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

 

May 1, 2007

Date of Report (Date of earliest event reported)

 

LAWSON PRODUCTS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-10546

36-2229304




(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

 

Identification No.)

 

 

1666 East Touhy Avenue, Des Plaines, Illinois

60018


 

(Address of principal executive offices)

(Zip Code)

 

(847) 827-9666

(Registrant’s telephone number, including area code)

 

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:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 


Item 2.02

Results of Operations and Financial Condition.

 

On May 1, 2007, Lawson Products, Inc. issued a press release announcing its operating results for the quarter ended March 31, 2007. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K.

 

Item 9.01

Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1

Press release issued by Lawson Products, Inc. on May 1, 2007.

 

 

 

 


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.

 

(Registrant)

 

 

 

Dated: May 3, 2007

By:

/s/ Neil Jenkins

 

 


 

 

Name: Neil Jenkins

 

 

Title: General Counsel and Secretary

 

 

 

 

 

 

Contact: Scott F. Stephens

847-827-9666, ext. 2269

 

Lawson Products, Inc. Announces First Quarter 2007 Results

 

DES PLAINES, IL, May 1, 2007 – Lawson Products, Inc. (NASDAQ: LAWS, the “Company”), a distributor of services, systems and products to the MRO and OEM marketplaces, today announced financial results for its first quarter ended March 31, 2007. For the first quarter 2007, net sales were $131.1 million, a slight decrease from $131.9 million in 2006, and net income decreased 8% to $4.6 million from $5.0 million in the first quarter of 2006. Diluted earnings per share were $.54 for the quarter, a $.01 or 1.8 percent decrease from the prior year period.

Operating income was $8.0 million in the first quarter of 2007, compared to $8.3 million in the prior year. First quarter 2007 results include costs of $1.4 million associated with the January 2007 retirement of the Company’s former President. The first quarter of 2007 had one less sales day than the prior year quarter, which in conjunction with slightly weaker sales in the Company’s MRO business contributed to overall lower sales in the first quarter. Gross profit margins for the first quarter 2007 of 58.0 percent were slightly lower than the 58.2 percent gross profit margins in the first quarter of 2006, declining slightly primarily due to the mix of sales between the Company’s MRO and OEM segments. Selling, general and administrative expenses were 50.8 percent of net sales for the first quarter 2007, a decrease from 51.9 percent of net sales in the prior year quarter, primarily as a result of lower compensation costs related to the Company’s long-term performance based incentive plans.

The effective tax rate was 42.9 percent in the first quarter of 2007, compared 40.0% in the 2006 period. The increase in the 2007 rate compared to the prior year is primarily due to tax-exempt income from insurance proceeds that was higher in 2006, as well as higher state taxes in 2007. The Company’s state income tax rate fluctuates based on the various jurisdictions in which the Company operates and the levels of profits in those jurisdictions. Share repurchases impacted earnings comparisons for the first

 


quarter, resulting in 5 percent fewer shares of stock outstanding in the first quarter 2007 as compared to the prior year quarter.

On April 13, 2007, the Company announced that its Board of Directors named Dr. Ronald B. Port as its Non-Executive Chairman, to replace Robert J. Washlow, the Company’s former Chairman and Chief Executive Officer. Thomas Neri, President and Chief Operating Officer, was elected to serve as Chief Executive Officer.

 

About Lawson Products, Inc.

 

Lawson Products, Inc. is a leader in selling and distributing services, systems and products to the industrial, commercial and institutional maintenance, repair and operations (MRO) market. The Company also manufacturers, sells and distributes production and specialized component parts to the original equipment marketplace (OEM) including the automotive, appliance, aerospace, construction and transportation industries.

 

This release contains certain forward-looking statements that involve risks and uncertainties. The terms “may,” “should,” “could,” “anticipate,” “believe,” “continues”, “estimate,” “expect,” “intend,” “objective,” “plan,” “potential,” “project” and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Such statements speak only as of the date of the news release and are subject to a variety of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results to differ materially from the expectations. These risks include, but are not limited to: the impact of governmental investigations, such as the ongoing investigation by U.S. Attorney’s office for the Northern District of Illinois; excess and obsolete inventory; disruptions of the Company’s information systems; risks of rescheduled or cancelled orders; increases in commodity prices; the influence of controlling stockholders; competition and competitive pricing pressures; the effect of general economic conditions and market conditions in the markets and industries the Company serves; the risks of war, terrorism, and similar hostilities; and, all of the factors discussed in the Company’s “Risk Factors” set forth in its Annual Report on Form 10-K for the year ended December 31, 2006. The Company undertakes no obligation to update any such factor or to publicly announce the results of any revisions to any forward-looking statements contained herein whether as a result of new information, future events or otherwise.

