acu-8k_20211026.htm
false 0000002098 0000002098 2021-10-26 2021-10-26

 

 

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): October 26, 2021

 

ACME UNITED CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Connecticut

001-07698

06-0236700

(State or other jurisdiction

of incorporation or organization)

(Commission file number)

(I.R.S. Employer

Identification No.)

1 Waterview Drive, Shelton, Connecticut

 

06484

(Address of principal executive offices)

 

(Zip Code)

 

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $2.50 par value per share

 

ACU

 

NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 


 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On October 26, 2021, Acme United Corporation (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2021. 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 26, 2021.

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


 

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

 

 

Walter C. Johnsen

 

 

Chairman and

 

 

Chief Executive Officer

 

 

 

 

Dated: October 26, 2021

 

 

 

 

 

 

 

 

 

By

/s/  Paul G. Driscoll

 

 

Paul G. Driscoll

 

 

Vice President and

 

 

Chief Financial Officer

 

 

 

 

Dated: October 26, 2021

 

acu-ex991_6.htm

Exhibit 99.1

 

ACME UNITED CORPORATION            NEWS RELEASE

CONTACT:Paul G. DriscollAcme United Corporation1 Waterview Drive Shelton, CT 06484

Phone: (203) 254-6060

 

FOR IMMEDIATE RELEASE   October 26, 2021

 

 

ACME UNITED REPORTS 11% SALES INCREASE AND 30% NET INCOME INCREASE FOR THIRD QUARTER OF 2021

 

SHELTON, CT – October 26, 2021 – Acme United Corporation (NYSE American: ACU) today announced that net sales for the quarter ended September 30, 2021 were $47.9 million compared to $43.3 million in the third quarter of 2020, an increase of 11%. Net sales for the nine months ended September 30, 2021 were $136.3 million, compared to $123.1 million in the same period in 2020, an increase of 11%.

 

Net income was $2,046,000 or $0.50 per diluted share for the quarter ended September 30, 2021 compared to $1,579,000, or $0.46 per diluted share, for the comparable period last year, an increase of 30% in net income and 9% in diluted earnings per share.  Net income (excluding the impact of the PPP loan forgiveness) for the nine months ended September 30, 2021 was $7,814,000, or $1.97 per diluted share, compared to $6,055,000, or $1.75 per diluted share, in last year’s same period, increases of 29% and 13%, respectively. Net income for the nine months ended September 30, 2021, including the PPP loan forgiveness, was $11.3 million, or $2.85 per diluted share.

 

Chairman and CEO Walter C. Johnsen said, “Acme United had strong demand for our first aid and cutting products in the third quarter.  Sales to our office customers rebounded strongly, and our ecommerce revenues were robust.  We proactively increased inventory by nearly 33% during the past 18 months in anticipation of potential global supply chain interruptions.  Having done so, we believe we are well-positioned to respond to customer needs in the coming quarters.” Mr. Johnsen added, ”We are excited about many new opportunities as we continue to innovate and grow.”

 

For the third quarter of 2021, net sales in the U.S. segment increased 12% compared to the same period in 2020. For the nine months ended September 30, 2021, net sales in the

 

 


Exhibit 99.1

U.S. segment increased 8% compared to the same period in 2020. The growth for both periods was primarily attributable to strong sales of first aid and medical products.  

 

European net sales for the third quarter of 2021 were constant in both U.S. dollars and local currency compared to the third quarter of 2020 due to the timing of several large orders in 2020. Net sales for the nine months ended September 30, 2021 increased 22% in U.S. dollars and 15% in local currency compared to the first nine months of 2020, mainly due to sales growth in the ecommerce channel across all product lines and market share gains in Westcott school and office products.

 

Net sales in Canada for the third quarter of 2021 increased 6% in U.S. dollars and were constant in local currency compared to the same period in 2020.  Higher sales of First Aid Central products were offset by lower sales of school and office products. In 2020, back-to-school shipments of school and office products were delayed from the second quarter to the third quarter due to the COVID-19 lockdowns in the second quarter of 2020. Net sales for the nine months ended September 30, 2021 increased 33% in U.S. dollars and 23% in local currency compared to the first nine months of 2020 primarily to due to higher sales of first aid products.

 

Gross margin was 35.5% in the third quarter of 2021 versus 34.5% in the comparable period last year.  Gross margin was 36% for the nine months ended September 30, 2021, compared to 36% for the same period of 2020.

