UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): October 21, 2011
ACME UNITED CORPORATION
(Exact name of registrant as specified in its charter)
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Connecticut
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001-07698
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06-0236700
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(State or other jurisdiction of incorporation or organization)
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(Commission file number)
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(I.R.S. Employer
Identification No.)
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60 Round Hill Road, Fairfield, Connecticut
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06824
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (203) 254-6060
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:
[_] 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))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 21, 2011, Acme United Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2011. A copy of the press release is attached as Exhibit 99.1 to this current report.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
| Exhibit Number | Description |
| 99.1 | Press release dated October 21, 2011. |
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.
ACME UNITED CORPORATION
| By | /s/ Walter C. Johnsen | |
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Walter C. Johnsen
Chairman and
Chief Executive Officer
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Dated: October 21, 2011
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| By | /s/ Paul G. Driscoll | |
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Paul G. Driscoll
Vice President and
Chief Financial Officer
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Dated: October 21, 2011
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EXHIBIT INDEX
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Exhibit 99.1
ACME UNITED CORPORATION NEWS RELEASE
| CONTACT: | Paul G. Driscoll | Acme United Corporation | 60 Round Hill Road | Fairfield, CT 06824 |
| Phone: (203) 254-6060 | FAX: (203) 254-6521 |
FOR IMMEDIATE RELEASE October 21, 2011
ACME UNITED CORPORATION REPORTS 18% SALES INCREASE AND 70% INCREASE IN OPERATING PROFIT FOR THE THIRD QUARTER
FAIRFIELD, CONN. – October 21, 2011 – Acme United Corporation (NYSE AMEX:ACU) today announced that net sales for the third quarter ended September 30, 2011 were $19.0 million, compared to $16.1 million in the comparable period of 2010, an increase of 18% (16% in local currency). Excluding sales resulting from the acquisition on February 28, 2011 of the Pac Kit Company, one of the oldest manufacturers of first aid products, comparable sales for the quarter ended September 30, 2011 increased by 8%.
Net income was $682,000, or $.22 per diluted share, for the quarter ended September 30, 2011, compared to $612,000 or $.19 per diluted share, for the comparable period last year, an increase of 11% in net income and 16% in diluted earnings per share.
Net sales for the nine months ended September 30, 2011 were $57.5 million, compared to $49.8 million in the same period in 2010, an increase of 15% (13% in local currency). Excluding sales resulting from the acquisition of the Pac Kit Company, comparable sales increased by 7%.
Net income for the nine months ended September 30, 2011 was $2,545,000, or $.82 per diluted share, compared to $2,391,000, or $.74 per diluted share in the comparable period last year, a 6% increase in net income and 11% in diluted earnings per share.
Net sales for the quarter ended September 30, 2011 in the U.S. segment increased 23% compared to the same period in 2010. Net sales for the nine months ended September 30, 2011 in the U.S. segment increased 19% compared to the same period in 2010. Sales in the U.S. for both periods increased due to market share gains in the mass market channel, the addition of sales resulting from the acquisition of the Pac Kit Company and strong sales of first aid products. Net sales in Canada for the three months ended September 30, 2011 increased 3% in U.S dollars but declined 3% in local currency compared to the same period in 2010. Net sales in Canada for the nine months ended September 30, 2011 increased 13% in U.S. dollars (6% in local currency) compared to the same period in 2010. Sales in Canada for the nine months increased primarily due to the introduction of new products. European net sales for the three months ended September 30, 2011 increased 3% in U.S. dollars but declined 6% in local currency, compared to the same period last year. European net sales for the nine months ended September 30, 2011 decreased 6% in U.S. dollars (13% in local currency) compared to the same period last year. Sales in Europe decreased due to the timing of sales to mass market customers which are expected to occur later in 2011 than they did in 2010.
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Gross margins were 35% in the third quarter of 2011 versus 35% in the comparable period last year. Gross margins were 36% for the nine months ended September 30, 2011 compared to 37% for the comparable period last year.
Operating profit was $1,120,000 for the quarter ended September 30, 2011 compared to $657,000 for the comparable period last year, an increase of 70%. Operating profit was $3,763,000 for the nine months ended September 30, 2011 compared to $2,903,000 for the comparable period last year, an increase of 30%.
The effective tax rate for the first nine months of 2011 was 29%, compared to 13% in the same period of 2010. The effective tax rate for the nine months ended September 30, 2010, reflected approximately $300,000 of tax benefits associated with the Company’s donation of land to the City of Bridgeport, CT in the fourth quarter of 2009.
Walter C. Johnsen, Chairman and CEO said, “Our performance in the quarter reflects the success Acme United is having with new products, and the successful integration of Pac-Kit. We are continuing to make progress in the office, hardware, and industrial markets, and in Europe.”
The Company’s bank debt less cash and cash equivalents on September 30, 2011 was $11.9 million compared to $8.2 million on September 30, 2010. On February 28, 2011, the Company paid approximately $3.4 million for the Pac Kit Company.
