Form 8-K Houston Wire & Cable CO For: May 07
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E-mailUNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT
Pursuant to Section 13 or 15(d) of the |
Date of Report: May 07, 2015
(Date of earliest event reported)
Houston Wire & Cable Company
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
000-52046
(Commission File Number)
36-4151663
(IRS Employer
Identification Number)
10201 North Loop East
(Address of principal executive offices)
77029
(Zip Code)
(713) 609-2100
(Registrant's telephone number, including area code)
Not Applicable
(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 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
- o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
- o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Item 2.02. Results of Operations and Financial Condition On May 7, 2015, Houston Wire & Cable Company (the "Company") reported its financial results for the quarter ended March 31, 2015. The Company's press release dated May 7, 2015, is attached as exhibit 99.1.
Item 5.07. Submission of Matters to a Vote of Security Holders Proposal 1: Election of Directors. The number of votes cast for and withheld from each nominee, as well as the number of broker non-votes, were as follows:
Name of Nominee Votes For Votes Withheld Michael T. Campbell 14,417,655 179,797 I. Stewart Farwell 14,404,192 193,260 Mark A. Ruelle 14,420,343 177,109 Wilson B. Sexton 14,421,624 175,828 William H. Sheffield 14,418,989 178,463 Scott L. Thompson 13,602,450 995,002 G. Gary Yetman 14,464,413 133,039 James L. Pokluda III 14,457,254 140,198 There were 1,525,510 broker non-votes as to Proposal 1. All eight nominees were elected. Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm. The number of votes cast for and against this matter, as well as the number of abstentions, were as follows:
Votes For as a Percentage of
Votes For Votes Present at the Meeting Votes Against Abstentions
16,072,153 99.68 32,585 18,224
There were no broker non-votes as to Proposal 2. Proposal 2 received the affirmative vote of the holders of at least a majority of the shares of common stock present at the Annual Meeting and therefore was adopted. Proposal 3: Advisory Vote to Approve Executive Compensation. The number of votes cast for and against this matter, as well as the number of abstentions and broker non-votes, were as follows:
Votes For as a Percentage of
Votes For Votes Present at the Meeting Votes Against Abstentions
14,119,292 96.72 421,108 57,052
There were 1,525,510 broker non-votes as to Proposal 3. Proposal 3 received the affirmative vote of the holders of at least a majority of the shares of common stock present at the Annual Meeting and therefore was adopted.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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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Dated: May 07, 2015 |
HOUSTON WIRE & CABLE COMPANY
By: /s/ Nicol Graham |
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| Exhibit No. | Description |
| 99.1 | Press Release of Houston Wire & Cable Company dated May 07, 2015 |
Houston Wire & Cable Company Reports Results for the Quarter Ended March 31, 2015HOUSTON, TX -- (Marketwired - May 07, 2015) - Houston Wire & Cable Company (NASDAQ: HWCC) (the "Company") announced operating results for the first quarter ended March 31, 2015.
Selected quarterly highlights were:
- Sales of $81.6 million
- Net income of $2.2 million
- Diluted EPS of $0.13
- Cash flow of $10.3 million
- Declared a dividend of $0.12 cents per share on May 5, 2015
First Quarter Summary
Jim Pokluda, President and Chief Executive Officer commented, "The sharp decline in oil prices in the latter part of 2014, which depressed industrial demand, and the deflation in the price of metals, both affected the level of our business activity during the first quarter. Sales decreased 18.6% from the first quarter of 2014, or approximately 14.3% when adjusted for declining metals prices. We estimate that Maintenance, Repair and Operations (MRO) sales fell 9% or approximately 5% on a metals-adjusted basis, while project sales decreased approximately 33%, or 29% on a metals-adjusted basis. Metals adjusted project and total sales excluding the negative impact resulting from a decline in a large and ongoing infrastructure project fell 9% and 7% respectively. Total transactional invoice activity decreased by approximately 5%."
Gross margin at 21.7% increased 10 basis points from the first quarter of 2014. Operating expenses at $14.0 million fell 8.8% or $1.4 million from Q1 2014 and by $0.5 million on a sequential basis. Pokluda commented "Despite a very difficult operating environment, our gross margin controls and cost savings initiatives are working and I am pleased with the results of those efforts.
"Reduced market demand has not compromised HWCC's pricing power in the core area of our business involving MRO transactions, and although the present day pull-back in large capital project spend is frustrating, the long term fundamentals for this market opportunity are intact. Channel feedback continues to indicate exceptionally high levels of customer satisfaction, continued growth in market share and increasing support for our product line expansions into highly engineered power and control cable, aluminum cable and specialty oil and gas cable."
Interest expense of $0.3 million was flat with the prior year period. Average debt levels decreased by 10.7% from $54.9 million in 2014 to $49.1 million in 2015, while the effective interest rate increased from 1.9% in 2014 to 2.0% in 2015. The effective tax rate for the quarter of 36.8% was down from the 2014 tax rate of 38.4% primarily due to lower state tax rates in 2015.
Net income of $2.2 million decreased 41.6% from the first quarter of 2014. Diluted earnings per share were $0.13 compared to $0.21 in the prior year quarter.
Mr Pokluda further commented "As we move further into the year, prudent use of working capital, expense management, gross margin optimization, and new business development initiatives will remain top priorities."
Conference Call
The Company will host a conference call to discuss first quarter results on Thursday, May 7, 2015 at 10:00 a.m., C.T. Hosting the call will be James Pokluda, President and Chief Executive Officer, and Nicol Graham, Vice President and Chief Financial Officer.
A live audio web cast of the call will be available on the Investor Relations section of the Company's website www.houwire.com.
Approximately two hours after the completion of the live call, a telephone replay will be available until May 14, 2015.
