Form 8-K

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): July 15, 2004


  Graco Inc.  
 
(Exact name of registrant as specified in its charter)
 


Minnesota   001-9249   41-0285640

(State of Incorporation)
 
(Commission File No.)
 
(I.R.S. Employer Identification No.)


88-11th Avenue Northeast
Minneapolis, Minnesota
  55413

(Address of principal executive offices)
 
(Zip Code)


  (612) 623-6000  
 
(Registrant’s telephone number)
 


Item 12.

Disclosure of Results of Operations and Financial Condition

 

 

        The following information is being furnished to the Commission under Item 12 of Form 8-K, Results of Operations and Financial Conditions. Such information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.

        On July 15, 2004, Graco Inc. issued a press release to report the Company’s results of operations and financial condition for the completed fiscal quarter ended June 25, 2004. The release is furnished as Exhibit 99 hereto and is incorporated herein by reference.

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, thereunto duly authorized.


  GRACO INC.





Date: July 16, 2004 By: \s\Robert M. Mattison                                   
  Its: Vice President, General Counsel and Secretary
GRACO INC. SECOND QUARTER EARNINGS RELEASE

EXHIBIT 99

FOR IMMEDIATE RELEASE: FOR FURTHER INFORMATION:
Thursday, July 15, 2004 Mark W. Sheahan (612) 623-6656

GRACO REPORTS RECORD SECOND QUARTER RESULTS
DILUTED NET EARNINGS PER SHARE INCREASE 23 PERCENT
NET SALES INCREASE 9 PERCENT

MINNEAPOLIS, MN (July 15, 2004) — Graco Inc. (NYSE: GGG) today announced second quarter net earnings of $30.0 million on net sales of $160.2 million — increases over the prior year of 23 percent and 9 percent, respectively. Diluted net earnings per share were $0.43 versus $0.35 last year, a 23 percent increase. For the first six months, Graco reported net earnings of $52.3 million on net sales of $295.1 million – increases over the prior year of 23 percent and 11 percent, respectively.

When compared to 2003 results, the weaker U.S. dollar versus foreign currencies helped to increase second quarter and year-to-date net earnings and net sales. Translated at consistent exchange rates, second quarter net earnings and net sales increased by 18 percent and 8 percent, respectively and year-to-date net earnings and net sales increased by 14 percent and 8 percent, respectively.

When compared to the second quarter of 2003, worldwide Contractor Equipment Division sales of $81.6 million increased 6 percent. In the Americas, sales were higher in the professional paint store channel and lower in the home center channel. In the professional paint channel sales were higher, aided by good demand for new products, including the new Ultra® Max II sprayers. In the home center channel, sales were lower in the second quarter and are virtually flat for the year. Second quarter 2003 home center sales were particularly strong due to a new product introduction. The Contractor Equipment Division posted strong volume gains in Asia and Europe in the second quarter and on a year-to-date basis.

Second quarter Industrial/Automotive Equipment Division sales of $66.5 million increased 15 percent versus the same period last year. When translated at constant exchange rates, sales were up 13 percent. Double-digit volume increases were experienced in all three regions this quarter. The increase in business occurred in all major product categories, similar to what was experienced in the first quarter of this year. New product introductions also contributed to sales growth, including the new ProMix™ II and ProMix™ Easy units, which were launched in the second quarter.

Second quarter sales for the Lubrication Equipment Division were $12.1 million, up 3 percent from last year. For the year, sales of $24.8 million are also up 3 percent from the same period of last year.

Second quarter sales in the Americas increased 5 percent to $107.8 million. In Europe, net sales of $33.1 million were 22 percent higher than the second quarter of 2003, and sales measured in local currencies were up 15 percent. In Asia Pacific, net sales of $19.3 million were 18 percent higher than the second quarter of 2003, and sales measured in local currencies increased 15 percent.

Graco’s gross profit margin, expressed as a percentage of sales, was 53.2 percent for the quarter versus 51.9 percent for the same period last year. The higher gross margin was due to several factors including higher production volumes, improved productivity, and favorable exchange rates.

Graco’s operating profit margin, expressed as a percentage of sales, was 28.1 percent for the second quarter versus 24.8 percent last year. Operating expenses were virtually flat versus last year’s second quarter, despite a 26 percent increase in product development spending.

Graco also announced that it intends to open a manufacturing facility in the Shanghai region of China sometime in the latter half of 2005. The leased facility will be approximately 50,000 square feet and will require approximately $4 million of capital investment prior to beginning production. The factory will produce select lower technology products for sale worldwide and will give Graco manufacturing capacity in this fast-developing region of the world.

