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 16, 2005
LAWSON PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-10546 36-2229304
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1666 East Touhy Avenue, Des Plaines, Illinois 60018
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 827-9666
N/A
(Former name or 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))
SECTION 2 - FINANCIAL INFORMATION
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 16, 2005, Lawson Products, Inc. issued a press release
announcing its operating results for the quarter ended December 31, 2004. A copy
of the press release is attached as Exhibit 99.1 to this Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 Press release issued by Lawson Products, Inc. on February 16,
2005.
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.
LAWSON PRODUCTS, INC.
Date: February 16, 2005 /s/ Thomas Neri
---------------------------------
Name: Thomas Neri
Title: Exec. Vice President & CFO
EXHIBIT 99.1
Lawson Products, Inc. Reports Record Sales and Higher Net Income for 2004
DES PLAINES, Ill., Feb. 16 /PRNewswire-FirstCall/ -- Lawson Products, Inc.
(Nasdaq: LAWS) reported 2004 net income of $21.4 million, or $2.27 per share
(fully diluted), up 33.5% from $1.70 per share in 2003. Net sales for 2004 were
a record $419.7 million, an increase of 7.9% over 2003.
Lawson's operating income increased by 35.5% in 2004, as operating expenses
increased at a much slower rate than the overall sales growth rate achieved for
the year. Effective cost management provided significant operating income
leverage on Lawson's sales growth, resulting in improved operating income as a
percentage of sales at 7.3% in 2004 compared to 5.8% in 2003.
"The Company's 2004 operating results demonstrate the operating leverage of
our businesses, resulting in substantial earnings growth. In addition, Lawson's
balance sheet continues its long history of excellence, with no long-term debt
and approximately $29.0 million of cash and cash equivalents at December 31,
2004," said Robert J. Washlow, Chairman of the Board and CEO.
Fourth quarter and year-end 2004 pre-tax earnings include the impact of $1.7
million and $2.6 million, respectively, for expenses related to stock
appreciation rights. Those expenses reflect the accounting for the impact of the
51.8% increase in Lawson's common stock price from $33.07 at December 31, 2003
to $50.19 at December 31, 2004. Fourth quarter operating income increased 30.1%
over last year to $4.2 million, driven by 10.9% quarterly sales growth over the
prior year despite the increased expense for stock appreciation rights.
Net sales by business segment compared to the prior year periods are
presented below:
(Millions $) Fourth Quarter Year End December 31, 2004
2004 2003 % Change 2004 2003 % Change
MRO $87.0 $79.2 9.8% $337.9 $321.0 5.3%
OEM 20.2 17.4 16.1% 81.8 68.1 20.1%
Total $107.2 $96.6 10.9% $419.7 $389.1 7.9%
In the fourth quarter, sales in the Maintenance, Repair and Operations (MRO)
segment grew by 9.8% and sales in the Original Equipment Manufacture (OEM)
segment grew by 16.1%. In addition to enhanced account penetration and the
development of new customers throughout 2004, both business segments benefited
from an improved business climate.
"We are encouraged by the execution of our sales and marketing strategies,
and intend to continue building on the positive momentum experienced as we moved
through 2004," stated Washlow.
During 2004, the Company repurchased 249,236 shares of its common stock. As
of the date of this release, the Company is authorized to repurchase up to
447,306 additional shares under the current share repurchase authorization.
Lawson Products is an international seller and distributor of systems,
services and products to the industrial, commercial, governmental and
institutional maintenance, repair and replacement marketplaces. The Company also
manufactures, sells and distributes production and specialized component parts
and services to the original equipment marketplace, including the automotive,
appliance, aerospace, construction and transportation industries. Lawson
Products, Inc. - The Single Source of Supply keeping businesses running at the
Lowest Overall Cost.
This press release, including Mr. Washlow's comments, may contain historical
information and forward-looking statements and opinions. Statements looking
forward in time are included in this press release pursuant to the "safe harbor"
provision of the Private Securities Litigation Reform Act of 1995. These
statements are based on management's current expectations or beliefs and are
subject to a number of factors and uncertainties that could cause actual results
to differ materially from those described in the forward-looking statements. The
factors that could cause actual results to differ materially from those
described in the forward-looking statements include increased competition,
seasonality, effectiveness of our sales and marketing programs, or an economic
downturn.
Lawson Products, Inc and Subsidiaries
Condensed Consolidated Summary of Operations
Fourth Quarter Year End December 31
(unaudited) (unaudited)
2004 2003 2004 2003
Net Sales $107,171,700 $96,606,857 $419,652,464 $389,091,462
Gross Profit 65,925,076 60,413,444 263,681,455 247,967,329
Operating Expenses 61,680,661 57,151,469 232,870,229 225,226,545
Operating Income 4,244,415 3,261,975 30,811,226 22,740,784
Income before
Taxes 5,136,660 4,077,678 33,437,921 24,892,104
Provision for
Income Taxes (a) 1,141,000 145,000 12,013,000 8,696,000
Net Income $3,995,660 $3,932,678 $21,424,921 $16,196,104
Net Income per share
of Common Stock
Basic $0.43 $0.41 $2.28 $1.71
Diluted $0.43 $0.41 $2.27 $1.70
Weighted Average
Shares Outstanding
Basic 9,318,487 9,492,586 9,409,855 9,491,726
Diluted 9,343,404 9,519,033 9,429,796 9,510,865
(a) In the fourth quarter of 2004, income tax expense was favorably impacted
approximately $560,000 for tax-exempt income related to executive life
insurance and charitable contributions of inventory. Income tax expense
for the fourth quarter of 2003 included a $2,157,000 reduction to
reflect the partial utilization of a capital loss carry-back.
Lawson Products, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(unaudited)
December 31, December 31,
2004 2003
Current Assets:
Cash and Cash Equivalents $28,871,594 $23,555,050
Receivables, Net 52,129,231 47,971,828
Inventories, Net 65,686,622 59,816,669
Other Current Assets 11,289,142 13,413,844
Total Current Assets 157,976,589 144,757,391
Property, Plant and Equipment, Net 42,452,261 44,904,865
Other Assets, Net 60,120,733 57,279,356
Total Assets $260,549,583 $246,941,612
Current Liabilities $42,947,151 $36,877,569
Long Term Debt --- 1,572,643
Other Noncurrent Liabilities 37,270,975 35,141,265
Stockholders' Equity 180,331,457 173,350,135
Total Liabilities and Equity $260,549,583 $246,941,612