 

The Company’s bank debt less cash on September 30, 2021 was $38.1 million compared to $34.4 million on September 30, 2020.  During the twelve-month period ended September 30, 2021, the Company paid approximately $9.3 million for the acquisition of the assets of Med-Nap LLC., distributed $1.7 million in dividends on its common stock, generated approximately $2 million in free cash flow, and received forgiveness for the PPP loan of $3.5 million.  

 

Conference Call and Webcast Information

Acme United will hold a conference call to discuss its quarterly results, which will be broadcast on Tuesday, October 26, 2021, at 2:30 p.m. EDT. To listen or participate in a

 

 


Exhibit 99.1

question and answer session, dial866-248-8441. International callers may dial 929-477-0591. The confirmation code is 5719272.  You may access the live webcast of the conference call through the Investor Relations section of the Company’s website, www.acmeunited.com. A replay may be accessed under Investor Relations, Audio Archives.

 

About Acme United

ACME UNITED CORPORATION is a leading worldwide supplier of innovative safety solutions and cutting technology to the school, home, office, hardware, sporting goods and industrial markets. Its leading brands include First Aid Only®, First Aid Central®, PhysiciansCare®, Pac-Kit®, Spill Magic®, Westcott®, Clauss®, Camillus®, Cuda®, DMT®, and Med-Nap. For more information, visit www.acmeunited.com.  

 

Forward Looking Statements

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 the impact that the global COVID-19 pandemic has had and will continue to have on the Company’s business, operations and financial results.  These include the extent of the COVID-19 pandemic, including the duration, spread, severity, and any recurrence of the COVID-19 pandemic including through existing and any new variant strains of the underlying virus; the continuing effectiveness, global availability, and public acceptance of vaccines; the duration and scope of pandemic-related government orders and restrictions on commercial and other activities, including retail store, office, school and restaurant closures; the duration and scope of the Company’s actions to maintain employee health at our offices, production facilities and distribution centers; the extent of the impact of the COVID-19 pandemic on overall demand for the Company’s products; the pace and strength of economic recovery and the heightened impact the pandemic has on many of the risks described herein, including, without limitation, risks relating to the on-going world-wide economic turbulence, and potential disruptions in our supply chain, any of which could adversely impact the Company’s ability to manufacture, source or distribute it products, both domestically and internationally.

 

 


Exhibit 99.1

These risks and uncertainties further include, without limitation, the following: (i) changes in the Company’s plans, strategies, objectives, expectations and intentions, which may be made at any time at the discretion of the Company; (ii) the impact of uncertainties in global economic conditions, whether caused by COVID-19 or otherwise, including the impact on the Company’s suppliers and customers; (iii) the potential disruptions in the Company’s supply chains, whether caused by COVID-19 or otherwise; (iv) changes in client needs and consumer spending habits, including COVID-19 related changes; (v) the impact of competition; (vi) the impact of technological changes including, specifically, the growth of online marketing and sales activity; (vii) the Company’s ability to manage its growth effectively, including its ability to successfully integrate any business it might acquire; (viii) the Company’s ability to effectively manage its inventory in a rapidly changing business environment, including additional inventory acquired to respond to COVID-19 related uncertainties; (ix) the impact of any increases in inflation; (x) currency fluctuations; (xi) international trade policies and their impact on demand for our products and our competitive position, including the imposition of new tariffs or changes in existing tariff rates; and (xii) other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.

#    #    #

 

 

 


Exhibit 99.1

 

CME UNITED CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

THIRD QUARTER REPORT 2021

(Unaudited)

 

 

 

Three Months Ended

 

 

Three Months Ended

 

Amounts in 000's except per share data

 

September 30, 2021

 

 

September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

47,923

 

 

$

43,316

 

Cost of goods sold

 

 

30,918

 

 

 

28,360

 

Gross profit

 

 

17,005

 

 

 

14,956

 

Selling, general, and administrative expenses

 

 

14,044

 

 

 

12,832

 

Operating income

 

 

2,961

 

 

 

2,124

 

Interest expense

 

 

(230

)

 

 

(173

)

Interest income

 

 

2

 

 

 

5

 

Interest expense, net

 

 

(228

)

 

 

(168

)

Other (expense) income , net

 

 

(68

)

 

 

35

 

Total other (expense) income , net

 

 

(68

)

 

 

35

 

Income before income tax expense

 

 

2,665

 

 

 

1,991

 

Income tax expense

 

 

619

 

 

 

412

 

Net income

 

$

2,046

 

 

$

1,579

 

 

 

 

 

 

 

 

 

 

Shares outstanding - Basic

 

 

3,542

 

 

 

3,340

 

Shares outstanding - Diluted

 

 

4,058

 

 

 

3,461

 

 

 

 

 

 

 

 

 

 

Earnings per share - Basic

 

$

0.58

 

 

$

0.47

 

Earnings per share - Diluted

 

 

0.50

 

 

 

0.46

 

 

 

 


Exhibit 99.1

 

ACME UNITED CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

THIRD QUARTER REPORT 2021 (cont.)

