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): July 27, 2005
BEL
FUSE INC.
(Exact
name of registrant as specified in charter)
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New
Jersey
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0-11676
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22-1463699
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(State
or other
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(Commission
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(IRS
Employer
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jurisdiction
of
|
File
Number)
|
Identification
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incorporation)
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Number)
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206
Van Vorst Street, Jersey City, New Jersey
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07302
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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: (201) 432-0463
(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:
o
Written
communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule
14s-2(b) under the Exchange Act (17 CFR 240-14d-2(b))
o
Pre-commencement
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
July
27, 2005, Bel Fuse Inc. (the “Company”) issued a press release regarding results
for the six and three months ended June 30, 2005. A copy of this press release is being
furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In
accordance with General Instruction B.6 of Form 8-K, the information in this
Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liability of that section, nor shall
it be
deemed incorporated by reference in any filing under the Securities Act of
1933,
as amended, except as shall be expressly set forth by specific reference
in such
a filing.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
| (c) |
Exhibits
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As described in Item 2.02 of this Report,
the
following Exhibit is furnished as part of this Current Report on Form 8-K:
99.1
Press Release of Bel Fuse Inc. dated July 27, 2005.
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.
| BEL FUSE INC | ||
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| By: | /s/ Daniel Bernstein | |
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Name: Daniel Bernstein |
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| Title: President | ||
Date:
July 27, 2005
EXHIBIT
INDEX
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Exhibit No.
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Description
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99.1
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Press
release, dated July 27, 2005, issued by the Company.
|
 |
FOR
IMMEDIATE RELEASE
|
Bel
Fuse Inc.
206
Van Vorst Street
Jersey
City, NJ 07302
www.belfuse.com
tel
201.432.0463
fax
201.432.9542
|
|
Investor
Contact:
Neil
Berkman Associates
(310)
277-5162
info@berkmanassociates.com
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Company
Contact:
Daniel
Bernstein
President
(201)
432-0463
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Bel
Reports Record Second Quarter Sales
Paced
by Strong DC/DC Converter Product Shipments
JERSEY
CITY, New Jersey,
July
27, 2005 -- Bel
Fuse Inc. (NASDAQ:BELFA & NASDAQ:BELFB)
announced today that net sales for the second quarter ended June 30, 2005
increased 19% to a record $57,545,000 compared to $48,390,000 for the second
quarter of 2004. Net income for this year's second quarter was $6,669,000,
or
$0.58 per diluted share. This compares to net income of $7,145,000, or $0.63
per
diluted share, for the second quarter of 2004. Results for the second quarter
of
2004 included a net after-tax gain of $0.12 per share from net proceeds of
$2,935,000 from the settlement of a lawsuit and a fixed asset write down
of
$1,033,000.
For
the
six months ended June 30, 2005, sales increased 13% to a record $102,984,000
from $90,747,000 for the same period last year. Net income was $10,982,000,
or
$0.95 per diluted share, compared to $11,800,000, or $1.03 per diluted share,
for last year's first six months. Results for the first six months of 2004
included a net after-tax gain of $0.12 per share from the settlement and
fixed
asset write-down mentioned above.
"Second
quarter revenue growth was paced by continued robust sales of our new DC/DC
products, combined with additional power product sales from the acquisition
of
Galaxy Power in March 2005. We are extremely pleased with the benefits
already
achieved from the integration of Galaxy into Bel. Computer systems have
now been
converted, materials costs have been reduced and we have blended both Company's
research and development resources. Bel expects to achieve further synergies
from this acquisition upon completing the transfer of a key high volume
program
to our manufacturing operations in Asia," said Daniel Bernstein, president
of
Bel.
At
June
30, 2005, Bel reported cash, cash equivalents and marketable securities of
approximately $72,508,000, working capital of approximately $115,748,000,
a
current ratio of 4.5-to-1, total long term obligation of $2,603,000 and
shareholders' equity of approximately $186,853,000.
Conference
Call
Bel
has
scheduled a conference call at 11:00 a.m. EDT today. A simultaneous webcast
of
the conference call may be accessed from the Investor
Info
link at
www.BelFuse.com.
A
replay will be available after 1:00 p.m. EDT, for a period of 20 days, at
this
same Internet address. For a telephone replay, dial (800) 633-8284, reservation
#21247295 after 1:00 p.m. EDT.
