Form 8K

 

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): May 5, 2005

 

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

 

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 May 5, 2005, the Company issued a press release announcing its financial results for the quarter ended March 31, 2005. A copy of the press release is furnished herewith as Exhibit 99.1 to this report.

 

Item 9.01. Exhibits

 

Exhibit
Number


  

Description


99.1    Mine Safety Appliances Company Press Release dated May 5, 2005, announcing financial results for the quarter ended March 31, 2005.

 

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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: May 5, 2005

 

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EXHIBIT INDEX

 

Exhibit
Number


  

Description


99.1    Mine Safety Appliances Company Press Release dated May 5, 2005, announcing financial results for the quarter ended March 31, 2005.

 

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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 Sales and Earnings

Global Safety Equipment Manufacturer Continues Strong Performance

 

    Net Sales Increase 17%

 

    Net Income Up 32%

 

PITTSBURGH, May 5, 2005 – MSA (NYSE) today announced that net sales for the first quarter of 2005 were $228.0 million, compared with $194.5 million for the first quarter of 2004, an increase of $33.5 million, or 17 percent. Net income for the first quarter of 2005 improved $5.2 million, or 32 percent, to $21.4 million, or 57 cents per diluted share, compared with $16.1 million, or 43 cents per diluted share, for the same quarter last year.

 

North American segment sales increased $18 million in the first quarter of 2005, primarily due to strong shipments of Advanced Combat Helmets to the U.S. military. Local currency sales in MSA’s European and International segments improved approximately $6.1 million and $5.3 million, respectively, in the first quarter of 2005. Nearly half of the sales increase in Europe was attributable to MSA Sordin, a leading manufacturer of hearing protection devices for industrial, law enforcement and military markets, which the company acquired in June of last year.

 

(more)

 


European segment sales during the current quarter also benefited from successful MSA initiatives and the shipment of several large breathing apparatus orders for the fire service and police markets. Within MSA’s International segment, local currency sales growth occurred primarily in Australia, Brazil and South Africa. Approximately $2.9 million and $1.3 million of the current quarter increases in European and International segment sales, respectively, when stated in U.S. dollars, were due to the favorable translation effects of stronger local currencies. Net income increased substantially in all three geographic segments, primarily due to the previously-discussed sales growth.

 

“It is very pleasing to report our highest quarterly sales and net income from regular operations ever,” said John T. Ryan III, MSA Chairman and CEO. “Although our income was higher in the third quarter of 2003, those results included a one-time gain on the sale of a discontinued business. Our current quarter results reflect MSA’s continued focus on identifying promising markets and developing innovative products that anticipate end-user needs around the world. While our North American segment continues to perform at record levels, the substantial growth in all of our segments during the current quarter is particularly encouraging,” Mr. Ryan continued. “We are focused on growing our European and International businesses through global new product development, selected acquisitions, and major sales and marketing efforts in promising new geographical markets, particularly in Eastern Europe and Asia.”

 

“In the U.S., military and homeland security markets have been excellent for us in recent years, and we are working to further strengthen our position in those key areas. With our global focus, I believe that we are well positioned to respond to the heightened commitment to worker safety throughout the world,” Mr. Ryan concluded.

 

(more)

 

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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. Principal products include self-contained breathing apparatus, gas masks, gas detection instruments, head protection, respirators and thermal imaging cameras. The company also provides a broad range of consumer and contractor safety products through retail channels. These products are marketed and sold under the MSA Safety Works brand. MSA has more than 30 international locations. Additional information is available on the company’s Web site at http://www.msanet.com.

 

Cautionary Statement Regarding Forward-Looking Statements:

 

Except for historical information, certain matters discussed in this press release may be 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. Actual results can be affected by any number of factors, many of which are outside of management’s control. Among the factors that could cause such differences are timing and market acceptance of new products, the company’s ability to fulfill order backlogs, the timing and ability to obtain military contracts, delays in obtaining raw materials, the economic environment and interest and currency exchange rates. These risks, uncertainties and other factors are detailed from time to time in our filings with the United States Securities and Exchange Commission (“SEC”). 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)

 

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Mine Safety Appliances Company

Condensed Consolidated Statement of Income (Unaudited)

 

(In thousands, except earnings per share and shares outstanding)

 

    

Three Months Ended

March 31


     2005

   2004

Net sales

   $ 228,048    $ 194,490

Other income

     1,332      786

Cost of products sold

     134,680      112,687

Selling, general and administrative

     53,558      50,194

Research and development

     5,680      5,215

Interest

     1,218      514

Currency exchange losses

     615      667

Income before income taxes

     33,629      25,999

Provision for income taxes

     12,276      9,861
    

  

Net income

     21,353      16,138
    

  

Basic earnings per common share

   $ .58    $ .44

Diluted earnings per common share

   $ .57    $ .43

Average number of common shares outstanding (basic)

     36,485,575      36,963,548

 

(more)

 

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Mine Safety Appliances Company

Condensed Consolidated Balance Sheet

 

(In thousands)

 

     March 31
2005


   December 31
2004


     (Unaudited)     

Current assets

             

Cash and cash equivalents

   $ 59,446    $ 76,545

Trade receivables, net

     168,501      161,584

Inventories

     126,090      124,846

Other current assets

     30,046      34,685
    

  

Total current assets

     384,083      397,660

Property, plant and equipment, net

     119,298      123,716

Prepaid pension cost

     133,929      131,496

Goodwill

     48,796      49,495

Other non-current assets

     30,581      31,743
    

  

Total

     716,687      734,110
    

  

Current liabilities

             

Notes payable and current portion of long-term debt

   $ 29,805    $ 6,378

Accounts payable

     42,906      40,705

Other current liabilities

     79,097      79,984
    

  

Total current liabilities

     151,808      127,067

Long-term debt

     54,283      54,463

Pension and other employee benefits

     80,912      83,628

Deferred tax liabilities

     75,202      76,704

Other non-current liabilities

     13,686      14,637

Shareholders’ equity

     340,796      377,611
    

  

Total

     716,687      734,110
    

  

 

(more)

 

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Mine Safety Appliances Company

Segment Information (Unaudited)

 

(In thousands)

 

     Three Months Ended
March 31


 
     2005

    2004

 

Net Sales

                

North America

   $ 147,661     $ 129,630  

Europe

     48,341       39,386  

International

     32,046       25,474  
    


 


Total

     228,048       194,490  
    


 


Net income

                

North America

   $ 15,942     $ 13,782  

Europe

     4,196       1,832  

International

     1,791       1,130  

Reconciling

     (576 )     (606 )
    


 


Total

     21,353       16,138  
    


 


 

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