SEC Filing Html Data
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 the earliest event reported)
February 27, 2019
CompX International Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-13905
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57-0981653
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(State or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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5430 LBJ Freeway, Suite 1700, Dallas, Texas
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75240-2697
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
(972) 448-1400
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(Former name or former address, if changed since last report.)
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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 (see General Instruction A.2):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 |
Results of Operations and Financial Condition.
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The registrant hereby furnishes the information set forth in its press release entitled “CompX Reports Fourth Quarter 2018
Results” that the registrant issued on February 27, 2019, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The press release the registrant furnishes as Exhibit 99.1 to this current report is not deemed “filed” for purposes of
section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the U.S. Securities and Exchange Commission shall not incorporate this
information by reference, except as otherwise expressly stated in such filing.
Item 7.01 Regulation FD Disclosures.
The registrant hereby furnishes the information set forth in its press release entitled “CompX Declares Regular Quarterly
Dividend” that the registrant also issued on February 27, 2019, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference.
The press release the registrant furnishes as Exhibit 99.2 to this current report is not “filed” for purposes of section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the U.S. Securities and Exchange Commission shall not incorporate this
information by reference, except as otherwise expressly stated in such filing.
| Item 9.01 |
Financial Statements and Exhibits.
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(d)
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Exhibits
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Item No.
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Description
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99.1
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99.2
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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.
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CompX International Inc.
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(Registrant)
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By: /s/ Gregory M. Swalwell
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Date: February 27, 2019
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Gregory M. Swalwell,
Executive Vice President
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PRESS RELEASE
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FOR IMMEDIATE RELEASE:
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CONTACT:
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CompX International Inc.
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Janet G. Keckeisen
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5430 LBJ Freeway, Suite 1700
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Investor Relations
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Dallas, Texas 75240
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Tel. 972-233-1700
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DALLAS, TEXAS …February 27, 2019 … CompX International Inc. (NYSE
American: CIX) announced today sales of $27.4 million for the fourth quarter of 2018 compared to $25.1 million in the same period of 2017. Operating income was $2.9 million in the fourth quarter of 2018 compared to $2.7 million in the same
period of 2017. Net income was $2.7 million, or $0.22 per diluted share, for the fourth quarter of 2018 compared to $4.3 million, or $0.34 per diluted share, in the
same period of 2017. Net income in the 2017 period includes the impact of a fourth quarter $1.9 million non-cash deferred income tax benefit ($0.15 per diluted share) related to the revaluation of the Company’s net deferred income tax liability
resulting from the reduction in the U.S. federal corporate income tax rate enacted into law on December 22, 2017.
Net sales for the year ended December 31, 2018 were $118.2 million compared to $112.0 million in the previous year. Operating income was $17.8 million for the year ended December 31, 2018 compared to $15.2 million for 2017.
Net income for the year ended December 31, 2018 was $15.3 million, or $1.23 per diluted share, compared to $13.2 million (including the 2017 tax benefit noted above), or $1.06 per diluted share, for the year ended December 31, 2017.
Net sales increased in the fourth quarter and for the full year of 2018 compared to the same periods in 2017 primarily due to higher Marine
Component sales volumes to manufacturers of ski/wakeboard boats and larger center-console boats, and to a lesser extent higher Security Products sales to certain markets, particularly transportation and office furniture. Operating income for the fourth quarter of 2018 was comparable to the fourth quarter of 2017. For the full year of 2018, operating income increased over 2017 primarily due to improved fixed
cost leverage facilitated by higher production volumes for each of our business segments.
CompX is a leading manufacturer of security products and recreational marine components. It operates from four locations in the U.S. and
employs approximately 550 people.