(more)
Bel
Reports Record Second Quarter Sales Paced by Strong DC/DC
Converter
Product Shipments
July
27,
2005
Page
Two
About
Bel
Bel
(www.belfuse.com)
and its
subsidiaries are primarily engaged in the design, manufacture and sale of
products used in networking, telecommunications, high speed data transmission,
automotive and consumer electronics. Products include magnetics (discrete
components, power transformers and MagJack®s), modules (DC/DC converters,
integrated analog front end modules, custom designs), circuit protection
(miniature, micro and surface mount fuses) and interconnect devices (passive
jacks, plugs and cable assemblies). The Company operates facilities around
the
world.
Forward-Looking
Statements
Except
for historical information contained in this news release, the matters
discussed, are forward looking statements that involve risks and uncertainties.
Among the factors that could cause actual results to differ materially from
such
statements are: the market concerns facing our customers, the continuing
viability of sectors that rely on our products, the effect of business and
economic conditions; the difficulties inherent in integrating remote business
that may have followed business practices that differ from the Company's
business practices; capacity and supply constraints or difficulties; product
development, commercializing or technological difficulties; the regulatory
and
trade environment; uncertainties associated with legal proceedings; the market's
acceptance of the Company's new products and competitive responses to those
new
products, and the risk factors detailed from time to time in the Company's
SEC
reports. In
light of the risks and uncertainties, there can be no assurance that any
forward-looking statement will in fact prove to be correct. We undertake
no
obligation to update or revise any forward-looking statements.
(table
attached)
#391x
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BEL FUSE AND SUBSIDIARIES
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|||||||||||||
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CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS DATA
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|||||||||||||
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($000s omitted, except for per share data)(Unaudited)
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|||||||||||||
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Three Months Ended
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Six Months Ended
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||||||||||||
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June 30,
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June 30,
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||||||||||||
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2005
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2004
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2005
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2004
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Net Sales
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$
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57,545
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$
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48,390
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$
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102,984
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$
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90,747
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|||||
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Costs
and expenses:
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Cost of sales
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40,692
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33,196
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73,381
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62,987
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Selling, general and administrative expenses
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8,619
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8,119
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15,840
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15,069
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Fixed asset write-down
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--
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1,033
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--
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1,033
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Income from operations
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8,234
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6,042
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13,763
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11,658
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Other income - net
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268
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116
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425
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163
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Lawsuit proceeds
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--
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2,935
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--
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2,935
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Earnings before income tax provision
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8,502
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9,093
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14,188
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14,756
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Income tax provision
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1,833
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1,948
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3,206
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2,956
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Net earnings
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$
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6,669
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$
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7,145
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$
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10,982
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$
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11,800
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Net earnings per common share
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Basic
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$
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0.58
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$
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0.64
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$
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0.96
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$
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1.05
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Diluted
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$
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0.58
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$
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0.63
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$
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0.95
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$
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1.03
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|||||
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Weighted average common shares outstanding
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|||||||||||||
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Basic
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11,468
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11,247
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11,420
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11,225
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Diluted
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11,532
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11,427
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11,520
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11,419
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|||||||||
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CONDENSED CONSOLIDATED BALANCE SHEET DATA
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||||||||||||||||
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($ 000s omitted)(Unaudited)
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||||||||||||||||
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Jun.
30,
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Dec. 31,
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Jun.30,
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Dec. 31,
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|||||||||||||
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ASSETS
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2005
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2004
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LIABILITIES & EQUITY
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2005
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2004
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|||||||||||
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Current Assets
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$
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148,991
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$
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159,768
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Current
liabilities
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$
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33,243
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$
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32,144
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|||||||
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||||||||||||||||
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Property, plant
& equipment, net
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42,600
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41,245
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Long-term
liabilities
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2,603
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6,762
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|||||||||||
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Goodwill, net
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23,624
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9,882
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Deferred
income taxes
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434
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410
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Intangibles & other assets
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7,918
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6,882
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Stockholders'
equity
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186,853
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178,461
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|||||||||||
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Total Assets
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$
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223,133
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$
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217,777
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Total
liabilities & equity
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$
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223,133
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$
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217,777
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