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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 (date of earliest event reported): February 17, 2005

UNIVERSAL ELECTRONICS INC.

(Exact name of Registrant as specified in its charter)
     
Delaware
(State or other jurisdiction
of incorporation or organization)
  33-0204817
(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):

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:

o Written communications pursuant to Rule 425 under the Securities Act

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act



 


TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition
Item 9.01 Financial Statements and Exhibits
SIGNATURES
INDEX TO EXHIBITS
EXHIBIT 99.1


Table of Contents

Item 2.02 Results of Operations and Financial Condition

         Press Release Dated February 17, 2005 – Universal Electronics Reports Strong Fourth Quarter and Year-end 2004 Financial Results

Item 9.01 Financial Statements and Exhibits

(c)    Exhibits

         99.1 Press Release dated February 17, 2005.

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: February 17, 2005  By:   /s/ Bernard J. Pitz    
    Bernard J. Pitz   
    Senior Vice President and Chief Financial Officer (Principal Financial Officer)   
 

INDEX TO EXHIBITS

     
Exhibit Number   Description
99.1
  Press Release dated February 17, 2005

 

exv99w1
 

Exhibit 99.1

(UNIVERSAL ELECTRONICS LOGO AND NEWS RELEASE)

Contacts: Paul Arling (UEI) 714.820.1000
Kirsten Chapman (IR Agency) 415.433.3777

UNIVERSAL ELECTRONICS REPORTS STRONG FOURTH QUARTER AND
YEAR-END 2004 FINANCIAL RESULTS

- Annual Net Sales Grew 31 Percent and Net Income Increased 45 Percent Compared to 2003 -

CYPRESS, CA – February 17, 2005 – Leading wireless technology developer Universal Electronics Inc. (UEI; NASDAQ: UEIC) today announced financial results for the fourth quarter and year ended December 31, 2004.

     Net sales for the fourth quarter of 2004 were $51.7 million compared to $35.5 million for the same quarter last year. The $16.2 million increase in sales from fourth quarter 2003 to fourth quarter 2004 was primarily attributable to original equipment manufacturer (OEM) sales both in the United States and abroad. Operating income increased 74 percent during the fourth quarter 2004 to $5.7 million. Net income for the 2004 fourth quarter was $3.7 million, or $0.26 per diluted share, compared to $2.5 million, or $0.17 per diluted share, for the fourth quarter of 2003.

     Net sales for the year-ended December 31, 2004 were $158.4 million compared to $120.5 million for the year ended December 31, 2003. Operating income increased to $13.5 million and grew 58 percent compared to last year. Net income for the year 2004 was $9.1 million, or $0.65 per diluted share, compared to $6.3 million, or $0.45 per diluted share, for the year 2003.

     “2004 was a year of strong revenue and earnings growth for UEI,” stated Paul Arling, the company’s chairman and chief executive officer. “Net sales in the fourth

 


 

quarter increased 46 percent from last year as a result of strong retail sales, growth in our worldwide OEM business and the continued strengthening of customer relationships across our entire business. As we look toward the future, our broadening technology base combined with the acquisition of SimpleDevices, illustrates the lead our technologies have in today’s home.”

     “Our successful execution of our sales, operational and product plans led to our strong growth in 2004,” said Rob Lilleness, UEI’s president and chief operating officer. “In 2005, we are excited about leveraging our industry-leading connectivity software and intellectual property to continue to expand in our core market. In addition, we will introduce customizable and digital media solutions into the custom installer marketplace with our NevoSL product, which we unveiled at the International Consumer Electronics Show in January.”

     Bernie Pitz, UEI’s chief financial officer, added, “In 2004, despite the repurchase of 495,000 shares for approximately $6.7 million, our investment in technology and the acquisition of SimpleDevices in October for $12.5 million, we closed the year with $42.5 million in cash and cash equivalents. In addition, our gross margin remained on target at 39.1 percent for the fourth quarter and 38.9 percent for the full year 2004.”

Conference Call Information:
UEI’s management team will hold a conference call today, Thursday February 17, 2005 at 1:30 p.m. Pacific Time to review year-end 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 Universal’s Web site at www.uei.com. If you are unable to participate, a replay will be available beginning at 7:30 p.m. Eastern Time on February 17, 2005 until

 


 

11:59 p.m. Eastern Time on February 21, 2005. To access, please dial 1-800-642-1687 and international 706-645-9291, reservation number 3443774. The web cast replay will be available at www.uei.com.

