BACOU USA INC
8-K, EX-99, 2000-07-26
OPHTHALMIC GOODS
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                                                                      Exhibit 99

Contact:
At the Company                                At the Financial Relations Board
401-233-0333                                  212-661-8030
Sandra Souto                                  Analyst Information: John McNamara
Investor Relations                            Media Information:   David Closs


FOR IMMEDIATE RELEASE
July 18, 2000

                BACOU REPORTS ALL-TIME RECORD SALES AND EARNINGS

      Q2 Net Sales of $81.5 Million - Up 10.3% Over Q2 '99 of $74.0 Million

      Q2 Net Income of $9.4 Million - Up 18.5% Over Q2 '99 of $7.9 Million

         Q2 Earnings Per Share of $0.53 - Up 17.8% Over Q2 '99 of $0.45

   Six Month Net Sales of $155.7 Million - Up 21.2% Over '99 of $128.5 Million

   Six-Month Net Income of $16.4 Million - Up 22.8% Over '99 of $13.4 Million

       Six-Month Earnings Per Share of $0.93 - Up 22.4% Over '99 of $0.76


         Smithfield,  R.I.,  July 18, 2000 -- Bacou USA,  Inc.  (NYSE:  BAU),  a
leading  manufacturer of personal  protection  equipment,  today reported record
sales, net income and earnings per share for the quarter ended June 30, 2000.

         "This is our fifth  record-breaking  quarter in a row," said  Philip B.
Barr,  President and CEO of Bacou USA. "Operating results for the second quarter
of 1999 were excellent and  represented a challenging  benchmark for us. Against
this backdrop, it is truly a remarkable achievement to report earnings growth of
18%. Even more impressive, net income and earnings per share are up by more than
22% for the first half of 2000 over the same period in 1999. We expect full-year
earnings of approximately $1.81 per share,  representing annual growth in excess
of 15% over 1999, which is in line with our previously expressed expectations."

         Bacou's  net income for the second  quarter of 2000  increased  to $9.4
million from $7.9 million for the second quarter of 1999--up  18.5%.  As for net
income per basic and diluted share,  Bacou reported $0.53 for the second quarter
of 2000, up 17.8% from $0.45 for the second quarter of 1999.

         Net sales  for the  second  quarter  of 2000  increased  10.3% to $81.5
million, compared with 1999 second-quarter net sales of $74.0 million. Net sales
for Bacou's  safety  segment  were $58.0  million in the second  quarter of 2000
compared  to $52.6  million in 1999,  an  increase  of 10.5%.  Net sales for the
optical frames and  instruments  segment were $7.6 million in the second quarter
of  2000 - down  from  $8.6  million  in  1999.  Glove  segment  sales  for  the
2000-quarter of $15.9 million were up 24.2% over 1999 sales of $12.8 million.

         "All product lines are  contributing  to our record  success," said Mr.
Barr.  "In two of our three  segments,  which  represent five of our six product
lines,  we  had  double-digit  growth  for  the  second  quarter,  with  hearing
protection and gloves leading the way. In addition,  international  sales growth
has continued its recovery for the fourth consecutive quarter,  with an increase
of 22.4% over second quarter 1999."

         Bacou's net income for the six-months ended June 30, 2000, increased to
$16.4 million from $13.4 million for the  six-months of 1999--up  22.8%.  As for
net income per basic and diluted share,  Bacou reported $0.93 for the six-months
ended  June  30,  2000,  up  22.4%  from  $0.76  for  the  six-months  of  1999.
Year-to-date  net sales  have  increased  21.2% from  $128.5  million in 1999 to
$155.7 million in 2000.

         For the  six-months  ended June 30, 2000, the company  reported  EBITDA
totaling $40.7 million, up 19.9% from $33.9 million in 1999. The company defines
EBITDA as operating income before  depreciation,  amortization and non-recurring
items. For the period,  depreciation  and  amortization  totaled $9.8 million in
2000 and $8.7 million in 1999.

         At June 30, 2000, the company's  balance sheet included total assets of
$373.2  million,  working  capital of $52.8  million,  long-term  debt of $109.6
million and stockholders' equity of $198.4 million.

         During the past two weeks,  Bacou USA has announced the  acquisition of
Whiting + Davis Safety of North Attleborough,  Massachusetts,  and a decision to
evaluate  strategic  alternatives  for Bacou USA and its  majority  shareholder,
Bacou S.A.  of Paris,  France.  Walter  Stepan,  Co-Chairman  of Bacou USA,  was
appointed to lead the  strategic  evaluation  process.  In his remarks about the
acquisition of Whiting + Davis and the successful  second quarter,  Stepan said:
"As you know, we have developed a deep and talented team of operating executives
at Bacou USA.  We will have a full team  continuing  our  business in its normal
course, including the pursuit of appropriate acquisition opportunities,  while I
continue  leading the  evaluation of strategic  alternatives.  During the second
quarter, we achieved success on all fronts,  demonstrating our ability to handle
these diverse tasks while continuing to achieve excellent operating results."

         Bacou USA,  Inc.  designs,  manufactures  and sells  leading  brands of
products  that  protect  the sight,  hearing,  respiratory  systems and hands of
workers,  as well as related  instrumentation  including vision  screeners,  gas
monitors  and  test  equipment  for  self-contained   breathing  apparatus.  The
company's products,  marketed under Uvex(R), Howard Leight(R),  Perfect Fit(TM),
Whiting  +  Davis(R),  Survivair(R),  Pro-Tech(R),  Biosystems(TM),   Titmus(R),
LaserVision(TM)  and Lase-R  Shield(TM)  brand names,  are sold  principally  to
industrial safety distributors, fire fighting equipment distributors and optical
laboratories.  News  and  information  about  Bacou  USA  are  available  on the
Worldwide  Web at  www.bacouusa.com,  including  the text of today's  conference
call.