(Unaudited)

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

Amounts in 000's except per share data

 

September 30, 2021

 

 

September 30, 2020

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

136,295

 

 

$

123,133

 

Cost of goods sold

 

 

87,550

 

 

 

78,594

 

Gross profit

 

 

48,745

 

 

 

44,539

 

Selling, general, and administrative expenses

 

 

39,028

 

 

 

36,023

 

Operating income

 

 

9,717

 

 

 

8,516

 

Interest expense

 

 

(682

)

 

 

(742

)

Interest income

 

 

11

 

 

 

20

 

Interest expense, net

 

 

(671

)

 

 

(722

)

PPP Loan forgiveness

 

 

3,508

 

 

 

-

 

Other expense, net

 

 

(213

)

 

 

(2

)

Total other income (expense), net

 

 

3,295

 

 

 

(2

)

Income before income tax expense

 

 

12,341

 

 

 

7,792

 

Income tax expense

 

 

1,019

 

 

 

1,737

 

Net income

 

$

11,322

 

 

$

6,055

 

 

 

 

 

 

 

 

 

 

Shares outstanding - Basic

 

 

3,449

 

 

 

3,343

 

Shares outstanding - Diluted

 

 

3,969

 

 

 

3,454

 

 

 

 

 

 

 

 

 

 

Earnings per share - Basic

 

$

3.28

 

 

$

1.81

 

Earnings per share - Diluted

 

 

2.85

 

 

 

1.75

 

 

 

 

 

 

 

 

 

 

Reconciliation to reported Net Income (GAAP)

 

 

 

 

 

 

 

 

Net income as reported (GAAP)

 

 

11,322

 

 

 

6,055

 

PPP Loan Forgiveness

 

 

(3,508

)

 

 

-

 

Net income as adjusted

 

 

7,814

 

 

 

6,055

 

Earnings per share before PPP Loan forgiveness - Basic

 

$

2.27

 

 

$

1.81

 

Earnings per share before PPP Loan forgiveness - Diluted

 

 

1.97

 

 

 

1.75

 

 

 

 


Exhibit 99.1

 

ACME UNITED CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

THIRD QUARTER REPORT 2021

(Unaudited)

 

Amounts in 000's

 

September 30, 2021

 

 

September 30, 2020

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

5,306

 

 

$

3,031

 

Accounts receivable, net

 

 

36,088

 

 

 

32,154

 

Inventories

 

 

48,795

 

 

 

48,351

 

Prepaid expenses and other current assets

 

 

2,458

 

 

 

2,142

 

Total current assets

 

 

92,647

 

 

 

85,678

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

23,181

 

 

 

14,341

 

Operating lease right of use asset

 

 

3,187

 

 

 

2,190

 

Intangible assets, less accumulated amortization

 

 

17,615

 

 

 

16,072

 

Goodwill

 

 

4,800

 

 

 

4,696

 

Other assets

 

 

-

 

 

 

40

 

Total assets

 

$

141,430

 

 

$

123,017

 

 

 

 

 

 

 

 

 

 

Liabilities and stockholders' equity:

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

6,695

 

 

$

9,251

 

Operating lease liability - short term

 

 

945

 

 

 

847

 

Mortgage payable - short term

 

 

267

 

 

 

267

 

Other accrued liabilities

 

 

11,184

 

 

 

13,376

 

Total current liabilities

 

 

19,091

 

 

 

23,741

 

Long term debt

 

 

40,454

 

 

 

30,703

 

Note payable - PPP loan

 

 

-

 

 

 

3,508

 

Mortgage payable - long term

 

 

2,711

 

 

 

2,978

 

Operating lease liability - long term

 

 

2,484

 

 

 

1,422

 

Other non-current liabilities

 

 

141

 

 

 

69

 

Total liabilities

 

 

64,881

 

 

 

62,421

 

Total stockholders' equity

 

 

76,549

 

 

 

60,596

 

Total liabilities and stockholders' equity

 

$

141,430

 

 

$

123,017