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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 24, 2006
ACME UNITED CORPORATION
(Exact name of registrant as specified in its charter)
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Connecticut 001-07698 06-0236700
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) file number) Identification No.)
60 Round Hill Road, Fairfield, Connecticut 06824
(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))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 24, 2006, Acme United Corporation (the "Company") issued a press
release announcing its financial results for the three and nine months ended
September 30, 2006. 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
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99.1 Press release dated October 24, 2006.
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
President and
Chief Executive Officer
Dated: October 24, 2006
By /s/ PAUL G. DRISCOLL
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Paul G. Driscoll
Vice President and
Chief Financial Officer
Dated: October 24, 2006
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press release dated October 24, 2006.
EXHIBIT 99.1
ACME UNITED CORPORATION NEWS RELEASE
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CONTACT: Paul G. Driscoll
Acme United Corporation
60 Round Hill Road Fairfield, CT 06824
Phone: (203) 254-6060 FAX: (203) 254-6521
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FOR IMMEDIATE RELEASE October 24, 2006
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ACME UNITED CORPORATION REPORTS 16% NET SALES INCREASE FOR THE THIRD QUARTER
FAIRFIELD, CONN. - October 24, 2006 - Acme United Corporation
(AMEX:ACU) today announced that net sales for the quarter ended September 30,
2006 were $15.5 million compared to $13.4 million in the same period in 2005, an
increase of 16% . Net sales for the nine months ended September 30, 2006 were
$44.8 million compared to $38.9 million in the same period in 2005, an increase
of 15% (14% at constant currency).
Net income was $1,225,000 or $.33 per diluted share for the third
quarter ended September 30, 2006 compared to $200,000 or $.05 per diluted share
for the comparable period last year. Excluding a non-recurring pre-tax charge of
$1.5 million in the third quarter of 2005 relating to the demolition of a former
manufacturing site, net income for that period would have been $1,130,000 or
$.29 per diluted share, representing an increase in 2006 of 8% in net income
(+14% per diluted share). Net income for the nine months ended September 30,
2006 was $3,490,000, or $.94 per diluted share compared to $2,164,000, or $.57
per diluted share in the comparable period last year. Excluding the
non-recurring charge in the third quarter 2005, net income would have been
$3,094,000 or $.81 per diluted share representing an increase in 2006 of 13% in
net income (+16% per diluted share). Non-GAAP, or pro forma results, are
presented to provide an opportunity to make meaningful comparisons to results in
prior periods.
Net sales for the nine months ended September 30, 2006 in the U.S.
segment increased 15% as a result of new products, expansion into the pencil
sharpener category and market share gains. Sales in Europe and Canada increased
by 17% in U.S. dollars and 11% in local currency.
Gross margins were 42.6% in the third quarter of 2006 versus 46.0% in
the comparable period last year. For the first nine months of 2006 gross margins
were 43.8% compared to 45.7% in the same period in 2005. The gross margin
declines were due to higher sales of items in the highly competitive back to
school market, as well as the introduction of new private label programs in the
U.S. and Europe.
(1)
Walter C. Johnsen, President and CEO, said, "We continue to see the
results of new product innovation and attention to customer needs. Our iPoint
electronic pencil sharpeners have been very well received, and the award winning
Teacher's Choice scissors were among our best sellers during back to school.
Acme's patented titanium kitchen shears are demonstrating strong sell through at
major retailers throughout the United States. We look forward to introducing
additional new cutting, measuring, and safety items this fall."
The Company's bank debt less cash on September 30, 2006 was $9.3
million compared to $6.1 million on September 30, 2005. The increase in bank
debt during the twelve month period was primarily due to the purchase of
additional inventory of $3.9 million, increased accounts receivables of $3.4
million resulting from back to school favorable terms, the demolition of a
former manufacturing site for $1.5 million partially offset by earnings.
ACME UNITED CORPORATION is a specialized supplier of cutting devices,
measuring instruments, and safety products for school, home, office and
industrial use.
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 Company's plans and
results of operations will be affected by the Company's ability to manage its
growth, and (iii) other risks and uncertainties indicated from time to time in
the Company's filings with the Securities and Exchange Commission.
# # #
(2)
ACME UNITED CORPORATION
CONSOLIDATED STATEMENT OF INCOME
THIRD QUARTER REPORT 2006
Quarter Ended Quarter Ended
September 30, 2006 September 30, 2005
Amounts in $000's except per share data (Unaudited) (Unaudited)
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Net sales $ 15,532 $ 13,400
Gross profit 6,624 6,166
Selling, general, and administrative expenses 4,506 4,159
Non-recurring charge - 1,500
Other (income) expense (35) 86
Interest expense 207 83
Pre-tax income 1,946 338
Income tax expense 721 138
Net income 1,225 200
Earnings per diluted share 0.33 0.05
Reconciliation to reported net income (GAAP)
Pre-tax income as reported (GAAP) 1,946 338
Non-recurring charge - 1,500
Pre-tax income as adjusted 1,946 1,838
Income tax expense as adjusted 721 708
Net income as adjusted 1,225 1,130
Earnings per diluted share before non-recurring charge 0.33 0.29
(3)
ACME UNITED CORPORATION
CONSOLIDATED STATEMENT OF INCOME
THIRD QUARTER REPORT 2006
Nine Months Ended Nine Months Ended
September 30, 2006 September 30, 2005
Amounts in $000's except per share data (Unaudited) (Unaudited)
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Net sales $ 44,774 $ 38,887
Gross profit 19,604 17,758
Selling, general, and administrative expenses 13,760 12,455
Non-recurring charge (149) 232
Other (income) expense - 1,500
Interest expense 462 139
Pre-tax income 5,531 3,432
Income tax expense 2,041 1,268
Net income 3,490 2,164
Earnings per diluted share 0.94 0.57
Reconciliation to reported net income (GAAP)
Pre-tax income as reported (GAAP) 5,531 3,432
Non-recurring charge - 1,500
Pre-tax income as adjusted 5,531 4,932
Income tax expense as adjusted 2,041 1,838
Net income as adjusted 3,490 3,094
Earnings per diluted share before non-recurring charge 0.94 0.81
(4)
ACME UNITED CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
THIRD QUARTER REPORT 2006
(Unaudited)
Amounts in $000's September 30, 2006 September 30, 2005
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Assets:
Current assets:
Cash $ 2,854 $ 518
Accounts receivable, net 14,896 11,491
Inventories 15,645 11,699
Prepaid and other current assets 1,105 1,007
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Total current assets 34,500 24,715
Property and equipment, net 2,591 2,759
Other assets 1,633 847
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Total assets $ 38,724 $ 28,321
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Liabilities and stockholders' equity:
Current liabilities
Accounts payable 3,641 1,918
Other current liabilities 4,137 5,285
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Total current liabilities 7,778 7,203
Long-term debt 12,124 6,587
Other non current liabilities 1,110 551
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21,012 14,341
Total stockholders' equity 17,712 13,980
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Total liabilities and stockholders' equity $ 38,724 $ 28,321
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(5)
