manner; variations in the economic or political conditions in the countries in which the company does business; technology changes; and the continued availability of sources of supply. Brady cautions that forward-looking statements are not guarantees, since there are inherent difficulties in predicting future results, and that actual results could differ materially from those expressed or implied in forward-looking statements. ### BRADY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND INCOME RETAINED IN THE BUSINESS (Dollars in Thousands, Except Per Share Amounts)
(Unaudited) ------------------------------------------------------------------------ Three Months Ended January 31, Six Months Ended January 31, --------------------------------- --------------------------------- Percentage Percentage 2004 2003 Change 2004 2003 Change --------- --------- ---------- --------- --------- ---------- NET SALES $ 152,948 $ 129,565 18.0% $ 304,854 $ 268,227 13.7% Operating expenses: Cost of products sold 74,718 65,909 13.4% 147,861 134,354 10.1% Research and development 5,606 4,572 22.6% 10,470 8,643 21.1% Selling, general and administrative 60,495 54,535 10.9% 116,883 108,307 7.9% Restructuring charge - net 66 -- 1,819 -- --------- --------- --------- --------- Total operating expenses 140,885 125,016 12.7% 277,033 251,304 10.2% Operating income 12,063 4,549 165.2% 27,821 16,923 64.4% Other income and (expense): Investment and other income (expense) 18 (275) -106.55% (141) (189) -25.40% Interest expense (1) (8) -87.5% (31) (43) -27.9% --------- --------- --------- --------- Income before income taxes 12,080 4,266 183.2% 27,649 16,691 65.7% Income taxes 4,047 1,449 179.3% 9,263 5,675 63.2% --------- --------- --------- --------- Net income 8,033 2,817 185.2% 18,386 11,016 66.9% Income retained in business at beginning of period 296,388 291,231 1.8% 290,805 287,674 1.1% Less: Redemption premium on preferred stock -- -- -- (171) Common stock dividends (4,858) (4,540) 7.0% (9,628) (9,011) 6.8% Income retained in business at end of period $ 299,563 $ 289,508 3.5% $ 299,563 $ 289,508 3.5% ========= ========= ========= ========= Net income per Class A Nonvoting Common Share Basic $ 0.34 $ 0.12 183.3% $ 0.78 $ 0.47 66.0% ========= ========= ========= ========= Diluted $ 0.34 $ 0.12 183.3% $ 0.77 $ 0.47 63.8% ========= ========= ========= ========= Net income per Class B Voting Common Share Basic $ 0.34 $ 0.12 183.3% $ 0.75 $ 0.44 70.5% ========= ========= ========= ========= Diluted $ 0.34 $ 0.12 183.3% $ 0.74 $ 0.44 68.2% ========= ========= ========= =========
BRADY CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (DOLLARS IN THOUSANDS)
JANUARY 31, 2004 JULY 31, 2003 ---------------- ------------- (UNAUDITED) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 58,211 $ 76,088 Accounts receivable, less allowance for losses ($3,764 and 94,428 80,162 $3,166, respectively) Inventories 45,302 36,564 Prepaid expenses and other current assets 20,434 22,343 ---------------- ------------- TOTAL CURRENT ASSETS 218,375 215,157 OTHER ASSETS: Goodwill 162,504 130,667 Other 23,978 24,455 ---------------- ------------- 186,482 155,122 PROPERTY, PLANT AND EQUIPMENT: Cost: Land 5,252 5,172 Buildings and improvements 53,767 51,471 Machinery and equipment 146,441 139,007 Construction in progress 5,880 3,245 ---------------- ------------- 211,340 198,895 Less accumulated depreciation 130,207 119,655 ---------------- ------------- NET PROPERTY, PLANT AND EQUIPMENT 81,133 79,240 ---------------- ------------- TOTAL $ 485,990 $ 449,519 ================ ============= LIABILITIES AND STOCKHOLDERS' INVESTMENT CURRENT LIABILITIES: Accounts payable $ 31,075 $ 28,470 Wages and amounts withheld from employees 30,003 30,619 Taxes, other than income taxes 3,633 2,492 Accrued income taxes 13,206 11,449 Other current liabilities 21,988 17,320 Short-term borrowings and current maturities on long-term debt 21 929 ---------------- ------------- TOTAL CURRENT LIABILITIES 99,926 91,279 LONG-TERM OBLIGATIONS, LESS CURRENT MATURITIES 48 568 OTHER LIABILITIES 19,917 18,711 ---------------- ------------- TOTAL LIABILITIES 119,891 110,558 STOCKHOLDERS' INVESTMENT: Common stock: Class A nonvoting common stock - Issued and outstanding, 21,873,849 219 216 and 21,558,265 shares, respectively Class B voting common stock - Issued and outstanding 1,769,314 shares 18 18 Additional paid-in capital 57,213 47,464 Income retained in the business 299,563 290,805 Treasury Stock - 34,657 and 18,262 shares, at cost (1,074) (509) Cumulative other comprehensive income 10,615 1,595 Other (455) (628) ---------------- ------------- TOTAL STOCKHOLDERS' INVESTMENT 366,099 338,961 ---------------- ------------- TOTAL $ 485,990 $ 449,519 ================ =============
BRADY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS) (Unaudited) Six Months Ended January 31, 2004 2003 ------------ ------------ Operating activities: Net income $ 18,386 $ 11,016 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 9,989 8,102 Loss on sale or disposal of property, plant & equipment 104 41 Provision for losses on accounts receivable 764 671 Amortization of restricted stock 173 123 Net restructuring charge accrued liability 1,742 -- Changes in operating assets and liabilities (net of effects of business acquisitions): Accounts receivable (3,908) 1,320 Inventory (3,806) 730 Prepaid expenses and other assets 2,720 787 Accounts payable and accrued liabilities (6,627) (4,145) Income taxes 2,561 2,008 ------------ ------------ Net cash provided by operating activities 22,098 20,653 Investing activities: Acquisitions of businesses, net of cash acquired (30,652) (12,817) Termination of capital lease -- (791) Purchases of property, plant and equipment (6,621) (7,621) Proceeds from sale of property, plant and equipment 255 16 Other (933) (295) ------------ ------------ Net cash used in investing activities (37,951) (21,508) Financing activities: Payment of dividends (9,982) (9,182) Proceeds from issuance of common stock 7,919 1,620 Principal payments on debt (1,534) (162) Payment for redemption of preferred stock -- (2,855) Purchase of treasury stock (564) (377) Proceeds from short-term borrowings-net -- 75 ------------ ------------ Net cash used in financing activities (4,161) (10,881) Effect of exchange rate changes on cash 2,137 1,393 ------------ ------------ Net decrease in cash and cash equivalents (17,877) (10,343) Cash and cash equivalents, beginning of period 76,088 75,969 ------------ ------------ Cash and cash equivalents, end of period $ 58,211 $ 65,626 ============ ============ Supplemental disclosures: Cash paid during the period for: Interest $ 64 $ 38 Income taxes, net of refunds 6,502 3,942 Acquisitions: Fair value of asset acquired, net of cash $ 14,594 $ 5,277 Liabilities Assumed (9,040) (2,009) Goodwill 25,098 9,549 ------------ ------------ Net cash paid for acquisitions $ 30,652 $ 12,817 ============ ============
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