“Graco is off to a strong start this year with double digit increases in sales, net earnings and earnings per share,” said President and Chief Executive Officer David A. Roberts. “All three regions and all three divisions reported sales increases in the first half of the year and we were able to leverage these solid revenue gains into even higher net earnings and earnings per share growth. We did this while substantially increasing our investment in product development and continuing to make significant capital investments. Our Industrial/Automotive Equipment division continues to experience strong underlying demand across all major product categories in the Americas and Asia, but we are especially pleased to report a double-digit increase in underlying demand in Europe for the first time in several quarters. Our Contractor segment continues to grow, driven by a combination of new product introductions, favorable housing conditions in North America and continued underlying growth in both Europe and Asia. Our results this year are good and indicate that an economic recovery is underway. We remain confident that 2004 will be a record year for the company.”

Cautionary Statement Regarding Forward-Looking Statements

A forward-looking statement is any statement made in this earnings release and other reports that the Company files periodically with the Securities and Exchange Commission, as well as in press releases, analyst briefings, conference calls and the Company’s Annual Report to shareholders which reflects the Company’s current thinking on market trends and the Company’s future financial performance at the time they are made. All forecasts and projections are forward-looking statements.

The Company desires to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 by making cautionary statements concerning any forward-looking statements made by or on behalf of the Company. The Company cannot give any assurance that the results forecasted in any forward-looking statement will actually be achieved. Future results could differ materially from those expressed, due to the impact of changes in various factors. These risk factors include, but are not limited to: economic conditions in the United States and other major world economies, currency fluctuations, political instability, changes in laws and regulations, and changes in product demand. Please refer to Exhibit 99 to the Company’s Annual Report on Form 10-K for fiscal year 2003 for a more comprehensive discussion of these and other risk factors.

Investors should realize that factors other than those identified above and in Exhibit 99 might prove important to the Company’s future results. It is not possible for management to identify each and every factor that may have an impact on the Company’s operations in the future as new factors can develop from time to time.

Conference Call

A conference call for analysts and institutional investors will be held Friday, July 16, 2004, at 11:00 a.m. EDT to discuss Graco’s second quarter results. Graco management will host the call.

A real-time, listen-only Webcast of the conference call will be broadcast live over the Internet. Individuals wanting to listen can access the call at the Company’s website at www.graco.com. Listeners should go to the website at least 15 minutes prior to the live conference call to install any necessary audio software.

For those unable to listen to the live event, a replay will be available soon after the conference call at Graco’s website, or by telephone beginning at approximately 1:00 p.m. EDT on July 16, 2004, by dialing 800.642.1687, passcode 8058600, if calling within the U.S. or Canada. The dial-in number for international participants is 706.645.9291, with the same passcode. The replay by telephone will be available through July 19, 2004.

Graco Inc. supplies technology and expertise for the management of fluids in both industrial and commercial applications. It designs, manufactures and markets systems and equipment to move, measure, control, dispense and spray fluid materials. A recognized leader in its specialties, Minneapolis-based Graco serves customers around the world in the manufacturing, processing, construction and maintenance industries. For additional information about Graco Inc., please visit us at www.graco.com.

GRACO INC. AND SUBSIDIARIES
Consolidated Statements of Earnings

Second Quarter (13 weeks) Ended Six Months (26 weeks) Ended
(In thousands, except per share amounts)
June 25, 2004

 

June 27, 2003
 
June 25, 2004

 

June 27, 2003
 
Net Sales    
$

160,165
 
$

146,364
 
$

295,147
 
$

266,024
 
   Cost of products sold     75,023    70,432     136,601    127,089  
Gross Profit    
 

85,142
 
 

75,932
 
 

158,546
 
 

138,935
 
   Product development     5,445    4,328     10,567    8,801  
   Selling, marketing and distribution     25,130    25,288     49,527    48,185  
   General and administrative     9,570    10,057     20,013    18,569  
Operating Earnings    
 

44,997
 
 

36,259
 
 

78,439
 
 

63,380
 
   Interest expense     98     112     269     240  
   Other expense (income), net     220    84     164    (17 )
Earnings before Income Taxes   
 

44,679
 
 

36,063
 
 

78,006
 
 

63,157
 
   Income taxes     14,700    11,600     25,700    20,500  
Net Earnings   
$

29,979
 
$

24,463
 
$

52,306
 
$

42,657
 
     
 

 
 
 

 
 
 

 
 
 

 
 
Net Earnings per Common Share   
   Basic     $ 0.43   $ 0.36   $ 0.76   $ 0.61  
   Diluted   $ 0.43   $ 0.35   $ 0.74   $ 0.60  
Weighted Average Number of Shares    
 

 
 
 

 
 
 

 
 
 

 
 
   Basic       69,243    68,495     69,162    69,672  
   Diluted     70,283    69,600     70,262    70,725  
     
 

 
 
 

 
 
 

 
 
 

 
 
All share and per share data reflects the three-for-two stock split on March 30, 2004
All figures are subject to audit and adjustment at the end of the fiscal year.

