Form 8-K

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) April 30, 2007

DUCOMMUN INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware    001-08174    95-0693330

(State or other jurisdiction

of incorporation)

   (Commission File Number)   

(IRS Employer

Identification No.)

 

23301 Wilmington Avenue, Carson, California   90745-6209
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (310) 513-7280

N/A

(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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications 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.

Ducommun Incorporated issued a press release on April 30, 2007 in the form attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

99.1    Ducommun Incorporated press release issued on April 30, 2007.

 


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 hereunto duly authorized.

 

   

DUCOMMUN INCORPORATED

(Registrant)

Date: April 30, 2007     By:   /s/    JAMES S. HEISER
      James S. Heiser
      Vice President and General Counsel
Press Release

Exhibit 99.1

LOGO

 

CONTACT:    Joseph C. Berenato
   Chairman, President and Chief Executive Officer
   (310) 513-7209

FOR IMMEDIATE RELEASE

DUCOMMUN INCORPORATED REPORTS RESULTS

FOR THE FIRST QUARTER ENDED MARCH 31, 2007

LOS ANGELES, California (April 30, 2007) – Ducommun Incorporated (NYSE: DCO) today reported results for its first quarter ended March 31, 2007.

Sales for the first quarter of 2007 were $88.1 million, compared to $72.2 million for the first quarter of 2006. Net income for the first quarter of 2007 was $3.8 million, or $0.37 per diluted share, compared to net income of $2.8 million, or $0.27 per diluted share, for the comparable period last year.

Sales for the first quarter of 2007 increased 22% from the same period last year primarily due to a strong increase in commercial sales. The Company’s mix of business in the first quarter of 2007 was approximately 59% military, 38% commercial and 3% space, compared to 67% military, 32% commercial and 1% space in the first quarter of 2006.

Gross profit, as a percentage of sales, increased to 21.0% in the first quarter of 2007 from 20.1% in the first quarter of 2006. Selling, general and administrative (SG&A) expenses, as a percentage of sales, increased to 13.9% in the first quarter of 2007 from 13.4% in the first quarter of 2006. The increase in SG&A expenses, as a percent of sales, was primarily due to higher bonus accruals in 2007 and the expenses of the WiseWave and CMP businesses which were acquired in the second and third quarters of 2006, respectively.

Net income for the first quarter of 2007 increased 38% from the first quarter of 2006 primarily due to the reasons stated above and a lower effective tax rate, partially offset by higher interest expense in the first quarter of 2007. The Company’s effective tax rate for the first quarter of 2007 was 32.1% compared to 36.7% in the first quarter of 2006.

 

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Joseph C. Berenato, chairman, president and chief executive officer, stated, “Our strong operating performance this quarter reflects both the strength of our markets and the benefits we are seeing from our Lean Six Sigma activities. We are focused on improving our technological and operational capabilities and augmenting these efforts with acquisitions which are complementary to our existing businesses. Finally, we continue to drive our key goals of One Company, Operational Excellence and Profitable Growth in order to achieve our ultimate goal of becoming more important to our key customers.”

Founded in 1849, Ducommun Incorporated provides engineering and manufacturing services to the aerospace and defense industry.

A teleconference with Joseph C. Berenato, the Company’s chairman, president and chief executive officer, and Gregory A. Hann, the Company’s vice president, chief financial officer and treasurer, will be held today at 7:30 AM PT (10:30 AM ET). To participate in the teleconference, please call 866-202-1971 (international 617-213-8842) approximately ten minutes prior to the conference time stated above. The participant passcode is 31352742. Mr. Berenato and Mr. Hann will be speaking on behalf of the company and anticipate the meeting and Q&A period to last approximately 40 minutes. This call is being webcast by Thomson/CCBN and can be accessed at Ducommun’s web site at www.ducommun.com. Conference call replay will be available from the Company’s web site at www.ducommun.com.

The statements made in this press release include forward-looking statements that involve risks and uncertainties. The Company’s future financial results could differ materially from those anticipated due to the Company’s dependence on conditions in the airline industry, the level of new commercial aircraft orders, production rates for Boeing commercial aircraft, the C-17 and Apache helicopter rotor blade programs, the level of defense spending, competitive pricing pressures, manufacturing inefficiencies, start-up costs and possible overruns on new contracts, technology and product development risks and uncertainties, product performance, risks associated with acquisitions and dispositions of businesses by the Company, increasing consolidation of customers and suppliers in the aerospace industry, possible goodwill impairment, availability of raw materials and components from suppliers, and other factors beyond the Company’s control. See the Company’s Form 10-K for the year ended December 31, 2006 for a more detailed discussion of these and other risk factors and contingencies.

 

[Financial Table Follows]


DUCOMMUN INCORPORATED AND SUBSIDIARIES

COMPARATIVE DATA

CONSOLIDATED INCOME STATEMENT

 

     Three Months Ended  
     March 31, 2007     April 1, 2006  

Net Sales

   $ 88,052,000     $ 72,158,000  
                

Operating Costs and Expenses:

    

Cost of Goods Sold

     69,575,000       57,641,000  

Selling, General & Administrative Expenses

     12,226,000       9,636,000  
                

Total

     81,801,000       67,277,000  
                

Operating Income

     6,251,000       4,881,000  

Interest Expense, Net

     (652,000 )     (515,000 )

Income Tax Expense, Net

     (1,799,000 )     (1,604,000 )
                

Net Income

   $ 3,800,000     $ 2,762,000  
                

Earnings Per Share:

    

Basic Earnings Per Share

   $ 0.37     $ 0.27  

Diluted Earnings Per Share

   $ 0.37     $ 0.27  

Weighted Averaged Number of

Common Shares Outstanding:

    

Basic

     10,301,000       10,133,000  

Diluted

     10,391,000       10,213,000  

 

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DUCOMMUN INCORPORATED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

     (Unaudited)        
     March 31,
2007
    December 31,
2006
 

Assets

    

Current Assets:

    

Cash and cash equivalents

   $ 449     $ 378  

Accounts receivable, less allowance for doubtful accounts

     46,995       42,658  

Unbilled receivables

     5,702       3,482  

Inventories

     70,719       64,587  

Deferred income taxes

     6,108       6,116  

Other current assets

     5,700       5,521  
                

Total Current Assets

     135,673       122,742  

Property and Equipment, Net

     53,099       52,987  

Goodwill, Net

     106,632       106,628  

Other Assets

     13,634       14,676  
                
   $ 309,038     $ 297,033  
                

Liabilities and Shareholders’ Equity

    

Current Liabilities:

    

Current portion of long-term debt

   $ 1,847     $ 1,196  

Accounts payable

     25,587       32,948  

Accrued liabilities

     30,761       33,243  
                

Total Current Liabilities

     58,195       67,387  

Long-Term Debt, Less Current Portion

     43,554       29,240  

Deferred Income Taxes

     5,189       6,670  

Other Long-Term Liabilities

     9,774       6,711  
                

Total Liabilities

     116,712       110,008  
                

Commitments and Contingencies

    

Shareholders’ Equity:

    

Common Stock

     103       103  

Additional paid-in capital

     47,494       46,320  

Retained earnings

     146,370       142,760  

Accumulated other comprehensive loss

     (1,641 )     (2,158 )
                

Total Shareholders’ Equity

     192,326       187,025  
                
   $ 309,038     $ 297,033  
                

 

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