View:
- --------------------------------------------------------------------------------
UNITED STATES
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 8, 2007
THE MIDDLEBY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-9973 36-3352497
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
1400 Toastmaster Drive, Elgin, Illinois 60120
(Address of Principal Executive Offices) (Zip Code)
(847) 741-3300
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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 March 8, 2007, The Middleby Corporation issued a press
release announcing its financial results for the quarter ended December 30,
2006. A copy of that press release is furnished as Exhibit 99.1 and incorporated
herein by reference.
The information furnished pursuant to this Current Report on
Form 8-K (including the exhibit hereto) shall not be considered "filed" under
the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by
reference into future filings by the Company under the Securities Act of 1933,
as amended, or under the Securities Exchange Act of 1934, as amended, unless the
Company expressly sets forth in such future filing that such information is to
be considered "filed" or incorporated by reference therein.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
- ----------- --------------------------------------------------------------
Exhibit 99.1 Press release dated March 8, 2007 of The Middleby Corporation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
THE MIDDLEBY CORPORATION
Dated: March 8, 2007 By: /s/ Timothy J. FitzGerald
---------------------------
Timothy J. FitzGerald
Vice President and
Chief Financial Officer
Exhibit Index
-------------
Exhibit No. Description
- ----------- --------------------------------------------------------------
Exhibit 99.1 Press release dated March 8, 2007 of The Middleby Corporation.
EXHIBIT 99.1
The Middleby Corporation Reports Record Fourth Quarter Results
ELGIN, Ill.--(BUSINESS WIRE)--March 8, 2007--The Middleby
Corporation (NASDAQ:MIDD), a leading worldwide manufacturer of
restaurant and foodservice cooking equipment, today reported record
net sales and earnings for the fourth quarter ended December 30, 2006.
Net earnings for the fourth quarter were $11,059,000 or $1.34 per
share on net sales of $98,294,000 as compared to the prior year fourth
quarter net earnings of $7,233,000 or $0.88 per share on net sales of
$76,930,000. Net earnings for the fiscal year ended December 30, 2006
were $42,377,000 or $5.13 per share on net sales of $403,131,000 as
compared to net earnings of $32,178,000 or $3.98 per share on net
sales of $316,668,000 in the prior year.
Fourth Quarter Financial Highlights
-- Net sales rose 27.8% in the fourth quarter. The net sales
increase in the fourth quarter reflects the impact of
acquisitions, which accounted for 14.5% of sales growth for
the quarter. Excluding acquisitions, sales rose 13.3% in the
fourth quarter, resulting from new product sales and continued
growth in restaurant chain business.
-- Operating income increased by 53.2% to $20,453,000 from
$13,348,000, reflecting the benefit of increased sales. As a
percentage of sales, operating income increased to 20.8% from
17.4 % in the prior year, reflecting the impact of increased
operating leverage on higher sales levels. Operating margins
also improved from 20.4% in the third quarter of 2006
reflecting continued improvements in profitability resulting
from integration initiatives associated with the Alkar
RapidPak business unit acquired in December 2005.
-- The company began expensing stock options during the first
quarter of 2006 as a result of the adoption of Statement of
Financial Accounting Standards ("SFAS") No. 123r: "Accounting
for Stock Based Compensation", resulting in an increase to
general and administrative expenses of $238,000 and $1,081,000
during the 2006 fourth quarter and full year, respectively.
The corresponding reduction to net earnings amounted to
$168,000 or $0.02 per share for the quarter and $754,000 or
$0.09 per share for the entire year. No such expense was
recorded during the comparative periods in 2005.
-- Net interest expense increased to $1,487,000 in the fourth
quarter as compared to $1,374,000 in the prior year quarter as
increased interest rates offset the favorable impact of
reduced debt levels.
-- Operating cash flows were utilized to reduce total debt by
$14,427,000 during the fourth quarter to $82,802,000 as
compared to $97,229,000 at the end of the third quarter of
2006 and $121,595,000 at the beginning of the year. The net
reduction in debt for the year is inclusive of approximately
$8.6 million of debt incurred to fund the acquisition of
Houno, which was completed during the third quarter of 2006.
Selim A. Bassoul Chairman and Chief Executive Officer said, "We
were pleased with the results of the fourth quarter of 2006 and the
full year. We realized sales and earnings growth at each of our brands
for the quarter and the year. We introduced numerous new and
innovative products which contributed to this growth. As we move into
2007, we remain excited about the pipeline of new products focused on
speed of cooking, energy savings, and automation."
Mr. Bassoul further commented, "We were also pleased with the
continuing progress made at our acquisitions. In 2006, we realized
significant improvement in profitability at our Alkar Rapidpak
business unit acquired in December 2005. We have more than doubled the
operating margins at Alkar Rapidpak during the first year and are on
track with our profitability targets at this division."
Mr. Bassoul continued, "We also made progress at our most recent
acquisition, Houno A/S, which we acquired late in the third quarter of
2006. The acquisition enables Middleby to further advance its cooking
technologies and expand its product offerings in the growing
combi-oven market, a market which exceeds $400 million worldwide. At
this unit, we are focused on completing development of a new line of
combi-ovens which are due to be released in the second half of 2007."
