Universal Electronics Inc., Form 8-K
Table of Contents

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report:  October 28, 2003

UNIVERSAL ELECTRONICS INC.

(Exact name of Registrant as specified in its charter)

Commission File Number: 0-21044

     
Delaware   33-0204817

 
(State or other jurisdiction
of incorporation or organization)
  (I.R.S. Employer
Identification No.)

6101 Gateway Drive
Cypress, California 90630
(Address of principal executive offices, with Zip Code)

(714) 820-1000
(Registrant’s telephone number, including area code):

 


TABLE OF CONTENTS

Item 7. Financial Statements and Exhibits
Item 9. Regulation FD Disclosure
SIGNATURES
INDEX TO EXHIBITS
EXHIBIT 99.1


Table of Contents

Item 7. Financial Statements and Exhibits

(c) EXHIBITS

     99.1 Press Release dated October 28, 2003.

Item 9. Regulation FD Disclosure

The information herein is being furnished under Item 12 of Form 8-K. On October 28, 2003, Universal Electronics Inc., a Delaware corporation (“UEI”), announced its financial results for the quarter and nine months ended September 30, 2003. A copy of UEI’s press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated by reference herein.

The press release furnished as an exhibit to this report includes “safe harbor” language, pursuant to the Private Securities Litigation Reform Act of 1995, indicating that certain statements about UEI’s business contained in the press release are “forward-looking” rather than “historic.”

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.

         
    Universal Electronics Inc.
         
Date:  October 28, 2003   By:   /s/ Mark Z. Belzowski
        Mark Z. Belzowski
Vice President and Chief Financial Officer (Principal Financial Officer)

INDEX TO EXHIBITS

     
Exhibit Number   Description

 
99.1   Press Release dated October 28, 2003

 

exv99w1
 

Exhibit 99.1

     
(LOGO)  

Contacts: Paul Arling (UEI) 714.820.1000
Mark Belzowski (UEI) 714.820.1000
Lillian Armstrong (IR Agency) 415.433.3777
     
    www.uei.com

UNIVERSAL ELECTRONICS REPORTS THIRD QUARTER 2003 FINANCIAL RESULTS

- Sales Increased 17% and Operating Income Increased 33% Compared to Third Quarter 2002 -

     CYPRESS, CA – October 28, 2003 – Leading wireless technology provider Universal Electronics Inc. (UEI; NASDAQ: UEIC) today announced financial results for the quarter and nine month period ended September 30, 2003.

     For the third quarter of fiscal 2003, Universal Electronics Inc. reported net sales of $30.3 million, compared to $26.0 million in the third quarter of 2002, an increase of 17%. Operating income increased by 33% during the third quarter 2003 to $2.4 million. Net income was $1.7 million for the third quarter 2003 compared to $1.9 million in the third quarter of 2002. This was due to an unusually low tax rate of 6% for the third quarter of 2002, resulting from a decrease in the estimated 2002 annual tax rate from 35% to 24%. The estimated annual effective tax rate for 2003 is 34%. Earnings per diluted share for the quarter ended September 30, 2003 were $0.12, compared to $0.13 per diluted share in the prior year’s quarter.

     Net sales for the nine-month period ended September 30, 2003 were $84.9 million compared to $74.0 million for the first nine months of 2002. Net income for the first nine months of 2003 was $3.8 million, or $0.27 per diluted share compared to $3.9 million, or $0.27 per diluted share for the same period last year.

     Paul Arling, UEI’s chairman and chief executive officer, stated, “UEI’s continued success is a result of a combination of efforts. Our revenues in the third quarter were driven by growth in our retail and OEM sales and our cable sales trended upward sequentially. We garnered design wins in the

 


 

quarter with a number of market leaders across the board, demonstrating success in our goal of building our customer base and product portfolio. UEI is well placed with its strong product portfolio and solid corporate infrastructure to capitalize on new market trends and further the progress made already in 2003.”

     Rob Lilleness, UEI’s president and chief operating officer, commented, “We continue to develop solutions in our product portfolio that meet existing customer needs, while at the same time explore new areas of growth. An example would be our Kameleon line of products that deliver touch screen interface with intelligent illumination of function keys at a revolutionary sub $100 price point. We anticipate rounding out 2003 by reporting successes in achieving our goals of satisfying the ever evolving needs of our core customers, capturing new customers in new markets, and advancing existing products like Atlas, Kameleon and Nevo.”

     Mark Belzowski, UEI’s chief financial officer, added, “This quarter, UEI generated $6.8 million in net cash flow. As a result, we increased our balance sheet strength, weighing in at $52.1 million in cash and cash equivalents at the end of the quarter. UEI continues to move steadily forward, fortifying its foundation while working to achieve increased shareholder value.”

     UEI’s management team will hold a conference call today, Tuesday, October 28, 2003 at 4:30 p.m. Eastern Time to review results and hold a question and answer session for callers. To participate call 1-800-622-9917 ten minutes prior to start time. International dialers call 1-706-645-0366. The live call can also be accessed via the Internet through UEI’s web site at www.uei.com. If you are unable to participate, a replay will be available beginning at 8:00 p.m. Eastern Time on October 28, 2003 for 48 hours. To access, please dial 1-800-642-1687 and reservation number 3176676 and international dial-in 1-706-645-9291. The replay can also be heard at www.uei.com for twelve months.

     Any additional or updated material, non-public information that might be discussed during the call will be provided on the company’s web site at www.uei.com shortly after the call and will be retained there for at least twelve months.

