-----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, BBNUAIVitwV7DEze02lJOtL+Jq/EF4UyyP82zcLEEA3WdO2OSFUTb33uvrjtVGoU nSUTdxdEwBlA7dgtGFwTYw== 0000868780-08-000003.txt : 20080222 0000868780-08-000003.hdr.sgml : 20080222 20080222142437 ACCESSION NUMBER: 0000868780-08-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071229 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080222 DATE AS OF CHANGE: 20080222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dorman Products, Inc. CENTRAL INDEX KEY: 0000868780 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 232078856 STATE OF INCORPORATION: PA FISCAL YEAR END: 1207 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18914 FILM NUMBER: 08635936 BUSINESS ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 BUSINESS PHONE: 2159971800 MAIL ADDRESS: STREET 1: 3400 E WALNUT ST CITY: COLMAR STATE: PA ZIP: 18915 FORMER COMPANY: FORMER CONFORMED NAME: R & B INC DATE OF NAME CHANGE: 19930328 8-K 1 sec8k22208.txt SEC FORM 8-K EARNINGS RELEASE 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report: February 22, 2008 ------------------ DORMAN PRODUCTS, INC. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 000-18914 23-2078856 ------------ --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3400 East Walnut Street, Colmar, PA, 18915 -------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 215-997-1800 ------------- Not Applicable -------------------------------------------------------- (Former name of former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_|Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_|Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_|Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) |_|Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) =============================================================================== Item 2.02. Results of Operation and Financial Condition. The information being furnished in this Item 2.02 and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act except as shall be expressly set forth by specific reference in such filing. On February 22, 2008, Dorman Products, Inc. (the "Company") issued a press release announcing its operating results for the fourth quarter and year ended December 29, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. Item 8.01 Other Events On Feburary 22, 2008 the Company announced that its Board of Directors authorized the repurchase of up to 500,000 shares of the Company's outstanding Common Stock. Under this new program, share repurchases may be made from time to time depending on market conditions, share price and availability and other factors at the Company's discretion. The Company's repurchase of shares will take place in open market transactions or in privately negotiated transactions in accordance with applicable securities and other laws, including the Securities Exchange Act of 1934. The Company intends to finance the purchase using its available cash and cash equivalents as well as its existing line of credit. Depending on market conditions and other factors, the repurchase program may be commenced or suspended at any time without prior notice. The repurchased shares will be held as treasury stock to be used for general corporate purposes. The foregoing brief summary of the Company's press release announcing its stock repurchase program does not purport to be complete and is qualified by reference to the complete text of such press release which is attached to this Current Report on Form 8-K as Exhibit 99.1 and which is incorporated herein in its entirety. Item 9.01. Financial Statements and Exhibits Exhibit Number Description 99.1 Press Release dated February 22, 2008 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Dorman Products, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dorman Products, Inc. Dated: February 22, 2008 By: /s/ Mathias J. Barton ------------------------------------- Mathias J. Barton Chief Financial Officer and Principal Accounting Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press Release Dated February 22, 2008 EX-99 2 earnings.txt EARNINGS RELEASE 2007 NEWS RELEASE Corporate Headquarters: Dorman Products, Inc. 3400 East Walnut Street Colmar, Pennsylvania 18915 Fax: 215)997-8577 For Further Information Contact: Visit our Home Page: Mathias J. Barton, CFO www.dormanproducts.com (215) 997-1800 x 5132 E-mail: MBarton@dormanproducts.com Dorman Products, Inc. Reports Sales and Earnings for the Fourth Quarter and Year Ended December 29, 2007; Announces Stock Repurchase of up to 500,000 shares Colmar, Pennsylvania (February 22,2008) - Dorman Products, Inc., (NASDAQ:DORM) today announced financial results for the fourth quarter ended December 29, 2007. Revenues for the year ended December 29, 2007 were up 11% to $327.7 million from $295.8 million last year. Sales increased primarily as a result of higher new product sales and further penetration of existing automotive product lines. The favorable effects of foreign currency exchange and the acquisition of the Consumer Products Division of Rockford Products Corporation ("Consumer Division") accounted