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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 30, 2003
KADANT INC.
(Exact name of registrant as specified in charter)
Delaware 1-11406 52-1762325
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
One Acton Place
Acton, Massachusetts 01720
(Address of principal executive offices) (Zip Code)
(978) 776-2000
Registrant's telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
KADANT INC.
Item 9. Regulation FD Disclosure (Information furnished pursuant to Item 12.
"Disclosure of Results of Operations and Financial Condition")
On April 30, 2003, Kadant Inc. ("the Company") announced its
financial results for the fiscal quarter ended March 29, 2003. The full text of
the press release issued in connection with the announcement is attached as
Exhibit 99 to this Current Report on Form 8-K.
In addition to GAAP financial information, the Company has included
in its press release operating income (loss) and earnings (loss) per share data
on a non-GAAP basis for the first quarter of 2002. Management believes that
providing a reconciliation of its current GAAP results to non-GAAP historical
results will enable investors and analysts to better understand the Company's
performance from period to period.
In accordance with the procedural guidance in SEC Release No.
33-8216, the information in this Current Report on Form 8-K and Exhibit 99
attached hereto is being furnished under "Item 9. Regulation FD Disclosure"
rather than under "Item 12. Disclosure of Results of Operations and Financial
Condition." The information shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise
subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933 or the Exchange Act,
except as expressly set forth by specific reference in such a filing.
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KADANT INC.
SIGNATURE
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.
KADANT INC.
Date: April 30, 2003 By: /s/ Thomas M. O'Brien
--------------------------------------------------
Thomas M. O'Brien
Executive Vice President, Chief Financial Officer,
and Treasurer
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KADANT INC.
EXHIBIT INDEX
Exhibit
No. Description of Exhibit
- --------------------------------------------------------------------------------
99 Press Release dated April 30, 2003.
4
Exhibit 99
[LOGO] KADANT NEWS
AN ACCENT ON INNOVATION
One Acton Place, Suite 202
Acton, MA 01720
Investor contact: Thomas M. O'Brien, 978-776-2000
Media contact: GreatPoint Communications, 978-392-6866
Kadant Reports 2003 First Quarter Results
and Raises Guidance for the Year
ACTON, Mass., April 30, 2003 - For the first quarter of 2003, Kadant Inc.
(AMEX:KAI) reported GAAP net income of $3.0 million, or $.22 per diluted share,
versus a net loss of $34.1 million, or a loss of $2.79 per diluted share, in the
2002 period. Adjusted per share earnings in 2002, which exclude $.18 of
restructuring and unusual charges and a charge of $2.68 for the cumulative
effect of a change in accounting principle, were $.07. Revenues in the first
quarter of 2003 increased 19 percent to $51.4 million (including $2.1 million
from the favorable effect of currency translation), compared with $43.3 million
a year ago.
"We're pleased to begin the year with significant increases in earnings
and revenues," said William A. Rainville, chairman and chief executive officer
of Kadant. "Even without the currency exchange benefit, our revenues grew 14
percent over the same period last year - all internal growth. Furthermore, our
operating income rose to $4.6 million, compared with adjusted operating income
of $2.2 million in 2002, and quarterly bookings reached a three-year high of
$61.1 million, up 25 percent from last year (excluding the favorable effect of
currency exchange).
"The biggest contributor to our top-line performance was strong demand
in China for our stock-preparation systems used to produce recycled
containerboard. In our composite building products business, we reached a
milestone by achieving profitability during the quarter, with record sales of
our decking systems.
"We are particularly pleased with the increase in first quarter
bookings, which came entirely from our Papermaking Equipment segment. Orders for
stock-prep systems were strong due to nearly $16 million in equipment bookings
from China. We are also encouraged by increased orders for our papermaking
accessories and water-management products, primarily from customers in North
America and Europe.
"Based on our first quarter bookings, we expect to earn - on a GAAP
basis - from $.24 to $.26 per diluted share, on revenues of $53 to $55 million
in the second quarter of 2003. For the full year, we are raising our earlier
EPS and revenue guidance of $.80 to $.90 and $185 to $195 million, respectively.
We now expect to earn from $.84 to $.92 per diluted share, on revenues of $190
to $200 million for all of 2003, based on what we believe will be a strong first
half, but taking into account ongoing uncertainty in global markets."
Mr. Rainville added, "The changes we made last year to our operating
and financial structure are also contributing to our solid performance. We
believe that these actions, combined with our ongoing commitment to reinvest
in the business for long-term growth, are beginning to pay off."
