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): February 28, 2011
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.) | ||
MSA Corporate Center 1000 Cranberry Woods Drive Cranberry Township, Pennsylvania |
16066 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: 724-776-8600
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 February 28, 2011, the Company issued a press release announcing its financial results for the quarter and year ended December 31, 2010. A copy of the press release is furnished herewith as Exhibit 99.1 to this report.
Item 9.01. | Exhibits. |
Exhibit |
Description | |
99.1 | Mine Safety Appliances Company Press Release dated February 28, 2011, announcing financial results for the quarter and year ended December 31, 2010. |
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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: February 28, 2011
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EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Mine Safety Appliances Company Press Release dated February 28, 2011, announcing financial results for the quarter and year ended December 31, 2010. |
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Exhibit 99.1
FROM: | MSA (Mine Safety Appliances Company) | |
Ticker: MSA (NYSE) | ||
Contact: Mark Deasy (724) 741-8570 |
FOR IMMEDIATE RELEASE
MSA Announces Strong Fourth Quarter and Year-End Results
Quarterly Organic Sales Increase 14 Percent on Continued Strengthening of Industrial Safety Market
PITTSBURGH, February 28, 2011 MSA (NYSE: MSA) today announced that net sales for the year ended December 31, 2010 were $977 million compared with $910 million in 2009, an increase of $67 million, or 7 percent. Net income for the year ended December 31, 2010 was $38 million, or $1.06 per basic share, a decrease of $5 million, or 12 percent, compared with $43 million, or $1.21 per basic share, for 2009. Excluding after-tax costs of $6 million associated with the October acquisition of General Monitors, and restructuring charges of $10 million, annual net income was $54 million or $1.51 per basic share.
Net sales for the fourth quarter of 2010 were $285 million compared with $236 million for the same period of 2009, an increase of $49 million, or 21 percent, with organic sales increasing $33 million, or 14 percent. Net income for the fourth quarter of 2010 was $12 million, or 33 cents per basic share, a decrease of $1 million, or 8 percent, compared with $13 million, or 35 cents per basic share, for the same quarter last year. Excluding after-tax costs of $4 million associated with the acquisition of General Monitors, and $2 million of restructuring charges, net income was $18 million, or 50 cents per basic share for the quarter.
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MSAs consolidated fourth quarter results reflect our focused efforts to grow the business and the improvement in economic and business conditions we are seeing in many parts of the world, noted William Lambert, MSA President and CEO. We continue to see nice growth in core product groups in both developed and emerging markets, and our most recent results reinforce that we are executing an effective strategy with increased revenues and operating income in all of our reporting segments, he said.
Sales in the companys North American segment increased $32 million, or 31 percent, in the fourth quarter of 2010. Organic sales, excluding the acquisition of General Monitors, increased $20 million, or 19 percent. The acquisition of General Monitors increased North American segment sales by $12 million in the quarter. The company continued to experience strong demand in its core industrial market throughout the quarter, which helped to fuel a $6 million increase in organic sales of gas detection products. Sales of head protection products and respirators also benefited from continued strengthening in the core industrial market. Sales of both of these product groups increased $2 million in the quarter. Shipments of ballistic helmets to the military market increased $5 million compared to the fourth quarter of 2009, while sales of self-contained breathing apparatus (SCBA) to the fire service market increased $2 million in the quarter.
Sales in the companys European segment increased $5 million, or 7 percent, in the fourth quarter of 2010. Currency translation effects decreased fourth quarter European segment sales, when stated in U.S. dollars, by $4 million, primarily due to a weaker euro. Local currency organic sales increased $5 million, while the acquisition of General Monitors
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increased sales by $4 million in the quarter. Local currency organic sales of permanent instruments were up $3 million on higher shipments to core industrial markets in Europe. Local currency sales of SCBA were up $2 million on higher shipments to fire service markets in Northern Europe.
Sales in MSAs International segment increased $12 million, or 20 percent, in the fourth quarter of 2010. Local currency sales increased $8 million reflecting strong sales in Latin America and China, primarily in industrial markets. Currency translation effects increased fourth quarter International segment sales, when stated in U.S. dollars, by $4 million, primarily related to a strengthening of the Australian dollar, South African rand and Brazilian real.
Net income in MSAs North American segment increased $0.2 million in the fourth quarter of 2010. The increase reflects the previously-discussed increase in sales and favorable income tax adjustments. During the quarter, the company recognized tax benefits totaling $1 million associated with the extension of the research and development credit in the United States. These improvements were offset by an increase in operating expenses attributable to the higher level of business in the quarter.
The companys European segment reported a net loss of $0.4 million in the fourth quarter of 2010, compared to income of $0.2 million in the fourth quarter of 2009. Currency translation effects increased current quarter European segment net income, when stated in U.S. dollars, by approximately $0.1 million.
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Net income in MSAs International segment was $2 million higher in the fourth quarter of 2010. This increase was primarily related to higher sales in China and Latin America, and improved gross profit margins, reflecting the progress being made in managing manufacturing costs under Project Magellan the companys long-term Operational Excellence initiative. Currency translation effects increased current quarter International segment net income, when stated in U.S. dollars, by approximately $0.2 million.