Mr. Bassoul concluded, "We also recently announced the acquisition
of Jade Products Company from Maytag Corporation. This acquisition,
due to close on April 2, 2007, further strengthens Middleby's position
in ranges and ovens with a leading industry brand. As we progress into
2007, we will continue to pursue acquisitions of leading brands and
technologies in the commercial foodservice and food processing
industries."
Conference Call
A conference call will be held at 11:00 a.m. Eastern time on
Friday, March 9 and can be accessed by dialing (800) 367-5339 and
providing conference code 1998398 or through the investor relations
section of The Middleby Corporation website at www.middleby.com. A
digital replay of the call will be available approximately one half
hour after its completion and can be accessed by calling (800)
642-1687 and providing code 1998398. A transcript of the call will
also be posted to the company's website.
Statements in this press release or otherwise attributable to the
company regarding the company's business which are not historical fact
are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
The company cautions investors that such statements are estimates of
future performance and are highly dependent upon a variety of
important factors that could cause actual results to differ materially
from such statements. Such factors include volatility in earnings
resulting from goodwill impairment losses; variability in financing
costs; quarterly variations in operating results; dependence on key
customers; international exposure; foreign exchange and political
risks affecting international sales; protection of trademarks,
copyrights and other intellectual property; changing market
conditions; the impact of competitive products and pricing; the timely
development and market acceptance of the company's products; the
availability and cost of raw materials; and other risks detailed
herein and from time-to-time in the company's SEC filings.
The Middleby Corporation is a global leader in the foodservice
equipment industry. The company develops, manufactures, markets and
services a broad line of equipment used for cooking and food
preparation in commercial restaurants, institutional kitchens and food
processing operations throughout the world. The company's leading
equipment brands include Alkar(R), Blodgett(R), Blodgett Combi(R),
Blodgett Range(R), CTX(R), Houno(R), MagiKitch'n(R), Middleby
Marshall(R), Nu-Vu(R), Pitco Frialator(R), RapidPak(R), Southbend(R),
and Toastmaster(R). Middleby's international subsidiary, Middleby
Worldwide, is a leading exporter and distributor of foodservice
equipment in the global marketplace. Middleby's international
manufacturing subsidiary, Middleby Philippines Corporation, is a
leading supplier of specialty equipment in the Asian markets.
For further information about Middleby, visit www.middleby.com.
THE MIDDLEBY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
- ----------------------------------------------------------------------
(Amounts in 000's, Except Per Share Information)
(Unaudited)
Three Months Ended Fiscal Year Ended
4th Qtr, 2006 4th Qtr, 2005 2006 2005
------------- ------------- ----------- -----------
Net sales $98,294 $76,930 $403,131 $316,668
Cost of sales 59,243 47,411 246,254 195,015
------------- ------------- ----------- -----------
Gross profit 39,051 29,519 156,877 121,653
Selling &
distribution
expense 9,470 8,109 40,371 33,772
General &
administrative
expense 9,128 8,062 39,605 29,909
------------- ------------- ----------- -----------
Income from
operations 20,453 13,348 76,901 57,972
Interest expense
and deferred
financing
amortization, net 1,487 1,374 6,932 6,437
Other expense, net 126 90 161 137
------------- ------------- ----------- -----------
Earnings before
income taxes 18,840 11,884 69,808 51,398
Provision for
income taxes 7,781 4,651 27,431 19,220
------------- ------------- ----------- -----------
Net earnings $11,059 $7,233 $42,377 $32,178
============= ============= =========== ===========
Net earnings per
share:
Basic $1.44 $0.96 $5.54 $4.28
============= ============= =========== ===========
Diluted $1.34 $0.88 $5.13 $3.98
============= ============= =========== ===========
Weighted average
number shares:
Basic 7,688 7,559 7,643 7,514
============= ============= =========== ===========
Diluted 8,263 8,193 8,259 8,093
============= ============= =========== ===========
THE MIDDLEBY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
- ----------------------------------------------------------------------
(Amounts in 000's)
(Unaudited)
Dec. 30, Dec. 31,
2006 2005
----------- -----------
ASSETS
Cash and cash equivalents $3,534 $3,908
Accounts receivable, net 51,580 38,552
Inventories, net 47,292 40,989
Other current assets 3,289 4,513
Prepaid taxes 2,385 3,354
Deferred tax assets 10,851 10,319
----------- -----------
Total current assets 118,931 101,635
Property, plant and equipment, net 28,534 25,331
Goodwill 101,258 98,757
Other intangibles 35,306 35,498
Other assets 2,249 2,697
----------- -----------
Total assets $286,278 $263,918
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current maturities of long-term debt $16,838 $13,780
Accounts payable 19,689 17,576
Accrued expenses 70,892 62,689
----------- -----------
Total current liabilities 107,419 94,045
Long-term debt 65,964 107,815
Long-term deferred tax liability 5,867 8,207
Other non-current liabilities 6,455 5,351
Shareholders' equity 100,573 48,500
----------- -----------
Total liabilities and shareholders' equity $286,278 $263,918
=========== ===========
CONTACT: The Middleby Corporation
Darcy Bretz, Investor and Public Relations, 847-429-7756
or
Timothy FitzGerald, Chief Financial Officer, 847-429-7744