 


 

About Universal Electronics Inc.
Universal Electronics Inc., based in Southern California, develops firmware, software and turnkey solutions designed to enable consumers to wirelessly connect, control and interact with an increasingly complex home environment. The company’s primary markets include original equipment manufacturers (OEMs) in consumer electronics and personal computing, as well as multiple system operators in the cable and satellite subscription broadcasting markets. Over the past 16 years, the company has developed a broad portfolio of patented technologies and the industry’s leading database of home connectivity software that it licenses to its customers, including many leading Fortune 500 companies. In addition, UEI sells its universal wireless control products to distributors and retailers in Europe, Asia, Latin America and Australia under the One For All® brand name. More information about UEI can be obtained at http://www.uei.com/.

Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements that involve a number of risks and uncertainties. Among the factors that could cause actual results to differ materially from those expressed herein are the following: the failure of the company’s business lines to grow and expand in the manner anticipated by the company’s management; the failure of the company’s customers to grow and expand as anticipated by the company’s management; the effects of natural or other events beyond the company’s control, including factors that increase the cost of manufacturing and/or delivering the company’s products; the domestic and global economic environments’ effect on the company and its customers; the growth of, acceptance of and the demand for the company’s products and technologies in various markets and geographical regions, including the computing, cable, satellite, consumer electronics, retail and interactive TV and home automation industries, not materializing as believed by the company’s management; the inability of the company to continue to maintain its operating costs at acceptable levels through its cost containment efforts; the continued strength of the company’s balance sheet including the ability to obtain payments from its customers on a timely basis; the inability of the company to continue selling its products or licensing its technologies at higher or profitable margins throughout 2003 and beyond; the failure of the various markets and industries to grow or emerge as rapidly or as successfully as believed by the company’s management; the inability of the company to obtain orders or maintain its order volume with its new and existing customers; the possible dilutive effect the company’s stock option programs may have on the company’s EPS and stock price; the inability of the company to continue to obtain adequate quantities of component parts or secure adequate factory production capacity on a timely basis; and other factors listed from time to time in the company’s press releases and SEC filings. The company undertakes no obligation to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.

 


 

UNIVERSAL ELECTRONICS INC.
CONSOLIDATED BALANCE SHEETS

(In thousands)
(Unaudited)

                         
            September 30,   December 31,
            2003   2002
           
 
       
ASSETS
               
Current assets:
               
   
Cash and cash equivalents
  $ 52,088     $ 18,064  
   
Short-term investments
          22,500  
   
Accounts receivable, net
    27,989       26,307  
   
Inventories
    18,979       16,046  
   
Prepaid expenses and other current assets
    1,220       1,123  
   
Income tax receivable
    1,634       2,234  
   
Deferred income taxes
    1,920       1,920  
   
 
   
     
 
       
Total current assets
    103,830       88,194  
Equipment, furniture and fixtures, net
    3,520       3,383  
Goodwill
    2,961       2,961  
Intangible assets, net
    3,326       3,682  
Other assets
    781       739  
Deferred income taxes
    1,057       1,057  
   
 
   
     
 
       
Total assets
  $ 115,475     $ 100,016  
   
 
   
     
 
       
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
   
Accounts payable
  $ 10,851     $ 7,795  
   
Accrued income taxes
    3,912       2,407  
   
Accrued compensation
    2,164       1,253  
   
Other accrued expenses
    7,815       5,324  
   
 
   
     
 
       
Total current liabilities
    24,742       16,779  
Stockholders’ equity:
               
 
Common stock
    164       160  
 
Paid-in capital
    74,832       71,322  
   
Accumulated other comprehensive income (loss)
    (1,256 )     (1,740 )
   
Retained earnings
    33,720       29,912  
   
Deferred stock-based compensation
    (84 )     (147 )
   
Common stock held in treasury
    (16,643 )     (16,270 )
   
 
   
     
 
     
Total stockholders’ equity
    90,733       83,237  
   
 
   
     
 
     
Total liabilities and stockholders’ equity
  $ 115,475     $ 100,016  
   
 
   
     
 

 


 

UNIVERSAL ELECTRONICS INC.
CONSOLIDATED INCOME STATEMENTS

(In thousands, except per share amounts)
(Unaudited)

                                   
      Three Months Ended   Nine Months Ended
      September 30,   September 30,
     
 
      2003   2002   2003   2002
     
 
 
 
Net sales
  $ 30,300     $ 26,004     $ 84,931     $ 74,005  
Cost of sales
    18,467       15,975       52,111       43,703  
 
   
     
     
     
 
Gross profit
    11,833       10,029       32,820       30,302  
Research and Development
    1,201       1,116       3,541       3,275  
Selling, general and administrative expenses
    8,242       7,118       24,006       22,530  
 
   
     
     
     
 
Operating income
    2,390       1,795       5,273       4,497  
Interest income, net
    106       166       401       438  
Other income, net
    29       20       95       243  
 
   
     
     
     
 
Income before income taxes
    2,525       1,981       5,769       5,178  
Provision for income taxes
    (858 )     (124 )     (1,961 )     (1,243 )
 
   
     
     
     
 
Net income
  $ 1,667     $ 1,857     $ 3,808     $ 3,935  
 
   
     
     
     
 
Earnings per share:
                               
 
Basic
  $ 0.12     $ 0.13     $ 0.28     $ 0.28  
 
   
     
     
     
 
 
Diluted
  $ 0.12     $ 0.13     $ 0.27     $ 0.27  
 
   
     
     
     
 
Shares used in computing earnings per share:
                               
 
Basic
    13,751       13,836       13,648       13,865  
 
   
     
     
     
 
 
Diluted
    14,145       14,046       13,937       14,311  
 
   
     
     
     
 

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