Statements  contained in this press  release that are not  historical  facts are
forward-looking  statements that are made pursuant to the safe harbor provisions
of the Private Securities and Litigation Reform Act of 1995. In addition,  words
such  as  "believes,"  "anticipates,"  "expects"  and  similar  expressions  are
intended  to identify  forward-looking  statements.  Forward-looking  statements
involve  risks  and  uncertainties,  including  but not  limited  to the  timely
development and acceptance of new products,  the impact of competitive  products
and  pricing,   changing  market  conditions,   the  successful  integration  of
acquisitions, continued availability and favorable pricing of raw materials, and
the other risks detailed in the company's  prospectus  filed March 27, 1996, and
from time to time in other filings.  Actual results may differ  materially  from
those  projected.  These  forward-looking  statements  represent  the  company's
judgment as of the date of this release.  The company  disclaims,  however,  any
intent or obligation to update these forward-looking statements.



                            (Financial tables follow)


<PAGE>







                        BACOU USA, INC. AND SUBSIDIARIES
                      (in thousands, except per share data)


<TABLE>
<CAPTION>
                                          Three Months Ended    Six Months Ended
                                               June 30,             June 30,
Statement of income data (unaudited):       2000      1999      2000        1999
                                            ----      ----      ----        ----

<S>                                      <C>        <C>        <C>        <C>
Net sales                                $ 81,523   $ 73,907   $155,743   $128,482
Cost of sales                              42,481     40,171     82,743     67,859
                                         --------   --------   --------   --------
Gross profit                               39,042     33,736     73,000     60,623

Operating expenses:
     Selling                               12,245      9,989     23,015     18,682
     General and administrative             5,490      5,679     11,416     10,463
     Research and development               1,423      1,263      2,862      2,472
     Amortization of intangible assets      2,427      2,308      4,832      4,423
                                         --------   --------   --------   --------
Total operating expenses                   21,585     19,239     42,125     36,040
                                         --------   --------   --------   --------

Operating income                           17,457     14,497     30,875     24,583
Total other expense                         2,694      2,162      5,041      3,712
                                         --------   --------   --------   --------

Income before income taxes                 14,763     12,335     25,834     20,871
Income taxes                                5,391      4,427      9,397      7,489
                                         --------   --------   --------   --------


Net income                               $  9,372   $  7,908   $ 16,437   $ 13,382
                                         ========   ========   ========   ========

Basic earnings per share                 $   0.53   $   0.45   $   0.93   $   0.76
                                         ========   ========   ========   ========
Diluted earnings per share               $   0.53   $   0.45   $   0.93   $   0.76
                                         ========   ========   ========   ========


Weighted average shares outstanding:

     Basic                                 17,648     17,619     17,639     17,618
                                           ======     ======     ======     ======
     Diluted                               17,799     17,646     17,724     17,716
                                           ======     ======     ======     ======


Other information:

     Depreciation and amortization                              $ 9,804    $ 8,747
                                                                =======    =======
     EBITDA (defined by the company as operating income
     before depreciation, amortization and non-recurring
     items)                                                     $40,679    $33,920
                                                                =======    =======

</TABLE>


<PAGE>

                        BACOU USA, INC. AND SUBSIDIARIES

<TABLE>
<CAPTION>
                                                             June 30,  December 31,
                                                               2000         1999
                                                               ----         ----
Balance Sheet Data (in thousands, except share data):
ASSETS

Current assets:
<S>                                                          <C>        <C>
   Cash and cash equivalents                                 $  5,411   $ 10,272
   Trade accounts receivable, net                              48,726     41,653
   Inventories                                                 42,783     42,433
   Other current assets                                         2,651      1,634
   Deferred income taxes                                        3,200      3,733
                                                             --------   --------
      Total current assets                                    102,771     99,725
   Property and equipment, net                                 78,012     74,410
   Intangible assets, net                                     189,639    194,258
   Other assets                                                 2,802      3,032
                                                             --------   --------

      Total assets                                           $373,224   $371,425
                                                             ========   ========


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Current installments of long-term debt                    $ 22,857   $ 23,637
   Accounts payable                                            14,182     10,559
   Accrued expenses                                             9,717     20,492
   Income taxes payable                                         3,203      1,027
                                                             --------   --------
      Total current liabilities                                49,959     55,715
Long-term debt                                                109,607    120,256
Deferred income taxes                                          13,009     11,550
Other liabilities                                               2,282      2,449
                                                             --------   --------
      Total liabilities                                       174,857    189,970
                                                             --------   --------


Stockholders' equity:
   Preferred stock, $.001 par value, 5,000,000 shares
      authorized, no shares issued and outstanding               --         --
   Common stock, $.001 par value, 50,000,000 shares
      authorized, 17,658,165 shares in 2000 and 17,629,865

     shares in 1999 issued and outstanding                         18         18
   Additional paid-in capital                                  73,535     73,060
   Retained earnings                                          124,814    108,377
                                                             --------   --------
   Total stockholders' equity                                 198,367    181,455
                                                             --------   --------
   Total liabilities and stockholders' equity                $373,224   $371,425
                                                             ========   ========

</TABLE>




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