Form 8-K

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): August 4, 2004

 


 

MINE SAFETY APPLIANCES COMPANY

(Exact name of registrant as specified in its charter)

 


 

Pennsylvania   1-15579   25-0668780

(State or other jurisdiction of

incorporation or organization)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

121 Gamma Drive

RIDC Industrial Park

O’Hara Township

Pittsburgh, Pennsylvania

  15238
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 412-967-3000

 



Item 7. Exhibits

 

Exhibit

Number


 

Description


99.1   Mine Safety Appliances Company Press Release dated August 4, 2004, announcing financial results for the quarter ended June 30, 2004.

 

Item 12. Results of Operations and Financial Condition.

 

On August 4, 2004, the Company issued a press release announcing its financial results for the quarter ended June 30, 2004. A copy of the press release is furnished herewith as Exhibit 99.1 to this report.

 

2


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.

 

MINE SAFETY APPLIANCES COMPANY (Registrant)

By

 

/S/ Dennis L. Zeitler


   

Dennis L. Zeitler

   

Vice President - Finance

 

Date: August 4, 2004

 

3


EXHIBIT INDEX

 

Exhibit
Number


 

Description


99.1   Mine Safety Appliances Company Press Release dated August 4, 2004, announcing financial results for the quarter ended June 30, 2004.

 

4

Press Release

Exhibit 99.1

 

LOGO

 

FROM:       MSA (Mine Safety Appliances Company)
   

    Ticker: MSA (NYSE)

   

    Contact: Mark Deasy – (412) 967-3357

 

FOR IMMEDIATE RELEASE

 

MSA Announces Record Second Quarter Sales and Earnings

Global Safety Equipment Manufacturer Continues Strong Performance

 

  Net Sales Increase 21%

 

  Net Income from Continuing Operations Up 49%

 

  Strong Performance Led by Military, Homeland Security and Fire Service Sales in North America

 

PITTSBURGH, August 4, 2004 – MSA (NYSE: MSA) today announced that net sales for the second quarter of 2004 were $213,114,000, compared with $175,939,000 for the second quarter of 2003, an increase of $37.2 million, or 21 percent. Net income from continuing operations for the second quarter of 2004 improved 49 percent to $18,118,000, or $.49 per basic share, compared with $12,192,000, or $.33 per basic share, for the same quarter last year.

 

Net sales for the six months ended June 30, 2004 were $407,604,000, compared with $336,330,000 in 2003, an increase of $71.3 million, or 21 percent. Net income from continuing operations for the six months ended June 30, 2004 improved 51 percent to $34,256,000, or $.93 per basic share, compared with $22,691,000, or $.62 per basic share, for the same period last year.

 

(more)


Net income for the second quarter of 2004 improved 35 percent to $18,118,000, or $.49 per basic share, compared with $13,465,000, or $.37 per basic share, for the same quarter last year. Net income for the six months ended June 30, 2004 improved 34 percent to $34,256,000, or $.93 per basic share, compared with $25,478,000, or $.69 per basic share, for the same period last year. Second quarter and year-to-date net income in 2003 included net income from discontinued operations of $1,273,000, or $.04 per basic share, and $2,787,000, or $.07 per basic share, respectively, related to the Callery Chemical Division which was sold to BASF Corporation in September 2003.

 

Second quarter sales growth occurred primarily in the company’s North American segment, led by strong shipments of Advanced Combat Helmets and gas masks to military markets, and self-contained breathing apparatus (SCBA) and thermal imaging cameras (TICs) to the fire service market. The strong growth in North America is primarily the result of MSA’s recent introduction of a broad range of sophisticated new products that are meeting and exceeding market expectations, combined with higher government funding to support homeland security and the war on terrorism.

 

Demand has been particularly strong for MSA’s latest generation of SCBA which, in 2003, became the first such device to meet two new and separate performance standards adopted by the National Fire Protection Association (NFPA) and the National Institute for Occupational Safety and Health (NIOSH) for protection against chemical, biological, radiological and nuclear (CBRN) agents. Combined, these standards are helping to provide first responders with higher levels of protection against possible terrorist attacks.

 

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Increased sales of TICs reflect strong demand for MSA’s Evolution® 5000 TIC, which combines the functionality and durability required by the fire service with features and performance not found on other small format cameras. Sales of instrument products also improved during the quarter on strong demand for the company’s latest generation portable instruments, such as the Solaris® Multigas Detector, which is one of the smallest and lightest four-gas monitors available today.