for 1% of the 2007 sales growth. Excluding the vacation adjustment and asset write downs discussed below, 2007 net income was $19.1 million compared to net income of $17.0 million last year and 2007 diluted EPS increased 12% to $1.05 from $0.94 last year. Reported net income for the year was $19.2 million compared to net income of $13.8 million last year. Reported diluted earnings per share for the year ended December 29, 2007 increased to $1.06 from $0.76 last year. Sales in the three months ended December 29, 2007 increased 8% to $84.5 million from $77.9 million in the same period last year. Approximately 3% of the sales growth was the result of the acquisition of the Consumer Division and the favorable effects of foreign currency exchange. Results for the thirteen weeks and year ended December 29, 2007 include a $0.4 million non-cash write down of goodwill of our Canadian subsidiary as a result of a strategic review and realignment of the business as well as a $0.6 million non-cash charge to our provision for income taxes to provide a valuation allowance for deferred tax assets of the subsidiary. Results for 2007 also include $1.8 million in vacation expense reductions as a result of the change in our vacation policy, $0.4 million of which was recorded in the fourth quarter. Results for the year ended December 30, 2006 include a $3.2 million non-cash write-down for goodwill impairment and the write off of deferred tax benefits associated with our Swedish subsidiary. Reported net income in the fourth quarter of 2007 was $3.7 million compared to net income of $4.9 million in the same period last year. Reported diluted earnings per share in the fourth quarter of 2007 were $0.20 compared to $0.27 in the same period last year. Excluding the vacation adjustment and asset write downs discussed above, net income in the fourth quarter of 2007 was $4.4 million compared to net income of $4.9 million in the same period last year and diluted EPS in the fourth quarter of 2007 decreased 11% to $0.24 from $0.27 in the same period last year. For the thirteen weeks ended December 29, 2007 and December 30, 2006: o Gross profit margin of 33.3% was the same as the prior year as the impact of a less favorable product mix and higher expediting costs was offset by lower charges for excess and obsolete inventory during the quarter. o Selling, general and administrative expenses increased 16% over the prior year. The increase is primarily the result of higher variable costs related to our 8% sales growth as well as our decision to invest more resources in engineering and new product development in 2007. o Interest expense, net, decreased to $0.3 million from $0.5 million due to lower overall borrowing levels. o Our effective tax rate increased to 48.7% from 38.6% in the prior year. The increase is primarily the result of a goodwill impairment charge of our Canadian subsidiary which is not tax deductible and therefore had no income tax benefit associated with it. In addition, our provision for income taxes includes a valuation allowance for deferred tax assets of the Canadian subsidiary. Mr. Richard Berman, Chairman and Chief Executive Officer said, "Our emphasis on new to the aftermarket parts resulted in strong sales growth in 2007 and a 12% year over year increase in net income before one time items. Fourth quarter organic sales growth slowed to 5% after double-digit increases in the last two quarters as a result of more difficult automotive aftermarket conditions. We believe that the need for continued investment in new products is more important now than ever before given market conditions. These investments demonstrate Dorman's long term commitment to help our customers grow sales, market share and earnings." The Company also announced that its Board of Directors has authorized the repurchase of up to 500,000 shares of Dorman's outstanding common stock. Under this new program, share repurchases may be made from time to time depending on market conditions, share price and availability and other factors at Dorman's discretion. Dorman's repurchase of shares will take place in open market transactions or in privately negotiated transactions in accordance with applicable laws. Mr. Steven Berman, President commented, "The Board's approval of this repurchase program is a reflection of the confidence that the board and management have in Dorman's operating fundamentals and growth prospects." Dorman Products, Inc. is a leading supplier of OE Dealer "Exclusive" automotive replacement parts, automotive hardware, brake products, and household hardware to the Automotive Aftermarket and Mass Merchandise markets. Dorman products are marketed under the OE Solutions (TM), HELP! (R), AutoGrade (TM), First Stop (TM), Conduct-Tite (R), Pik-A-Nut (R) and Scan-Tech (R) brand names. Forward looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward looking statements which speak only as of the date hereof. Factors that could cause actual results to differ materially include, but are not limited to, those factors discussed in the Company's 2006 Annual Report on Form 10-K under "Item 1A - Risk