About Universal Electronics
Universal Electronics Inc., based in Southern California, develops firmware and turnkey solutions as well as software 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 and other audio/visual accessories through its European headquarters in The Netherlands, and to distributors and retailers in Europe, Asia, Latin America, South Africa and Australia/New Zealand 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 strength of the Euro as compared to the U.S. Dollar continuing in a manner similar to that experienced during 2004; the growth of, acceptance of and the demand for the company’s products and technologies, including new products such as NevoSL, in various markets and geographical regions, including the computing, cable, satellite, consumer electronics, OEM, retail and interactive TV and home automation industries, not materializing as believed by the company’s management; the company’s inability to add profitable complementary products which are accepted by the market place; the inability by the company to continue to maintain its operating costs at acceptable levels through its cost containment efforts; the company’s European subsidiaries continuing to grow and expand its product lines as in the past; 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 2005 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 effect of factors(including domestic and global economic environments and natural and other events) beyond the company’s control that increase the cost of manufacturing and/or delivering the company’s products; the inability of the company to deliver the NevoSL at the time and in the quantities anticipated by the company’s management, or 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.

- Tables Follow -

 


 

UNIVERSAL ELECTRONICS INC.
CONSOLIDATED BALANCE SHEETS

(In thousands)
(Unaudited)

                 
    December 31,     December 31,  
    2004     2003  
ASSETS
               
Current assets:
               
Cash and cash equivalents
  $ 42,472     $ 58,481  
Accounts receivable, net
    38,763       30,501  
Inventories
    23,862       19,386  
Prepaid expenses and other current assets
    1,907       1,108  
Income tax receivable
    1,158       1,167  
Deferred income taxes
    3,216       2,544  
Total current assets
    111,378       113,187  
 
           
Equipment, furniture and fixtures, net
    3,732       3,475  
Goodwill
    10,655       3,348  
Intangible assets, net
    6,550       3,431  
Other assets
    2,935       1,445  
Deferred income taxes
    5,035       1,281  
 
           
Total assets
  $ 140,285     $ 126,167  
 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Accounts payable
  $ 17,559     $ 13,754  
Accrued income taxes
    4,370       4,504  
Accrued compensation
    5,914       2,923  
Other accrued expenses
    8,454       9,815  
 
           
Total current liabilities
    36,297       30,996  
Long term liabilities Deferred income taxes
    107       0  
 
           
Total liabilities
    36,404       30,996  
Stockholders’ equity:
               
Common stock
    166       164  
Paid-in capital
    78,872       75,805  
Accumulated other comprehensive income (loss)
    3,571       298  
Retained earnings
    45,293       36,179  
Deferred stock-based compensation
    (168 )     (42 )
Common stock held in treasury
    (23,853 )     (17,233 )
 
           
Total stockholders’ equity
    103,881       95,171  
 
           
Total liabilities and stockholders’ equity
  $ 140,285     $ 126,167  
 
           

 


 

UNIVERSAL ELECTRONICS INC.
CONSOLIDATED INCOME STATEMENTS

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

                                 
    Three Months Ended     Twelve Months Ended  
    December 31,     December 31,  
    2004     2003     2004     2003  
Net sales
  $ 51,711     $ 35,537     $ 158,380     $ 120,468  
Cost of sales
    31,467       22,057       96,800       74,168  
 
                       
Gross profit
    20,244       13,480       61,580       46,300  
Research and Development
    1,533       1,159       5,625       4,700  
Selling, general and administrative expenses
    12,964       9,020       42,415       33,026  
 
                       
Operating expenses
    14,497       10,179       48,040       37,726  
 
                       
Operating income
    5,747       3,301       13,540       8,574  
Interest income, net
    (198 )     (182 )     (723 )     (583 )
Other (income)expense, net
    483       (243 )     540       (338 )
 
                       
Income before income taxes
    5,462       3,726       13,723       9,495  
Provision for income taxes
    (1,742 )     (1,267 )     (4,609 )     (3,228 )
 
                       
Net income
  $ 3,720     $ 2,459     $ 9,114     $ 6,267  
 
                       
Earnings per share:
                               
Basic
  $ 0.27     $ 0.18     $ 0.67     $ 0.46  
 
                       
Diluted
  $ 0.26     $ 0.17     $ 0.65     $ 0.45  
 
                       
Shares used in computing earnings per share:
                               
Basic
    13,580       13,835       13,567       13,703  
 
                       
Diluted
    14,206       14,187       14,100       14,007  
 
                       

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