 

In MSA’s European and International segments, local currency sales during the second quarter were generally flat. When stated in U.S. dollars, however, reported sales in these segments increased modestly as a result of favorable currency translation effects associated with a stronger Euro, Australian Dollar, and South African Rand.

 

Most of MSA’s second quarter income growth was seen in the company’s North American segment and is a result of the previously discussed sales growth. Income also improved in MSA’s European segment, primarily as a result of better gross margins on a sales mix that was more favorably skewed towards higher-margin commercial markets during the current quarter.

 

“We are very pleased to again report strong quarterly performance, the continuation of a trend that began several years ago,” said John T. Ryan III, MSA Chairman and CEO. “A heightened commitment to worker safety and a focus on domestic preparedness and homeland security are significant trends that are currently reshaping safety equipment markets worldwide. Our recent performance is the result of MSA’s focus on anticipating these trends and developing a diverse portfolio of safety products that responds to customer needs across a wide range of end-user markets and applications,” Mr. Ryan said.

 

(more)


About MSA:

 

Established in 1914, MSA is a global leader in the development, manufacture and supply of sophisticated safety products that protect people’s health and safety. Sophisticated safety products typically integrate any combination of electronics, mechanical systems and advanced materials to protect users against hazardous or life-threatening situations. The company’s comprehensive line of products is used by workers around the world in the fire service, homeland security, construction and other industries, as well as the military. MSA products include self-contained breathing apparatus, gas masks, gas detection instruments, head protection, respirators and thermal imaging cameras. The company also provides a broad offering of consumer and contractor safety products through retail channels. These products are marketed and sold under the MSA Safety Works brand name. MSA has manufacturing operations throughout the United States and Europe and 28 international affiliates. More information about MSA is available on the company’s Web site at www.msanet.com.

 

Cautionary Statement Regarding Forward-Looking Statements:

 

Except for historical information, the matters discussed in this press release are forward-looking statements within the meaning of the Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, including without limitation all projections and anticipated levels of future performance, involve risks, uncertainties and other factors that may cause our actual results to differ materially from those discussed herein. These risks, uncertainties and other factors are detailed from time to time in our filings with the United States Securities and Exchange Commission (“SEC”), including without limitation our most recent filing on Form 10-K, filed on March 15, 2004 and our Form S-3/A, filed on June 23, 2004. You are strongly urged to review all such filings for a more detailed discussion of such risks and uncertainties. Our SEC filings are readily obtainable at no charge at www.sec.gov, as well as on a number of other commercial web sites.

 

(more)


The results from operations for the three-month and six-month periods ended June 30 are as follows.

 

(Note: Amounts in thousands, except earnings per share and shares outstanding)

 

    

Three Months Ended

June 30


   

Six Months Ended

June 30


 
     2004

   2003

    2004

   2003

 

Net sales

   $ 213,114    $ 175,939     $ 407,604    $ 336,330  

Other income

     678      434       1,464      530  

Cost of products sold

     124,608      103,286       233,939      197,139  

Selling, general and administrative

     47,147      42,219       94,877      81,315  

Research and development

     5,087      4,854       10,302      9,896  

Depreciation and amortization

     5,761      5,657       11,581      11,050  

Interest

     1,215      1,173       1,729      2,292  

Currency exchange loss (gain)

     1,253      (651 )     1,920      (1,801 )
    

  


 

  


Income from continuing operations before income taxes

     28,721      19,835       54,720      36,969  

Provision for income taxes

     10,603      7,643       20,464      14,278  
    

  


 

  


Net income from continuing operations

     18,118      12,192       34,256      22,691  

Net income from discontinued operations

            1,273              2,787  
    

  


 

  


Net income

     18,118      13,465       34,256      25,478  
    

  


 

  


Basic earnings per share

                              

Continuing operations

   $ 0.49    $ 0.33     $ 0.93    $ 0.62  

Discontinued operations

            0.04              0.07  
    

  


 

  


Net income

     0.49      0.37       0.93      0.69  
    

  


 

  


Diluted earnings per share

                              

Continuing operations

   $ 0.48    $ 0.33     $ 0.90    $ 0.62  

Discontinued operations

            0.04              0.07  
    

  


 

  


Net income

     0.48      0.37       0.90      0.69  
    

  


 

  


Average number of common shares outstanding (basic)

     37,054,155      36,694,860       37,008,851      36,662,898  

 

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