 

 


 

LAWSON PRODUCTS, INC AND SUBSIDIARIES

 

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

 

 

 

 

 

 

(UNAUDITED)

 

 

 

For the

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

_________________________________________

 

 

(Amounts in thousands, except per share data)

2007

 

2006

 

 

 

_______________

 

____________________

 

 

 

 

 

 

 

 

Net sales

$131,126

 

$131,875

 

 

Cost of goods sold

55,042

 

55,078

 

 

 


 


 

 

Gross profit

76,084

 

76,797

 

 

 


 


 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Selling, general and administrative expenses

66,645

 

68,493

 

 

Other charges

1,442

 

---

 

 

 


 


 

 

Operating income

7,997

 

8,304

 

 

 


 


 

 

 

 

 

 

 

 

Investment and other income

94

 

559

 

 

Interest expense

(81)

 

---

 

 

 


 


 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

And cumulative effect of accounting change

8,010

 

8,863

 

 

 

 

 

 

 

 

Provision for income taxes

3,440

 

3,546

 

 

 


 


 

 

 

 

 

 

 

 

Income from continuing operations

before cumulative effect of accounting change

4,570

 

5,317

 

 

 

 

 

 

 

 

Income from discontinued operations,

net of income taxes

---

 

32

 

 

 


 


 

 

 

 

 

 

 

 

Income before cumulative effect of accounting change

4,570

 

5,349

 

 

 

 

 

 

 

 

Cumulative effect of accounting change, net of income taxes

---

 

(361)

 

 

 

 

 

 

 

 

 


 


 

 

Net income

$4,570

 

$4,988

 

 

 


 


 

 

 

 

 

 

 

 

Basic income (loss) per share

of common stock:

 

 

 

 

 

Continuing operations before

cumulative effect of accounting change

$0.54

 

$0.59

 

 

Discontinued operations

---

 

0.00

 

 

Cumulative effect of accounting change

---

 

(0.04)

 

 

 

$0.54

 

$0.56

 

 

 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted income (loss) per share

of common stock:

 

 

 

 

 

Continuing operations before

cumulative effect of accounting change

$0.54

 

$0.59

 

 

Discontinued operations

---

 

0.00 

 

 

Cumulative effect of accounting change

---

 

(0.04)

 

 

 

$0.54

 

$0.55

 

 

 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per share of common stock

$0.20

 

$0.20

 

 

 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

Basic

8,521

 

8,974

 

 

 


 


 

 

 

 

 

 

 

 

Diluted

8,524

 

8,988

 

 

 


 


 

 

 

 

 

 

 

 

 

 


  

LAWSON PRODUCTS, INC. AND SUBSIDIARIES

 

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

March 31,

 

December 31,

(Amounts in thousands)

2007

 

2006

 

(UNAUDITED)

 

 

 

 

 

 

ASSETS

 

 

 

Current Assets:

 

 

 

Cash and cash equivalents

$716

 

$4,179

Accounts receivable, less allowance for doubtful accounts

63,237

 

60,614

Inventories

90,423

 

90,752

Other current assets

9,384

 

9,022

Discontinued current assets

633

 

630

 


 


Total Current Assets

164,393

 

165,197

 

 

 

 

Property, plant and equipment, less

 

 

 

allowances for depreciation and amortization

44,335

 

42,664

Deferred income taxes

20,649

 

20,341

Goodwill, less accumulated amortization

27,999

 

27,999

Other assets

23,297

 

22,679

Discontinued non-current assets

3

 

3

 


 


Total Assets

$280,676

 

$278,883

 


 


 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

Current Liabilities:

 

 

 

Accounts payable

$11,660

 

$14,350

Revolving line of credit

11,000

 

---

Accrued expenses and other liabilities

36,567

 

47,440

Income taxes

2,932

 

772

Discontinued current liabilities

869

 

865

 


 


Total Current Liabilities

63,028

 

63,427

 


 


 

 

 

 

 

 

 

 

Accrued liability under security bonus plans

25,890

 

25,522

Other

19,730

 

19,617

 


 


 

45,620

 

45,139

 


 


 

 

 

 

Total Stockholders' Equity

172,028

 

170,317

 

 

 

 

 

 

 

 

 


 


Total Liabilities and Stockholders' Equity

$280,676

 

$278,883