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): March 23, 2004
RICHARDSON ELECTRONICS, LTD
(Exact Name of Registrant as Specified in Charter)
Delaware 0-12906 36-2096643
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
40W267 Keslinger Road, P.O. Box 393, La Fox, IL 60147-0393 (Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (630) 208-2200
Item 9. Regulation FD Disclosure
For Immediate Release
For Details Contact:
Ed Richardson Dario Sacomani
Chairman and Chief Executive Officer Senior Vice President and
Richardson Electronics, Ltd. Chief Financial Officer
Phone: (630) 208-2340 Richardson Electronics, Ltd.
E-mail: info@rell.com
Richardson Reports Record Fiscal Third Quarter Sales of $127 Million, up 7.9% from the Prior Year
LaFox, IL, Tuesday March 23, 2004: Richardson Electronics, Ltd. (NASDAQ: RELL) today reported results for the third quarter of fiscal 2004, which ended February 28, 2004. Sales in the third quarter of fiscal 2004 were $127.3 million, an increase of 7.9% from the third quarter of fiscal 2003, which marked a record fiscal third quarter sales level for the Company. Net income was $1.0 million, or $0.07 per share, in the quarter compared to a net loss $0.1 million, or $0.01 per share, in the same quarter last year.
The Company recorded its seventh consecutive quarter of year over year sales growth. Sales in the Industrial Power Group increased 17.7% over the prior year period as strong demand continued for both power components and tube products. RF/Wireless Communications sales grew 8.7% primarily due to increased demand for network access, passive and interconnect products, particularly in Asia/Pacific. Sales in the Security Systems Division were up 8.9% over the prior year period led by strong growth in the United States and continued increases in Canada. Display Systems Group sales declined 6.8% mostly due to the timing of project-based business for custom displays.
For the quarter, the Company increased sales in all four geographic areas over the third quarter of fiscal 2003. Sales in Asia/Pacific and Europe grew 26% and 10%, respectively, as strong demand continued for wireless and industrial power products in both areas. The Company's sales in Latin America and North America were up 8.6% and 2.3%, respectively, primarily due to increased demand for security system products in both of these geographic areas.
For the nine-month period ended February 28, 2004, sales increased 8.4% from the prior year period to $374.7 million. Net income was $3.6 million, or $0.25 per share, in the nine months compared to $1.1 million, or $0.08 per share in the comparable period a year ago, before the cumulative effect of accounting change which affected the prior year period as noted in the financial tables at the end of this release.
"Through the first nine months of fiscal 2004, sales from all of our business units and geographic areas have increased over the prior year, providing solid sales and earnings growth momentum," said Edward J. Richardson, Chairman of the Board and Chief Executive Officer. "Bookings and backlog have continued to strengthen throughout this fiscal year and we believe will continue to provide opportunities for global growth driven by our engineered solutions strategy."
On Wednesday, March 24, 2004 at 9:00 a.m. CST, Mr. Edward J. Richardson, Chairman and Chief Executive Officer will host a conference call to discuss the release. A question and answer session will be included as part of the call's agenda. To listen to the call, please dial 800-230-1059 approximately five minutes prior to the start of the call. A replay of the call will be available from 12:30 p.m. on March 24, 2004 through June 24, 2004. The telephone numbers for the replay are (USA) 800-475-6701 and (International) 320-365-3844; access code 723383.
This release includes certain "forward-looking" statements as defined by the SEC. Statements in this press release regarding the Company's business which are not historical facts represent "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's registration statement on Form S-1 filed with the SEC on March 12, 2004. The Company assumes no responsibility to update the forward-looking statements in this release as a result of new information, future events, or otherwise.
About Richardson Electronics
Richardson Electronics, Ltd. is a global provider of "engineered solutions," serving the RF and wireless communications, industrial power conversion, security and display systems markets. The Company delivers engineered solutions for its customers' needs through product manufacturing, systems integration, prototype design and manufacture, testing and logistics. Press announcements and other information about Richardson are available on the World Wide Web at http://www.rell.com/investor.asp.
Richardson Electronics, Ltd.
Consolidated Condensed Statements of Operations
Nine Months Ended February 28, 2004
(in thousands, except per share amounts, unaudited)
Three Months
Nine Months
FY 2004
FY 2003
FY 2004
FY 2003
Net sales $ 127,338 $ 118,010 $ 374,695 $ 345,582 Cost of products sold 95,802
89,808
283,102
261,313
Gross margin 31,536 28,202 91,593 84,269 Selling, general and administrative expense 27,101
25,451
78,441
74,155
Operating income 4,435 2,751 13,152 10,114 Other expenses, net 2,942
2,858
7,934
8,147
Income before income tax and cumulative effect of accounting change 1,493 (107) 5,218 1,967 Income tax 493
(5)
1,621
825
Income before cumulative effect of accounting change 1,000 (102) 3,597 1,142 Cumulative effect of accounting change, net of tax (Note 1) -
-
-
(17,862)
Net income (loss) $ 1,000
$ (102)
$ 3,597
$ (16,720)
Income (loss) per share - basic:
Income per share before cumulative effect of accounting change
$ .07
$ (.01)
$ .26
$ .08 Cumulative effect of accounting change, net of tax -
-
-
(1.30)
Net income (loss) per share $ .07
$ (.01)
$ .26
$ (1.22)
Average shares outstanding 14,102
13,759
14,002
13,742
Income (loss) per share - diluted:
Income per share before cumulative effect of accounting change
$ .07
$ (.01)
$ .25
$ .08 Cumulative effect of accounting change, net of tax -
-
-
(1.28)
Net income (loss) per share $ .07
$ (.01)
$ .25
$ (1.20)
Average shares outstanding 14,560
13,759
14,374
13,989
Dividends per common share $ .04
$ .04
$ .12
$ .12
Notes:
- Effective June 1, 2002, the Company adopted SFAS 142, "Goodwill and Other intangible Assets" and as result recorded a cumulative effect adjustment of $17,862, net of taxes of $3,725 to write-off impaired goodwill.
