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
August 2, 2006
Date of Report (Date of earliest event reported)
LAWSON PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
0-10546 |
36-2229304 |
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(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
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of incorporation) |
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Identification No.) |
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1666 East Touhy Avenue, Des Plaines, Illinois |
60018 |
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 August 2, 2006, Lawson Products, Inc. issued a press release announcing its operating results for the quarter ended June 30, 2006. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
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Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
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99.1 |
Press release issued by Lawson Products, Inc. on August 2, 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.
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LAWSON PRODUCTS, INC. |
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(Registrant) |
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Dated: August 7, 2006 |
By: |
/s/ Thomas J. Neri |
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Name: Thomas J. Neri |
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Title: Executive Vice President, Finance, Planning and Corporate Development |
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Exhibit 99.1 |
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Press Release |
Source: Lawson Products, Inc. |
Lawson Products, Inc. Announces Second Quarter 2006 Results
Wednesday August 2, 5:05 pm ET
DES PLAINES, Ill., Aug. 2 /PRNewswire-FirstCall/ -- Lawson Products, Inc. (Nasdaq: LAWS - News; the "Company"), an international distributor of products, services and systems to the MRO and OEM marketplaces, today announced financial results for its second quarter ended June 30, 2006. Net sales for the second quarter increased by 17.0 percent to $131.0 million. Net income decreased 42.8 percent to $3.2 million for the second quarter of 2006 compared with $5.6 million for the second quarter of 2005. On a generally accepted accounting principles (GAAP) basis, diluted earnings per share were $0.36 in the quarter, a 41.0 percent decrease from $0.61 in the 2005 second quarter.
Second quarter 2006 operating income was $5.1 million (GAAP basis) compared to $9.4 million in the prior year. Excluding costs associated with stock performance rights, a loss on sale of equipment and legal costs associated with the ongoing investigation being conducted by the U.S. Attorney's office for the Northern District of Illinois, adjusted non-GAAP operating income for the second quarter 2006 was $7.2 million compared to $8.8 million in the prior year quarter. The $1.6 million decline in quarterly adjusted operating income was primarily due to higher general and administrative costs, which include the Company's on-going investments in marketing and technology initiatives, including the addition of personnel in these areas. Second quarter 2006 results include the operations of Rutland Tool & Supply Co., which was acquired in December 2005. Rutland accounted for $14.5 million of net sales and $0.7 million of operating income in the second quarter 2006.
(References to "Adjusted non-GAAP Operating Income" in this release are reconciled to GAAP operating income on the attached income statement.)
"The second quarter was challenging," said Robert J. Washlow, Chairman and CEO. "Management remains focused on building the sales and operations platforms that are critical to the Company's long-term growth and profitability. For the second quarter, our growth initiatives did not drive sales gains to anticipated levels, resulting in lower earnings performance overall. Management believes that the Company's marketing and technology growth initiatives remain on track, and management will continue to monitor its progress on these initiatives. In addition, legal costs associated with the on-going government investigation into prior sales practices had a negative impact on our second quarter performance," Washlow continued.
About Lawson Products
Lawson Products is an international leader in selling and distributing systems, services and products to the industrial, commercial and institutional maintenance, repair and replacement (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, 2005. 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.
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Source: Lawson Products, Inc.