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) : July 21, 2003
LAWSON PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-10546 36-2229304
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) 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
(Former name or former address, if changed since last report) Not Applicable
Lawson Products, Inc.
Current Report of Form 8-K
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press release issued by Lawson Products, Inc. on July 21, 2003.
Item 9. Regulation FD Disclosure (including Item 12 information).
This Current Report on Form 8-K is being furnished pursuant to Item 12
of Form 8-K, in accordance with interim procedures promulgated by the SEC in
Release No. 34-47583. See Item 12 below.
Item 12. Results of Operations and Financial Condition.
On July 21, 2003, Lawson Products, Inc. issued a press release
announcing its operating results for the fiscal quarter ended June 30, 2003. A
copy of the press release is attached as Exhibit 99.1 to this Form 8-K.
The information in this Form 8-K is being furnished and shall not be
deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liabilities of that Section. The information in
this Form 8-K may only be incorporated by reference in another filing under the
Securities Exchange Act or Securities Act of 1933 if such subsequent filing
specifically references this Form 8-K.
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 thereunto duly authorized.
LAWSON PRODUCTS, INC.
/s/ Joseph L. Pawlick
------------------------------------
Joseph L. Pawlick
Date: July 21, 2003 Senior Vice President, Accounting
(principal accounting officer)
EXHIBIT INDEX
NUMBER DESCRIPTION
- ------ -----------
99.1 Press release issued by Lawson Products, Inc. on July 21, 2003.
Exhibit 99.1
Lawson Products Reports Second Quarter Results
PR Newswire -- July 21, 2003
DES PLAINES, Ill., July 21 /PRNewswire-FirstCall/ -- Lawson Products, Inc.
(Nasdaq: LAWS) reported second quarter 2003 net sales of $97.1 million, a
decrease of 2.8% from second quarter 2002 net sales of $99.9 million. Net
sales for the six-month period ended June 30, 2003, declined 1.3% to
$193.2 million from $195.6 million for the same period last year.
The OEM segment reported net sales increases of 1.8% to $16.9 million for
the second quarter and 2.6% to $33.5 million for the first six months of 2003.
Net sales for the MRO segment were $80.2 million for the second quarter and
$159.7 million for the six-month period ended June 30, 2003, decreases of
3.7% and 2.0%, respectively.
In the second quarter, the Company incurred a special pre-tax charge of
$1.2 million ($.8 million after tax) related to the severance and retirement
of certain management personnel. Including that special charge, net income
for the second quarter of 2003 decreased 11.8% to $4.1 million compared to
$4.7 million in the same period last year. For the six-month period ended
June 30, 2003, net income was $7.9 million compared to $8.5 million in the
first six months of 2002, a decrease of 7.4%. The principal reason for the
decrease was the mentioned special charge. Net income per share was $.44 for
the quarter and $.83 for the six-month period, decreases of 10.2% and 5.7%,
respectively when compared to the same periods last year.
Robert J. Washlow, Chairman of the Board and CEO, commented, "Economic
conditions in many markets we serve in the U.S. are challenging at this time.
Nonetheless, we continue to make every effort to support our sales force and
many within our domestic sales organizations have improved their productivity
this year. We are also continuing with our efforts to reduce operating costs
as a percentage of sales, and as noted from the improvement in our
'pre-special charge' net income, we are beginning to realize the benefit from
this effort. We believe these efforts, along with related initiatives, will
provide a strong foundation for growth in sales and net income."
Lawson Products is an international seller and distributor of systems,
services and products to the industrial, commercial and institutional
maintenance, repair and replacement marketplace. The Company also
manufactures, sells and distributes production and specialized component parts
to the original equipment marketplace, including the automotive, appliance,
aerospace, construction and transportation industries.
This press release, including Mr. Washlow's statements, contains
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
CONSOLIDATED SUMMARY OF OPERATIONS
(UNAUDITED)
Three Months Ended June 30,
2003 2002 % Change
Net Sales $97,108,559 $99,890,723 -2.8%
Income
Before Taxes (a)(b) 6,705,002 8,055,884 -16.8%
Provision
for Income Taxes 2,564,000 3,360,000
Net Income (a)(b) $4,141,002 $4,695,884 -11.8%
Net Income per share of Common Stock:
Basic $0.44 $0.49 -10.2%
Diluted $0.44 $0.49 -10.2%
Weighted Average Shares Outstanding:
Basic 9,490,111 9,610,557
Diluted 9,505,609 9,643,310
Six Months Ended June 30,
2003 2002 % Change
Net Sales $193,183,669 $195,636,332 -1.3%
Income
Before Taxes (a)(b) 13,326,173 14,465,715 -7.9%
Provision
for Income Taxes 5,427,000 5,938,000
Net Income (a)(b) $7,899,173 $8,527,715 -7.4%
Net Income per share of Common Stock:
Basic $0.83 $0.89 -6.7%
Diluted $0.83 $0.88 -5.7%
Weighted Average Shares Outstanding:
Basic 9,491,325 9,618,650
Diluted 9,509,183 9,646,644
(a) The Company used estimated gross profit rates in 2002 to determine
inventories and cost of goods sold during interim periods.
(b) In the second quarter of 2003, the Company recorded a special pre-tax
charge of $1,246,000, having an after-tax effect of $751,000, for the
severance and retirement of certain management personnel.
SOURCE Lawson Products, Inc.
-0- 07/21/2003
/CONTACT: Joseph Pawlick, Senior Vice President Accounting of Lawson
Products, Inc., +1-847-827-9666/
(LAWS)