Factors." DORMAN PRODUCTS, INC. stocktickerAND SUBSIDIARIES Consolidated Statements of Operations (in thousands, except per-share amounts) 13 Weeks 13 Weeks Fourth Quarter (unaudited) 12/29/07 Pct. 12/30/06 Pct. Net sales $84,462 100.0 $77,882 100.0 Cost of goods sold 56,343 66.7 51,958 66.7 Gross profit 28,119 33.3 25,924 33.3 Selling, general and administrative expenses 20,220 23.9 17,448 22.4 Goodwill impairment 414 0.5 - - Income from operations 7,485 8.9 8,476 10.9 Interest expense, net 305 0.4 470 0.6 Income before income taxes 7,180 8.5 8,006 10.3 Provision for income taxes 3,496 4.1 3,092 4.0 Net income $ 3,684 4.4 $ 4,914 6.3 Earnings per share Basic $ 0.21 - $ 0.28 - Diluted $ 0.20 - $ 0.27 - Average shares outstanding Basic 17,699 - 17,704 - Diluted 18,132 - 18,113 - 52 Weeks 52 Weeks Year to date 12/29/07 Pct. 12/30/06 Pct. Net sales $327,725 100.0 $295,825 100.0 Cost of goods sold 215,256 65.7 192,348 65.0 Gross profit 112,469 34.3 103,447 35.0 Selling, general and administrative expenses 78,083 23.8 73,810 25.0 Goodwill impairment 414 0.1 2,897 1.0 Income from operations 33,972 10.4 26,770 9.0 Interest expense, net 1,856 0.6 2,267 0.7 Income before income taxes 32,116 9.8 24,503 8.3 Provision for income taxes 12,923 3.9 10,704 3.6 Net income $19,193 5.9 $13,799 4.7 Earnings per share Basic $ 1.08 - $ 0.78 - Diluted $ 1.06 - $ 0.76 - Average shares outstanding Basic 17,693 - 17,722 - Diluted 18,132 - 18,139 - DORMAN PRODUCTS, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (in thousands) 12/30/07 12/30/06 Assets: Cash and cash equivalents $ 6,918 $ 5,080 Accounts receivable 76,897 77,187 Inventories 80,565 67,768 Deferred income taxes 10,111 10,330 Prepaid expenses 1,921 1,443 Total current assets 176,412 161,808 Property & equipment 25,680 27,963 Goodwill 26,662 26,958 Other assets 1,901 1,029 Total assets $230,655 $217,758 Liability & Shareholders' Equity: Current portion of long-term debt $ 8,654 $ 8,651 Accounts payable 18,752 12,822 Accrued expenses and other 10,718 13,531 Total current liabilities 38,124 35,004 Long-term debt and other 10,811 20,596 Deferred income taxes 7,862 8,315 Shareholders' equity 173,858 153,843 Total Liabilities and Equity $230,655 $217,758 Selected Cash Flow Information: (in thousands) 13 Weeks (unaudited) 52 Weeks -------------------- -------- 12/29/07 12/30/06 12/29/07 12/30/06 Depreciation and amortization $ 1,992 $1,812 $ 7,744 $6,824 Capital Expenditures $ 1,310 $1,846 $ 5,371 $7,278 DORMAN PRODUCTS, INC. AND SUBSIDIARIES Reconciliation of Non-GAAP Measures (in thousands, except per-share amounts) This press release contains non-GAAP measures which adjust net income and diluted earnings per share to exclude the impact of the following items: - Effective December 31, 2006, we changed our vacation policy so that vacation is earned ratably throughout the year rather than at the end of the preceding year. This change resulted in a reduction in our vacation accrual of $1.8 million in 2007. - Results for the thirteen weeks and year ended December 29, 2007 include $0.4 million in non-cash write downs of goodwill of our Canadian subsidiary as a result of a strategic review and realignment of the business as well as a $0.6 million non-cash charge to our provision for income taxes to provide a valuation allowance for deferred tax assets of the subsidiary. - Results for the year ended December 30, 2006 include a $3.2 million non-cash write-down for goodwill impairment ($2.9 million or $0.16 per share) and the write off of deferred tax assets ($0.3 million or $0.02 per share) associated with our Swedish subsidiary. The presentation of these non-GAAP measures is intended to enhance the usefulness of the financial information by providing measures which the Company's management uses internally to evaluate the Company's baseline performance. A reconciliation of net income and diluted earnings per share follows: 13 Weeks (unaudited) ------------------------------------------ 12/30/06 12/30/06 %Change Net income, as reported $ 3,684 $ 4,914 -25.0% Less: Vacation adjustment, net of tax (274) - N/A Add: Asset write downs 998 - ----------------------------------------- Net income, as adjusted $ 4.408 $ 4,914 -10.3% ========================================= Diluted EPS, as reported $ 0.20 $ 0.27 -25.9% Less: Vacation adjustment, net of tax (0.02) - N/A Add: Asset write down 0.06 - - ----------------------------------------- Diluted EPS, as adjusted $ 0.24 $ 0.27 -11.0% ========================================= 52 Weeks ------------------------------------------ 12/29/07 12/30/06 %Change Net income, as reported $ 19,193 $ 13,799 39.1% Less: Vacation adjustment, net of tax (1,094) N/A Add: Asset write down 998 3,216 ------------------------------------------ Net income, as adjusted $ 19,097 $ 17,015 12.2% ========================================== Diluted EPS, as reported $ 1.06 $ 0.76 39.5% Less: Vacation adjustment, net of tax (0.06) - N/A Add: Asset write down 0.05 0.18 ------------------------------------------ Diluted EPS, as adjusted $ 1.05 $ 0.94 11.7% ========================================== -----END PRIVACY-ENHANCED MESSAGE-----