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): May 1, 2008

 

 

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 1, 2008, the Company issued a press release announcing its financial results for the quarter ended March 31, 2008. 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 1, 2008, announcing financial results for the quarter ended March 31, 2008.

 

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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
  Senior Vice President - Finance

Date: May 1, 2008

 

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EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Mine Safety Appliances Company Press Release dated May 1, 2008, announcing financial results for the quarter ended March 31, 2008.

 

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Mine Safety Appliances Company 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 First Quarter Sales

 

   

Net Sales Increase 18 Percent

 

   

Fire Service Drives 19% Increase in North American Sales

 

   

International Sales Increase 19%

 

   

Operating Income Increases 25%

PITTSBURGH, May 1, 2008 – MSA (NYSE) today announced that net sales for the first quarter of 2008 were $266.3 million compared with $225.9 million for the first quarter of 2007, an increase of $40.4 million, or 18 percent. Net income for the first quarter of 2008 was $16.0 million, or 45 cents per basic share, compared with $16.1 million, or 45 cents per basic share, for the same quarter last year.

Sales in the company’s North American segment increased $23.7 million, or 19%, in the current quarter, primarily in the fire service market. This increase reflects improved availability of fire department funding under the U.S. Federal Government Assistance to Firefighters Grant (AFG) program and the resumption of self-contained breathing apparatus (SCBA) orders that fire departments had delayed during the second half of 2007 as manufacturers and the market made the transition to new National Fire Protection Association (NFPA) SCBA performance standards. First quarter 2008 SCBA sales were up $14.8 million. Sales of thermal imaging cameras and fire helmets increased $3.9 million in the first quarter of 2008. MSA’s shipments of Advanced Combat Helmets to the U.S. military and of the CG634 helmet to the Canadian Forces were $4.1 million and $4.2 million higher, respectively, in the current quarter. Continued strength in North American construction and industrial markets was reflected in sales of head protection products, which improved $1.6 million in the current quarter. These sales increases were partially offset by lower shipments of gas masks and closed–circuit breathing apparatus.

 

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Sales in the International segment improved by $9.3 million, or 19%, in the current quarter. The sales increase was primarily in South Africa, Latin America, and Australia, where local currency sales were up $2.9 million, $2.2 million, and $1.0 million, respectively. The improvement in South Africa was due to strong growth in sales to the mining industry. Currency translation effects increased International segment sales, when stated in U.S. dollars, by approximately $4.2 million.

Sales in the European segment increased $7.3 million, or 14%, in the current quarter, reflecting the favorable currency translation effects of a stronger euro. Local currency sales in Europe were slightly lower than in the same quarter last year.

Operating income (income before taxes, currency exchange losses, interest, and restructuring and other charges) was $33.8 for the first quarter of 2008, an increase of $6.7 million, or 25%, from operating income of $27.1 million in the same quarter last year.

First quarter 2008 net income in the North American segment was $3.8 million higher than in the same quarter last year, primarily due to the previously-mentioned sales increase. Net income in the International segment was up $1.0 million, on higher sales, partially offset by higher selling expenses. European segment net income was $2.4 million lower reflecting higher selling and research and development expenses. In addition, current quarter net income in Europe includes a one-time income tax charge of $0.4 million related to a recent tax law change.

 

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The first quarter 2008 loss of $2.8 million in reconciling items relates primarily to unrealized currency exchange losses on intercompany items that are reported at the corporate level.

“I am very pleased with our first quarter growth in sales and incoming orders for the North American fire service market,” said William M. Lambert, MSA President and COO. “As we have previously reported, our sales to the North American fire service market were depressed during the latter part of 2007 as a result of delays in the availability of federal government funding to fire departments and the transition to new SCBA standards. The new standards became effective in August 2007 and many fire departments delayed their SCBA buying decisions until breathing apparatus approved under the new standard were available for evaluation. I believe that the increase in our first quarter SCBA orders indicates that we have worked through this transition period and confirms that there is strong customer interest in our new SCBA technology.”

“I am also pleased with the progress that we continue to make in expanding our market reach and growing sales in our International segment and with the recent strength in our incoming orders in Europe,” Mr. Lambert continued. “During the first quarter, we continued to make good progress on our Project Magellan initiative to improve the efficiency of our North American manufacturing operations and with our transformation to a more fully global company. I believe we will continue to see significant progress on these initiatives throughout the remainder of the year,” Mr. Lambert concluded.

 

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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 annual sales of approximately $1 billion, manufacturing operations throughout the United States and Europe, and 42 international locations. Additional information is available on the company’s Web site at 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 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 spending patterns of government agencies, competitive pressures, product liability claims and our ability to collect related insurance receivables, the success of new product introductions, currency exchange rate fluctuations, the identification and successful integration of acquisitions and the risks of doing business in foreign countries. 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. MSA’s SEC filings are readily obtainable at no charge at www.sec.gov, as well as on a number of other commercial web sites.

 

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Mine Safety Appliances Company

Consolidated Condensed Statement of Income (Unaudited)

(In thousands, except earnings per share)

 

     Three Months Ended
March 31
     2008    2007

Net sales

   $ 266,344    $ 225,939

Other income

     916      401
             
     267,260      226,340
             

Cost of products sold

     159,992      136,770

Selling, general and administrative

     66,094      56,572

Research and development

     7,352      5,927

Restructuring and other charges

     1,106      234

Interest

     2,494      1,993

Currency exchange losses

     4,094      233
             
     241,132      201,729
             

Income before income taxes

     26,128      24,611

Provision for income taxes

     10,101      8,543
             

Net income

     16,027      16,068
             

Basic earnings per share

   $ .45    $ .45
             

Diluted earnings per share

   $ .44    $ .44
             

Dividends per common share

   $ .22    $ .18
             

Average number of common shares outstanding (basic)

     35,540      36,013

 

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Mine Safety Appliances Company

Consolidated Condensed Balance Sheet (Unaudited)

(In thousands)

 

     March 31,
2008
   December 31,
2007

Current assets

     

Cash and cash equivalents

   $ 67,218    $ 74,981

Trade receivables, net

     217,899      205,737

Inventories

     178,320      155,332

Other current assets

     60,754      61,000
             

Total current assets

     524,191      497,050

Property, net

     136,833      130,445

Prepaid pension cost

     216,325      212,304

Goodwill

     86,865      87,011

Other non-current assets

     98,637      89,496
             

Total

     1,062,851      1,016,306
             

Current liabilities

     

Notes payable and current portion of long-term debt

   $ 69,187    $ 54,676

Accounts payable

     55,953      50,648

Other current liabilities

     103,339      103,865
             

Total current liabilities

     228,479      209,189

Long-term debt

     103,611      103,726

Pensions and other employee benefits

     133,084      126,790

Deferred tax liabilities

     101,058      100,934

Other non-current liabilities

     12,843      13,129

Minority interests

     758      1,007

Shareholders’ equity

     483,018      461,531
             

Total

     1,062,851      1,016,306
             

 

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Mine Safety Appliances Company

Segment Information (Unaudited)

(In thousands)

 

     Three Months Ended
March 31
 
     2008     2007  

Net sales

    

North America

   $ 146,642     $ 122,901  

Europe

     60,405       53,087  

International

     59,297       49,951  
                

Total

     266,344       225,939  
                

Net income

    

North America

   $ 14,405     $ 10,601  

Europe

     251       2,614  

International

     4,180       3,229  

Reconciling

     (2,809 )     (376 )
                

Total

     16,027       16,068  
                

# # #

 

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