GRACO INC. AND SUBSIDIARIES
Segment Information

Second Quarter (13 weeks) Ended Six Months (26 weeks) Ended
(In thousands)
June 25, 2004

 

June 27, 2003
 
June 25, 2004

 

June 27, 2003
 
Net Sales    

 

 

 

 
   Industrial / Automotive   $ 66,471   $ 57,685   $ 129,722   $ 110,102  
   Contractor     81,610    76,906     140,585    131,744  
   Lubrication     12,084    11,773     24,840    24,178  
   Consolidated   
$

160,165
 
$

146,364
 
$

295,147
 
$

266,024
 
     
 

 
 
 

 
 
 

 
 
 

 
 
Operating Earnings   
   Industrial / Automotive   $ 20,607   $ 15,284   $ 41,368   $ 29,272  
   Contractor     23,463    19,936     35,480    30,693  
   Lubrication     2,648    2,440     5,650    5,587  
   Unallocated Corporate Expenses     (1,721 )  (1,401 )   (4,059 )  (2,172 )
   Consolidated   
$

44,997
 
$

36,259
 
$

78,439
 
$

63,380
 
     
 

 
 
 

 
 
 

 
 
 

 
 
All figures are subject to audit and adjustment at the end of the fiscal year.

GRACO INC. AND SUBSIDIARIES
Consolidated Balance Sheets

(In thousands) June 25, 2004 Dec. 26, 2003
 
ASSETS            
             
Current Assets  
     Cash and cash equivalents   $ 32,439   $ 112,118  
     Accounts receivable, less allowances of  
          $5,600 and $5,700     110,423    98,853  
     Inventories     34,568    29,018  
     Deferred income taxes     15,759    14,909  
     Other current assets     1,430    1,208  
          Total current assets   
 

194,619
 
 

256,106
 
             
Property, Plant and Equipment  
     Cost     223,471    221,233  
     Accumulated depreciation     (131,328 )   (126,916 )
   
 

92,143
 
 

94,317
 
             
Prepaid Pension     26,499    25,444  
Goodwill     9,199    9,199  
Other Intangible Assets, net     9,546    10,622  
Other Assets     2,660     1,702  
     
$

334,666
 
$

397,390
 
    

 

 
LIABILITIES AND SHAREHOLDERS' EQUITY   
             
Current Liabilities  
     Notes payable to banks   $ 8,568   $ 4,189  
     Trade accounts payable     20,087    15,752  
     Salaries, wages and commissions     13,780    16,384  
     Accrued insurance liabilities     9,699    9,939  
     Accrued warranty and service liabilities     9,380    9,227  
     Income taxes payable     6,359    5,981  
     Dividends payable     6,461    110,304  
     Other current liabilities     18,853    16,171  
          Total current liabilities  
$

93,187
 
$

187,947
 
             
Retirement Benefits and Deferred Compensation     31,532    30,567  
             
Deferred Income Taxes     8,802    9,066  
             
Shareholders' Equity  
     Common stock     69,229    46,040  
     Additional paid-in capital     95,585    81,405  
     Retained earnings     37,449    43,295  
     Other, net     (1,118 )   (930 )
          Total shareholders' equity  
 

201,145
 
 

169,810
 
    
$

334,666
 
$

397,390
 
    

 

 
All figures are subject to audit and adjustment at the end of the fiscal year.

GRACO INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows

(In thousands) Twenty-Six Weeks Ended
June 25, 2004 June 27, 2003
Cash Flows from Operating Activities
   Net Earnings     $ 52,306   $ 42,657  
     Adjustments to reconcile net earnings to net cash  
      provided by operating activities  
        Depreciation and amortization     9,076    9,199  
        Deferred income taxes     (958 )  (1,214 )
        Tax benefit related to stock options exercised     4,000    1,200  
        Change in:  
          Accounts receivable     (11,970 )  (6,472 )
          Inventories     (5,586 )  (3,042 )
          Trade accounts payable     4,359    (1,779 )
          Salaries, wages and commissions     (2,556 )  (2,547 )
          Retirement benefits and deferred compensation     (551 )  1,459  
          Other accrued liabilities     3,027    1,852  
          Other     216    (89 )
Net Cash from Operating Activities    
 

51,363
 
 

41,224
 




   
Cash Flows from Investing Activities   
   
   Property, plant and equipment additions     (6,377 )  (7,298 )
   Proceeds from sale of property, plant and equipment     115    102  
   Capitalized software additions     (802 )  --  
   Acquisition of business     --    (13,514 )
     
 

(7,064
)
 

(20,710
)




   
Cash Flows from Financing Activities   
   
   Borrowings on notes payable and lines of credit     13,367    9,625  
   Payments on notes payable and lines of credit     (8,961 )  (16,947 )
   Common stock issued     12,146    6,772  
   Common stock retired     (23,773 )  (55,496 )
   Cash dividends paid     (116,998 )  (7,686 )
     
 

(124,219
)
 

(63,732
)
Effect of exchange rate changes on cash  
 

241
 
 

(1,369
)
Net increase (decrease) in cash and cash equivalents   
 

(79,679
)
 

(44,587
)
   
Cash and cash equivalents  
   
   Beginning of year     112,118    103,333  
   End of period    
$

32,439
 
$

58,746
 




All figures are subject to audit and adjustment at the end of the fiscal year.