Richardson Electronics, Ltd.
Sales and Gross Margin
Third Quarter Fiscal 2004, Ended February 28, 2004
(in thousands, unaudited)
By Business Unit: Sales
Gross Margin
FY 2004
FY 2003
% Change
FY 2004
GM% of Sales
FY 2003
GM% of Sales
Third Quarter
RFWC
IPG
SSD
DSG
Other
$ 55,973
27,514
25,260
16,813
1,778
$ 51,499
23,371
23,205
18,047
1,888
8.7%
17.7%
8.9%
-6.8%
$ 13,162
8,383
6,394
4,146
(549)
23.5%
30.5%
25.3%
24.7%
$ 11,293
7,156
5,859
4,381
(487)
21.9%
30.6%
25.2%
24.3%
Total $127,338
$118,010
7.9% $ 31,536
24.8% $ 28,202
23.9% Fiscal Year To Date
RFWC
IPG
SSD
DSG
Other
$163,493
81,232
76,541
47,756
5,673
$152,377
71,149
69,601
46,169
6,286
7.3%
14.2%
10.0%
3.4%
$ 37,190
24,730
19,419
12,132
(1,878)
22.7%
30.4%
25.4%
25.4%
$ 34,079
22,236
17,306
11,977
(1,329)
22.4%
31.3%
24.9%
25.9%
Total $374,695
$345,582
8.4% $ 91,593
24.4% $ 84,269
24.4% By Area: Sales
Gross Margin
FY 2004
FY 2003
% Change
FY 2004
GM% of Sales
FY 2003
GM% of Sales
Third Quarter
North America
Europe
Asia/Pacific
Latin America
Corporate
$ 68,423
29,163
23,630
5,429
693
$ 66,873
26,521
18,759
4,997
860
2.3%
10.0%
26.0%
8.6%
$ 17,712
8,519
5,640
1,244
(1,579)
25.9%
29.2%
23.9%
22.9%
$ 17,243
7,374
4,397
1,263
(2,075)
25.8%
27.8%
23.4%
25.3%
Total $ 127,338
$118,010
7.9% $ 31,536
24.8% $ 28,202
23.9% Fiscal Year To Date
North America
Europe
Asia/Pacific
Latin America
Corporate
$ 199,556
86,105
71,120
15,106
2,808
$ 196,041
75,453
56,690
15,033
2,365
1.8%
14.1%
25.5%
0.5%
$ 52,332
24,905
16,227
3,545
(5,416)
26.2%
28.9%
22.8%
23.5%
$ 51,230
20,708
13,200
4,054
(4,923)
26.1%
27.4%
23.3%
27.0%
Total $ 374,695
$ 345,582
8.4% $ 91,593
24.4% $ 84,269
24.4%
Note: Fiscal 2003 data has been reclassified to conform with the current presentation.
Europe includes Sales and Gross margins to Middle East and Africa.
Corporate consists of Freight and non-area specific Sales and Gross Margin.
Richardson Electronics, Ltd.
Consolidated Condensed Balance Sheets
(in thousands)
(unaudited)
February 28,
2004
May 31,
2003
ASSETS Current assets: Cash and equivalents $ 19,727 $ 16,874 Accounts receivable, net 96,302 85,355 Inventories 93,207 95,896 Other 24,557
26,320
Total current assets 233,793 224,445 Property, plant and equipment, net 30,747 31,088 Goodwill and intangible assets 5,891 6,129 Other assets 4,705
3,269
Total assets $ 275,136
$ 264,931
LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 30,724 $ 23,660 Other accrued liabilities 21,760
17,467
Total current liabilities 52,484 41,127 Long-term debt 131,305 138,396 Other liabilities 8,409
10,318
Total liabilities 192,198 189,841 Stockholders' equity 82,938
75,090
Total liabilities and equity $ 275,136
$ 264,931
Note: May 31, 2003, data has been reclassified to conform with the current presentation.
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.
RICHARDSON ELECTRONICS, LTD Dated: March 25, 2004 By:
/s/ DARIO SACOMANI
Name: Dario Sacomani Title:Senior Vice President and
Chief Financial Officer