-----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, N4bJpidbctyWVJpyDrtPqlK6IIvaWEUwGuj22TKIVVordCHNvRNtkmJOoVgUay0m AnDw+bBGR8tX0V8g9UyrWg== 0001088127-03-000036.txt : 20030723 0001088127-03-000036.hdr.sgml : 20030723 20030612120558 ACCESSION NUMBER: 0001088127-03-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030612 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030612 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICRONETICS INC CENTRAL INDEX KEY: 0000820097 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 222063614 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17966 FILM NUMBER: 03741772 BUSINESS ADDRESS: STREET 1: 26 HAMPSHIRE DR CITY: HUDSON STATE: NH ZIP: 03051 BUSINESS PHONE: 6038832900 MAIL ADDRESS: STREET 1: 26 HAMPSHIRE DRIVE CITY: HUDSON STATE: NH ZIP: 03051 FORMER COMPANY: FORMER CONFORMED NAME: MICRONETICS WIRELESS INC DATE OF NAME CHANGE: 19951201 FORMER COMPANY: FORMER CONFORMED NAME: MICRONETICS INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 form8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2003 ---------------- MICRONETICS, INC. - ------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-17966 22-2063614 - ------------------------------------------------------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 26 Hampshire Drive Hudson, NH 03051 - ------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (603) 883-2900 -------------- - ------------------------------------------------------------------ (Former name or former address, if changed since last report.) Item 7. Financial Statements And Exhibits. (c) Exhibits. Exhibit 99.1 Press Release dated June 12, 2003 of the Company. Item 9. Regulation FD Disclosure. In accordance with SEC Release No. 33-8216 issued March 27, 2003, the following information, intended to be furnished under "Item 12. Results of Operations and Financial Condition," is instead furnished under "Item 9. Regulation FD Disclosure" and information contained in this report (including the exhibit hereto) shall not be deemed filed under the Securities and Exchange Commission's rules and regulations and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. On June 12, 2003, Micronetics, Inc. issued a press release announcing its results of operations for its year ended March 31, 2003. Attached hereto and incorporated by reference herein as Exhibit 99.1 is a copy of the press release announcing the results of operations for its year ended March 31, 2003. SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MICRONETICS, INC. Dated: June 12, 2003 By:/s/Richard S. Kalin --------------------------- Richard S. Kalin, President EXHIBIT INDEX ------------- Exhibit 99.1 Press Release dated June 12, 2003. EX-99.1 3 exh991prelease.txt Exhibit 99.1 ------------ FOR IMMEDIATE RELEASE - --------------------- Micronetics Reports Record FY2003 Results - Revenues Increase 39.8%; Profits up 162% Hudson, NH -- (BUSINESS WIRE) -- June 12, 2003 -- Micronetics, Inc. (NASDAQ/NOIZ) today reported results for its fiscal year ended March 31, 2003 ("FY2003"). For FY2003, the Company had net sales of $10,676,348, as compared to net sales of $7,636,297 for FY2002, an increase of $3,040,051 or approximately 39.8%. For FY2003, the Company had net income of $1,189,049, or $.27 per share-basic and diluted, as compared to net income for the prior fiscal year of $453,397, or $.11 per share-basic and $.10 per share-diluted. This is an increase of $735,652 or approximately 162%. The FY2002 period included a non- cash write-down of approximately $404,000 of goodwill. The weighted average shares outstanding for FY2003 were 4,387,309- basic and 4,468,262-diluted, and for FY2002 were 4,130,716-basic and 4,453,647-diluted. Richard Kalin, President & CEO, stated "These results reflect growth in our Defense Electronics Group, offset by modest declines in our Test Solutions and VCO Products Groups. A large percentage of the revenue growth in FY2003 was due to our acquisition of Enon Microwave, Inc. in March 2002. Our transition to increased production of integrated microwave subassemblies in our Defense Electronics Group has taken hold allowing us to increase sales/marketing opportunities. This, along with the Enon acquisition last year, allowed us to significantly increase backlog over last year." Mr. Kalin continued, "Our recent acquisition of Microwave Concepts, Inc., for which we experienced some additional costs in Q4, should assist us in meeting our current requirements and open up new opportunities to develop increased defense and aerospace opportunities. We are beginning to see the first positive results from these efforts." Mr. Kalin continued, "Based on current backlog, we are optimistic our financial performance in Fiscal 2004 will reflect increased revenues and profitability over FY2003." Micronetics, operating through its Defense Electronics, Test Solutions and VCO Products Groups, manufactures microwave and radio frequency (RF) components and integrated subassemblies used in a variety of defense, aerospace and commercial applications. Micronetics also manufactures and designs test equipment and components that test the strength, durability and integrity of communication signals in communications equipment. Micronetics serves a diverse customer base, including Aerosat, BAE Systems, Boeing, EADS, Honeywell, ITT, L-3 Communications, Lockheed Martin, NEC, Northrop Grumman, Raytheon, Southwest Research, Teradyne, Tektronix and Thales. Micronetics also operates through its wholly-owned subsidiaries, Enon Microwave, Inc., Microwave & Video Systems, Inc. and Microwave Concepts, Inc. Some of the statements contained in this news release are forward- looking statements. The accuracy of these statements cannot be guaranteed as they are subject to a variety of risks, including but not limited to the success of the products into which the Company's products are integrated, internal projections as to the demand for certain types of equipment, competitive products and pricing, the success of new product development efforts, the timely release for production and the delivery of products under existing contracts, access to financial resources, future economic conditions generally, as well as other factors. The information in this release should be reviewed in conjunction with Micronetics' Annual Report for its fiscal year ended March 31, 2003. INCOME STATEMENT DATA ($000s omitted except per share data) Year Ended March 31 2003 2002 ------- ------ Net sales 10,676 7,636 Gross profit 4,711 3,381 Selling, general and administrative expenses 2,565 2,493 Other/interest income (expense) 12 (35) Income before income taxes 1,423 420 Net income 1,189 453 Net income per common share: Basic .27 .11 Diluted .27 .10 Weighted average shares Outstanding: Basic 4,387 4,131 Diluted 4,468 4,454 BALANCE SHEET DATA March 31, 2003 2002 ---- ---- Cash and cash equivalents 2,629 2,500 Working capital 6,570 6,068 Total assets 12,147 10,720 Non-current liabilities 1,560 1,625 Shareholders' equity 9,084 7,753 Contact: - ------- Richard S. Kalin, President 212-239-8900 x22 RKalin@Micronetics.com -----END PRIVACY-ENHANCED MESSAGE-----