ACME UNITED CORPORATION is a leading worldwide supplier of innovative cutting, measuring and safety products to the school, home, office, hardware and industrial markets. Its leading brands include Westcott®, Clauss®, Camillus®, PhysiciansCare ® and Pac Kit®.
Forward-looking statements in this report, including without limitation, statements related to the Company’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including, without limitation, the following: (i) the Company’s plans, strategies, objectives, expectations and intentions are subject to change at any time at the discretion of the Company; (ii) the impact of current uncertainties in global economic conditions and the ongoing financial crisis affecting the domestic and foreign banking system and financial markets, including the impact on the Company’s suppliers and customers (iii) currency fluctuations (iv) the Company’s plans and results of operations will be affected by the Company’s ability to manage its growth, (v) the Company’s ability to successfully integrate acquired business; and (vi) other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.
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ACME UNITED CORPORATION
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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THIRD QUARTER REPORT 2011
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(Unaudited)
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Three Months Ended
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Three Months Ended
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Amounts in $000's except per share data
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September 30, 2011
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September 30, 2010
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Net sales
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$ | 19,036 | $ | 16,083 | ||||
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Cost of goods sold
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12,396 | 10,426 | ||||||
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Gross profit
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6,640 | 5,657 | ||||||
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Selling, general, and administrative expenses
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5,520 | 5,000 | ||||||
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Income from operations
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1,120 | 657 | ||||||
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Interest expense
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112 | 86 | ||||||
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Interest income
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(42 | ) | (39 | ) | ||||
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Net interest expense
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70 | 47 | ||||||
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Other expense (income)
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20 | (3 | ) | |||||
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Total other expense
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90 | 44 | ||||||
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Pre-tax income
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1,030 | 613 | ||||||
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Income tax expense
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348 | 1 | ||||||
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Net income
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$ | 682 | $ | 612 | ||||
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Shares outstanding - Basic
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3,102 | 3,111 | ||||||
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Shares outstanding - Diluted
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3,120 | 3,192 | ||||||
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Earnings per share basic
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$ | 0.22 | $ | 0.20 | ||||
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Earnings per share diluted
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0.22 | 0.19 | ||||||
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ACME UNITED CORPORATION
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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THIRD QUARTER REPORT 2011 (cont.)
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(Unaudited)
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Nine Months Ended
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Nine Months Ended
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Amounts in $000's except per share data
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September 30, 2011
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September 30, 2010
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Net sales
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$ | 57,466 | $ | 49,789 | ||||
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Cost of goods sold
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36,835 | 31,468 | ||||||
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Gross profit
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20,631 | 18,321 | ||||||
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Selling, general, and administrative expenses
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16,868 | 15,418 | ||||||
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Income from operations
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3,763 | 2,903 | ||||||
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Interest expense
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323 | 217 | ||||||
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Interest income
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(132 | ) | (112 | ) | ||||
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Net interest expense
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191 | 105 | ||||||
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Other (income) expense
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(2 | ) | 36 | |||||
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Total other expense
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189 | 141 | ||||||
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Pre-tax income
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3,574 | 2,762 | ||||||
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Income tax expense
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1,029 | 371 | ||||||
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Net income
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$ | 2,545 | $ | 2,391 | ||||
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Shares outstanding - Basic
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3,090 | 3,147 | ||||||
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Shares outstanding - Diluted
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3,105 | 3,218 | ||||||
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Earnings per share basic
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$ | 0.82 | $ | 0.76 | ||||
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Earnings per share diluted
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0.82 | 0.74 | ||||||
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ACME UNITED CORPORATION
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CONDENSED CONSOLIDATED BALANCE SHEETS
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THIRD QUARTER REPORT 2011
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(Unaudited)
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Amounts in $000's
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September 30, 2011
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September 30, 2010
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Assets:
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Current assets:
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Cash and cash equivalents
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$ | 6,270 | $ | 7,232 | ||||
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Accounts receivable, net
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16,661 | 14,943 | ||||||
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Inventories
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22,804 | 19,972 | ||||||
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Prepaid and other current assets
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1,075 | 1,174 | ||||||
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Total current assets
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46,810 | 43,321 | ||||||
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Property and equipment, net
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2,381 | 2,126 | ||||||
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Long term receivable
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1,794 | 1,852 | ||||||
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Intangible assets, net
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3,326 | 1,856 | ||||||
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Other assets
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1,033 | 615 | ||||||
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Total assets
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$ | 55,344 | $ | 49,769 | ||||
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Liabilities and stockholders' equity:
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Current liabilities
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Accounts payable
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$ | 4,435 | $ | 4,490 | ||||
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Other current liabilities
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3,869 | 2,925 | ||||||
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Total current liabilities
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8,304 | 7,414 | ||||||
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Bank debt
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18,106 | 15,420 | ||||||
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Other non current liabilities
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1,373 | 1,721 | ||||||
| 27,783 | 24,555 | |||||||
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Total stockholders' equity
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27,561 | 25,213 | ||||||
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Total liabilities and stockholders' equity
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$ | 55,344 | $ | 49,769 | ||||
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