Our ongoing commitment to investing in core products in both developed and emerging markets and our focus on managing costs clearly helped our team generate a strong finish to 2010, Mr. Lambert said. Looking forward, we remain committed to executing our strategy and I am confident that our focus on growing our core product revenues around the globe, and developing new and innovative products that exceed customer expectations, while diligently managing our costs, will provide a solid foundation for long-term success, Mr. Lambert concluded.
About MSA:
Established in 1914, MSA is a global leader in the development, manufacture and supply of sophisticated safety products that protect peoples 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 companys 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 companys Web site at www.msanet.com.
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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 managements control. Among the factors that could cause such differences are global economic conditions, spending patterns of government agencies, competitive pressures, product liability claims, 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. MSAs 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 December 31 |
Twelve Months Ended December 31 |
|||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Net sales |
$ | 285,005 | $ | 236,098 | $ | 976,631 | $ | 909,991 | ||||||||
Other income |
3,678 | 4,179 | 6,037 | 5,860 | ||||||||||||
288,683 | 240,277 | 982,668 | 915,851 | |||||||||||||
Cost of products sold |
178,264 | 150,797 | 606,532 | 573,266 | ||||||||||||
Selling, general and administrative |
78,935 | 60,720 | 262,940 | 230,894 | ||||||||||||
Research and development |
8,828 | 7,376 | 32,784 | 28,781 | ||||||||||||
Restructuring and other charges |
2,612 | 1,477 | 14,121 | 11,378 | ||||||||||||
Interest |
3,796 | 1,638 | 8,707 | 7,080 | ||||||||||||
Currency exchange losses (gains) |
325 | (583 | ) | 235 | (888 | ) | ||||||||||
272,760 | 221,425 | 925,319 | 850,511 | |||||||||||||
Income before income taxes |
15,923 | 18,852 | 57,349 | 65,340 | ||||||||||||
Provision for income taxes |
3,903 | 6,249 | 18,290 | 22,003 | ||||||||||||
Net income |
12,020 | 12,603 | 39,059 | 43,337 | ||||||||||||
Net (income) loss attributable to noncontrolling interests |
(252 | ) | 59 | (955 | ) | (42 | ) | |||||||||
Net income attributable to Mine Safety Appliances Company |
11,768 | 12,662 | 38,104 | 43,295 | ||||||||||||
Basic earnings per share |
$ | .33 | $ | .35 | $ | 1.06 | $ | 1.21 | ||||||||
Diluted earnings per share |
$ | .32 | $ | .35 | $ | 1.05 | $ | 1.21 | ||||||||
Dividends per common share |
$ | .25 | $ | .24 | $ | .99 | $ | .96 | ||||||||
Basic shares outstanding |
35,685 | 36,060 | 35,880 | 35,668 | ||||||||||||
Diluted shares outstanding |
36,587 | 35,932 | 36,422 | 35,879 |
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Mine Safety Appliances Company
Consolidated Condensed Balance Sheet (Unaudited)
(In thousands)
December 31, 2010 |
December 31, 2009 |
|||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 59,760 | $ | 61,983 | ||||
Trade receivables, net |
198,551 | 173,355 | ||||||
Inventories |
150,581 | 123,944 | ||||||
Other current assets |
68,497 | 74,743 | ||||||
Total current assets |
477,389 | 434,025 | ||||||
Property, net |
156,789 | 144,575 | ||||||
Prepaid pension cost |
121,631 | 105,812 | ||||||
Goodwill |
263,089 | 84,727 | ||||||
Other non-current assets |
178,290 | 106,089 | ||||||
Total |
1,197,188 | 875,228 | ||||||
Current liabilities |
||||||||
Notes payable and current portion of long-term debt |
$ | 10,163 | $ | 16,326 | ||||
Accounts payable |
58,460 | 43,487 | ||||||
Other current liabilities |
113,118 | 108,637 | ||||||
Total current liabilities |
181,741 | 168,450 | ||||||
Long-term debt |
367,094 | 82,114 | ||||||
Pensions and other employee benefits |
126,479 | 125,387 | ||||||
Deferred tax liabilities |
49,177 | 44,800 | ||||||
Other non-current liabilities |
16,647 | 15,077 | ||||||
Equity |
456,050 | 439,400 | ||||||
Total |
1,197,188 | 875,228 | ||||||
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Mine Safety Appliances Company
Segment Information (Unaudited)
(In thousands)
Three Months Ended December 31 |
Twelve Months Ended December 31 |
|||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Net sales |
||||||||||||||||
North America |
$ | 136,209 | $ | 104,442 | $ | 464,012 | $ | 434,575 | ||||||||
Europe |
76,538 | 71,249 | 251,107 | 257,860 | ||||||||||||
International |
72,258 | 60,407 | 261,512 | 217,556 | ||||||||||||
Total |
285,005 | 236,098 | 976,631 | 909,991 | ||||||||||||
Net income (loss) |
||||||||||||||||
North America |
$ | 9,828 | $ | 9,591 | $ | 34,560 | $ | 34,994 | ||||||||
Europe |
(358 | ) | 194 | (7,605 | ) | 2,349 | ||||||||||
International |
3,715 | 2,047 | 13,981 | 5,078 | ||||||||||||
Reconciling |
(1,417 | ) | 830 | (2,832 | ) | 874 | ||||||||||
Total |
11,768 | 12,662 | 38,104 | 43,295 | ||||||||||||
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