Forward-Looking Statements
The statements in this press release relating to matters that are not historical facts are forward-looking statements that represent
management’s belief and assumptions based on currently available information. Although CompX believes the expectations reflected in such forward-looking statements are reasonable, it cannot give any assurances that these expectations will be
correct. Such statements, by their nature, involve substantial risks and uncertainties that could significantly impact expected results, and actual future results could differ materially from those predicted. While it is not possible to identify
all factors, CompX continues to face many risks and uncertainties. The factors that could cause our actual future results to differ materially include, but are not limited to, the following:
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Future demand for our products,
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Changes in our raw material and other operating costs (such as zinc, brass, aluminum, steel and energy costs) and our
ability to pass those costs on to our customers or offset them with reductions in other operating costs,
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Price and product competition from low-cost manufacturing sources (such as China),
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The impact of pricing and production decisions,
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Customer and competitor strategies including substitute products,
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Uncertainties associated with the development of new products and product features,
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Future litigation,
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Our ability to protect or defend our intellectual property rights,
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Potential difficulties in integrating future acquisitions,
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Decisions to sell operating assets other than in the ordinary course of business,
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Environmental matters (such as those requiring emission and discharge standards for existing and new facilities),
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The ultimate outcome of income tax audits, tax settlement initiatives or other tax matters, including tax reform,
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The impact of current or future government regulations (including employee healthcare benefit related regulations),
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General global economic and political conditions that introduce instability into the U.S. economy (such as changes in
the level of gross domestic product in various regions of the world),
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Operating interruptions (including, but not limited to labor disputes, hazardous chemical leaks, natural disasters,
fires, explosions, unscheduled or unplanned downtime, transportation interruptions and cyber attacks); and
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Possible disruption of our business or increases in the cost of doing business resulting from terrorist activities or
global conflicts.
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Should one or more of these risks materialize (or the consequences of such development worsen), or should the underlying assumptions prove
incorrect, actual results could differ materially from those currently forecasted or expected. CompX disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of changes in information, future events
or otherwise.
* * * * *
COMPX INTERNATIONAL INC.
SUMMARY CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share amounts)
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Three months ended
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Year ended
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December 31,
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December 31,
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2017
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2018
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2017
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2018
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(Unaudited)
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Net sales
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$
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25.1
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$
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27.4
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$
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112.0
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$
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118.2
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Cost of goods sold
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17.7
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19.5
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77.2
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79.9
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Gross profit
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7.4
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7.9
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34.8
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38.3
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Selling, general and administrative expense
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4.7
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5.0
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19.6
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20.5
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Operating income
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2.7
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2.9
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15.2
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17.8
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Interest income
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0.6
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0.8
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2.0
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2.7
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Income before taxes
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3.3
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3.7
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17.2
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20.5
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Provision for income taxes (benefit)
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(1.0
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)
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1.0
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4.0
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5.2
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Net income
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$
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4.3
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$
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2.7
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$
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13.2
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$
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15.3
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Basic and diluted net income
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per common share
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$
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0.34
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$
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0.22
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$
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1.06
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$
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1.23
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Weighted average diluted common
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shares outstanding
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12.4
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12.4
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12.4
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12.4
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COMPX INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
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December 31,
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December 31,
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2017
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2018
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Assets
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Current assets:
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Cash and equivalents
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$
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29.7
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$
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45.4
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Accounts receivable, net
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10.4
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12.1
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Inventories, net
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15.4
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17.1
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Prepaid expenses and other
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0.9
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1.7
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Total current assets
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56.4
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76.3
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Note receivable from affiliate
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38.2
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34.0
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Goodwill
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23.7
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23.7
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Net property and equipment
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32.1
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31.8
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Other noncurrent
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0.6
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0.6
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Total assets
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$
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151.0
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$
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166.4
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Liabilities and Stockholders’ Equity
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Current liabilities:
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Accounts payable and accrued liabilities
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$
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10.8
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$
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12.5
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Income taxes
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0.5
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1.2
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Total current liabilities
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11.3
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13.7
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Deferred income taxes
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3.1
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3.2
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Stockholders’ equity
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136.6
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149.5
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Total liabilities and stockholders’ equity
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$
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151.0
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$
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166.4
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PRESS RELEASE
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FOR IMMEDIATE RELEASE:
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CONTACT:
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CompX International Inc.
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Janet G. Keckeisen
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Three Lincoln Centre
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Investor Relations
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5430 LBJ Freeway, Suite 1700
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Tel. 972-233-1700
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Dallas, Texas 75240
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DALLAS, TEXAS . . . February 27, 2019 . . . CompX International Inc. (NYSE American: CIX) announced today a $0.02 per
share increase in its regular quarterly dividend. CompX’s board of directors has declared a regular quarterly dividend of seven cents ($0.07) per share on its class A common stock, payable on March 19, 2019 to stockholders of record at the close
of business on March 11, 2019.
CompX is a leading manufacturer of security products and recreational marine components.
* * * *