-more-
Financial Highlights (unaudited)
(In thousands except per share amounts and percentages)
Three Months Ended
-------------------------------------
Consolidated Statement of Operations March 29, 2003 March 30, 2002(a)
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Revenues $ 51,375 $ 43,340
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Costs and Operating Expenses:
Cost of revenues 32,208 27,187
Selling, general, and administrative expenses 13,512 12,691
Research and development expenses 1,043 1,288
Restructuring and unusual costs - 3,637
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46,763 44,803
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Operating Income (Loss) 4,612 (1,463)
Interest Income 236 655
Interest Expense (17) (1,429)
Other Income - 47
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Income (Loss) Before Income Taxes and Cumulative Effect of Change
in Accounting Principle 4,831 (2,190)
Income Tax (Provision) Benefit (1,836) 831
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Income (Loss) Before Cumulative Effect of Change in Accounting Principle 2,995 (1,359)
Cumulative Effect of Change in Accounting Principle (net of income
tax benefit of $12,420) - (32,756)
-------------- --------------
Net Income (Loss) $ 2,995 $ (34,115)
============== ==============
Basic and Diluted Earnings (Loss) per Share Before Cumulative Effect of
Change in Accounting Principle $ .22 $ (.11)
============== ==============
Basic and Diluted Earnings (Loss) per Share $ .22 $ (2.79)
============== ==============
Weighted Average Shares
Basic 13,574 12,239
============== ==============
Diluted 13,767 12,239
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Three Months Ended
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Adjusted Diluted Earnings per Share March 29, 2003 March 30, 2002
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GAAP Diluted Earnings (Loss) per Share $ .22 $ (2.79)
Restructuring and Unusual Costs - .18
Cumulative Effect of Change in Accounting Principle - 2.68
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$ .22 $ .07
============== ==============
Three Months Ended
-------------------------------------
Business Segment Information March 29, 2003 March 30, 2002
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Revenues:
Pulp and Papermaking Equipment and Systems $ 45,557 $ 40,577
Composite and Fiber-based Products 5,818 2,763
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$ 51,375 $ 43,340
============== ==============
Gross Profit Margin:
Pulp and Papermaking Equipment and Systems 38% 39%
Composite and Fiber-based Products 32% 16%
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37% 37%
============== ==============
Operating Income (Loss):
Pulp and Papermaking Equipment and Systems $ 5,240 $ 1,883
Composite and Fiber-based Products 412 (2,473)
Corporate (1,040) (873)
-------------- --------------
$ 4,612 $ (1,463)
============== ==============
Adjusted Operating Income (Excludes Restructuring and Unusual Costs):
Pulp and Papermaking Equipment and Systems (b) $ 5,240 $ 3,881
Composite and Fiber-based Products (c) (d) 412 (834)
Corporate (1,040) (873)
-------------- --------------
$ 4,612 $ 2,174
============== ==============
-more-
Three Months Ended
-------------------------------------
Business Segment Information (continued) March 29, 2003 March 30, 2002
- --------------------------------------------------------------------------------------------------------------------------
Bookings:
Pulp and Papermaking Equipment and Systems $ 58,128 $ 43,744
Composite and Fiber-based Products 2,939 2,988
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$ 61,067 $ 46,732
============== ==============
Capital Expenditures:
Pulp and Papermaking Equipment and Systems $ 202 $ 332
Composite and Fiber-based Products 648 263
Corporate 3 -
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$ 853 $ 595
============== ==============
Three Months Ended
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Cash Flow and Other Data March 29, 2003 March 30, 2002
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Cash (Used in) Provided by Operations $ (1,040) $ 3,246
Depreciation and Amortization Expense 1,285 1,342
Balance Sheet Data March 29, 2003 Dec. 28, 2002
- --------------------------------------------------------------------------------------------------------------------------
Cash and Short-term Investments $ 44,977 $ 44,429
Short- and Long-term Debt 961 1,165
Net Cash 44,016 43,264
Shareholders' Investment 188,336 181,257
(a) Restated to reflect a transitional goodwill impairment charge recorded as a cumulative effect of change in accounting
principle in accordance with the adoption of SFAS No. 142, and the reclassification to other nonoperating income of an
extraordinary item resulting from repurchases of our subordinated convertible debentures in accordance with the
adoption of SFAS No. 145.
(b) Excludes restructuring and unusual costs of $1,998 in the 2002 period.
(c) Excludes restructuring and unusual costs of $1,639 in the 2002 period.
(d) Includes operating income of $84 in the 2003 period and an operating loss of $1,054 in the 2002 period from the
composite building products business.
Kadant will hold its earnings conference call on Thursday, May 1, 2003,
at 11 a.m. Eastern time. To listen, call 800-709-2159 within the U.S., or
973-582-2810 outside the U.S. You can also listen to the call live on the Web by
visiting www.kadant.com and clicking on "Investors." An audio archive of the
call will be available on our Web site until May 15, 2003.
Kadant Inc. is a leading supplier of a range of products for the global
papermaking and paper recycling industries, including stock-preparation
equipment, water-management systems, and papermaking accessories. We also
develop and manufacture composite building materials produced from recycled
fiber and plastic. Kadant, based in Acton, Massachusetts, reported $186 million
in revenues in 2002 and employs approximately 1,100 people worldwide. For more
information, please visit www.kadant.com.
The following constitutes a "Safe Harbor" statement under the Private
Securities Litigation Reform Act of 1995: This press release contains forward-
looking statements that involve a number of risks and uncertainties, including
forward-looking statements regarding our projected operating results, the future
performance of our businesses, and our use of cash in the future. Important
factors that could cause actual results to differ materially from those
indicated by such statements are set forth under the heading "Risk Factors" in
Kadant's annual report on Form 10-K for the fiscal year ended December 28, 2002.
These include risks and uncertainties relating to our dependence on the pulp and
paper industry; international sales and operations; competition; ability to
manufacture and distribute composite building products, and the seasonality in
sales and the long-term performance of such products; availability of raw
materials and exposure to commodity price fluctuations related to the
manufacture of composite and fiber-based products; acquisition strategy;
protection of patents and proprietary rights; fluctuations in quarterly
operating results; and obligations or other consequences arising from our
spinoff from Thermo Electron Corporation. We undertake no obligation to
publicly update any forward-looking statement, whether as a result of new
information, future events, or otherwise.
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