Replay, Toll-Free #: 855-859-2056
Replay, Toll #: 404-537-3406
Conference ID # 36567133
About the Company
With over 39 years of experience in the industry, Houston Wire & Cable Company is one of the largest providers of wire and cable in the U.S. market. Headquartered in Houston, Texas, the Company has sales and distribution facilities strategically located throughout the nation.
Standard stock items available for immediate delivery include: continuous and interlocked armor, instrumentation, medium voltage, high temperature, portable cord, power cables, primary and secondary aluminum distribution cables, private branded products, including LifeGuard™, a low-smoke, zero-halogen cable, mechanical wire and cable and related hardware, including wire rope, lifting products and synthetic rope and slings. Comprehensive value-added services include same-day shipping, knowledgeable sales staff, inventory management programs, just-in-time delivery, logistics support, customized internet-based ordering capabilities and 24/7/365 service.
Forward-Looking Statements
This release contains comments concerning management's view of the Company's future expectations, plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements are inherently uncertain and projections about future events may, and often do, vary materially from actual results.
Other risk factors that may cause actual results to differ materially from statements made in this press release can be found in the Company's Annual Report on Form 10-K and other documents filed with the SEC. These documents are available under the Investor Relations section of the Company's website at www.houwire.com.
Any forward-looking statements speak only as of the date of this press release and the Company undertakes no obligation to publicly update such statements.
HOUSTON WIRE & CABLE COMPANY
Consolidated Balance Sheets
(In thousands, except share data)
March 31, December 31,
2015 2014
----------- ------------
(unaudited)
Assets
Current assets:
Accounts receivable, net $ 55,158 $ 61,599
Inventories, net 81,630 88,958
Deferred income taxes 3,444 3,188
Income taxes -- 219
Prepaids 1,014 565
----------- ------------
Total current assets 141,246 154,529
Property and equipment, net 9,116 8,954
Intangible assets, net 8,067 8,501
Goodwill 17,520 17,520
Other assets 294 309
----------- ------------
Total assets $ 176,243 $ 189,813
=========== ============
Liabilities and stockholders' equity
Current liabilities:
Book overdraft $ 1,479 $ 3,113
Trade accounts payable 7,520 7,993
Accrued and other current liabilities 8,034 13,282
Income taxes 1,478 --
----------- ------------
Total current liabilities 18,511 24,388
Debt 47,719 53,847
Other long term obligations 95 96
Deferred income taxes 48 175
----------- ------------
Total liabilities 66,373 78,506
----------- ------------
Stockholders' equity:
Preferred stock, $0.001 par value; 5,000,000
shares authorized, none issued and outstanding -- --
Common stock, $0.001 par value; 100,000,000
shares authorized: 20,988,952 shares issued:
17,316,607 and 17,508,015 outstanding at March
31, 2015 and December 31, 2014, respectively 21 21
Additional paid-in-capital 55,470 54,871
Retained earnings 111,341 111,233
Treasury stock (56,962) (54,818)
----------- ------------
Total stockholders' equity 109,870 111,307
----------- ------------
Total liabilities and stockholders' equity $ 176,243 $ 189,813
=========== ============
HOUSTON WIRE & CABLE COMPANY
Consolidated Statements of Income
(Unaudited)
(In thousands, except share and per share data)
Three Months Ended
March 31,
-----------------------
2015 2014
----------- -----------
Sales $ 81,600 $ 100,299
Cost of sales 63,876 78,595
----------- -----------
Gross profit 17,724 21,704
Operating expenses:
Salaries and commissions 7,238 8,123
Other operating expenses 6,048 6,492
Depreciation and amortization 712 741
----------- -----------
Total operating expenses 13,998 15,356
----------- -----------
Operating income 3,726 6,348
Interest expense 265 268
----------- -----------
Income before income taxes 3,461 6,080
Income taxes 1,275 2,335
----------- -----------
Net income $ 2,186 $ 3,745
=========== ===========
Earnings per share:
Basic $ 0.13 $ 0.21
=========== ===========
Diluted $ 0.13 $ 0.21
=========== ===========
Weighted average common shares outstanding:
Basic 17,296,978 17,850,911
=========== ===========
Diluted 17,376,928 17,944,010
=========== ===========
Dividends declared per share $ 0.12 $ 0.11
=========== ===========
HOUSTON WIRE & CABLE COMPANY
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
Three Months
Ended March 31,
------------------------
2015 2014
----------- -----------
Operating activities
Net income $ 2,186 $ 3,745
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 712 741
Amortization of unearned stock compensation 217 213
Provision for inventory obsolescence 356 412
Deferred income taxes (419) (243)
Other non-cash items 44 17
Changes in operating assets and liabilities:
Accounts receivable 6,402 (6,632)
Inventories 6,972 3,763
Book overdraft (1,634) (1,646)
Trade accounts payable (473) (111)
Accrued and other current liabilities (5,331) (9,264)
Income taxes payable 1,697 2,522
Other operating activities (440) (529)
----------- -----------
Net cash provided by (used in) operating
activities 10,289 (7,012)
Investing activities
Expenditures for property and equipment (440) (655)
----------- -----------
Net cash used in investing activities (440) (655)
Financing activities
Borrowings on revolver 76,746 99,007
Payments on revolver (82,874) (88,789)
Payment of dividends (2,070) (1,959)
Purchase of treasury stock (1,651) (626)
Other financing activities -- 34
----------- -----------
Net cash (used in) provided by financing
activities (9,849) 7,667
----------- -----------
Net change in cash -- --
Cash at beginning of period -- --
----------- -----------
Cash at end of period $ -- $ --
=========== ===========
CONTACT: Nicol G. Graham Chief Financial Officer Direct: 713.609.2125 Fax: 713.609.2168 [email protected]
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