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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of July 1999
PEAK INTERNATIONAL LIMITED
(Exact Name of Registrant)
Units 3, 4, 5 and 7, 37th Floor,
Cable TV Tower, 9 Hoi Shing Road,
Tsuen Wan N.T., Hong Kong
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F)
Form 20-F [X] Form 40-F [ ]
(Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes [ ] No [X]
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On July 26, 1999, Peak International Limited, a Bermuda corporation,
("We" or the "Company"), announced that Jack Menache, a highly experienced
lawyer, who joined the Company's Board of Directors this past May, and who has
been heading the Board's Audit Committee, has agreed to join the Company as Vice
President of Administration, General Counsel and Secretary. In conjunction with
his new offices, Mr. Menache has resigned from the Company's Board. Succeeding
Mr. Menache on the Board is William D. Snyder, a seasoned business executive,
who will assume responsibility for the Audit Committee. For more details
regarding their backgrounds, see our press release attached hereto as Exhibit
99.1.
On July 28, 1999, we announced continued operating momentum for our
first fiscal quarter ended June 30, 1999 and sizeable contracts with two
premiere semi-conductor companies, Conexant (NASDAQ: CNXT) and Motorola (NYSE:
MOT). Although we cannot disclose details, the contracts significantly expand
our relationship with these companies by providing for the supply of Jedec-style
shipping and baking trays for semiconductors.
We also announced that for the first quarter of fiscal year 2000, we
achieved net sales of $18.8 million, a 19 percent increase over net sales of
$15.8 million for the fiscal first quarter of a year ago. Our gross profit
margin increased to 42.8 percent for the June 30,1999 fiscal quarter from 40.1
percent for the quarter ended June 30, 1998. This marks the fourth consecutive
quarter of net sales growth and gross profit margin growth for the Company on a
quarter-to-quarter basis.
Our net income for the three months ended June 30, 1999 was $3.7
million, compared to $3.1 million for the June 30, 1998 fiscal quarter, an
increase of 21 percent. Operating income was $3.8 million for this year's first
fiscal quarter versus $3.0 million for the fiscal first quarter one year ago.
Both net income and operating income increased over the preceding quarter.
We also announced that during the quarter, our new management began
the process of evaluating the Company's business position. In that regard, we
have determined that our capacity is sufficient to meet near-term market demand,
and therefore, we have put on hold the completion of the new factory in China.
We are continuing to investigate and resolve irregularities in the operations of
our facilities in China. We also announced the closing of our manufacturing
facility in Penang, Malaysia.
We also announced that we have taken steps to improve efficiency in
the Company's recycling business. In this regard, we have terminated our
relationship with the SemiCycle Foundation in Austin, Texas and relocated our
U.S. shipping and distribution functions from Austin to Milpitas, California.
The sales office in Austin will be maintained. We expect this restructuring to
result in better service to U.S. customers, as well as cost savings to the
Company.
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A copy of the press release issued on July 26, 1999 with respect to the
foregoing is attached hereto as Exhibit 99.1.
A Copy of the Press release issued on July 28, 1999 with respect to the
foregoing is attached hereto as Exhibit 99.2.
In connection with the new appointment of Mr. Menache, the Company
granted him options to purchase 100,000 shares of the Company's common stock at
a purchase price of $5 7/8 per share. The options will vest in twelve equal
quarterly installments beginning three months from the date of grant.
Additionally, we accelerated in full the vesting of the options to purchase
10,000 shares of our common stock at $3 7/8 per share, granted in connection
with his appointment to our Board. We also granted, in connection with his
appointment to the Board, William Snyder options to purchase 10,000 shares of
our common stock at $5 7/8 per share. Mr. Snyder's options are fully vested.
This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities and Exchange Act of 1934, as amended. The forward-looking statements
reflect the view of the Company at the time the Company made the statements with
respect to future events and financial performance. These statements are subject
to certain risks and uncertainties, including among others dependence on the
semiconductor and electronics industries, competition, dependence on significant
customers, issues relating to its operations in China, the resolution of
recently filed shareholder litigation and other matters that could cause actual
results to differ materially from the statements made herein. The words
"believes," "expects", "anticipates", "intends", "plans", "estimates" and
similar expressions, identify forward-looking statements, which speak only as of
today. The Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise. Investors are cautioned not to place undue reliance on
these forward-looking statements.
The Company files the following exhibit as part of this Report:
Exhibit 99.1 Copy of the Press Release, dated July 26, 1999, issued
by the Company.
Exhibit 99.2 Copy of the Press Release, dated July 28, 1999, issued
by the Company.
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Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
PEAK INTERNATIONAL LIMITED
Date: July 29, 1999 By: /s/ CALVIN L. REED
-------------------------------
Calvin L. Reed
President and Chief Executive Officer
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EXHIBIT 99.1
Contact: Robert D. Siegfried/Jessica Barist Contact: Calvin L. Reed
Kekst and Company Peak International Ltd.
(212) 521-4800 (619) 385-0308
JACK MENACHE, INDEPENDENT PEAK BOARD MEMBER,
JOINS PEAK INTERNATIONAL AS VICE PRESIDENT OF
ADMINISTRATION, GENERAL COUNSEL AND SECRETARY
PEAK NAMES WILLIAM D. SNYDER TO SUCCEED JACK MENACHE,
AS OUTSIDE DIRECTOR AND HEAD OF
THE AUDIT COMMITTEE OF THE PEAK BOARD
HONG KONG AND MILPITAS, CALIFORNIA, JULY 26, 1999 - Peak International Limited
(NASDAQ: PEAKF) (AMEX:PTT) today announced that Jack Menache, a highly-
experienced lawyer, who joined Peak's Board of Directors this past May and has
been heading the Board's Audit Committee, has agreed to join Peak as Vice
President of Administration, General Counsel and Secretary. Succeeding Mr.
Menache on the Peak Board of Directors is William D. Snyder, a seasoned business
executive, who now will assume responsibility for the audit committee of the
Board.
Calvin L. Reed, Chief Executive Officer and President, stated, "These
developments are designed to further assure that Peak benefits from the
expertise of knowledgeable business professionals. With Jack Menache now
becoming actively involved in day-to-day operations, we both broaden the scope
and add to the depth of Peak's management team. His expertise on both the
administrative and legal sides is important for Peak to have in-house.
"At the same time, his position on the Board as an independent director is amply
filled by William Snyder. Like Jack Menache, he brings to Peak an extensive
background in the technology sector. His particular background in finance makes
him well-suited to head-up Peak's Audit Committee.
"Both professionals further strengthen the ability of Peak to move forward with
fresh and knowledgeable perspectives," Mr. Reed said.
Mr. Menache most recently served as Vice President, General Counsel and
Secretary of Integrated Device Technologies, Inc. ("IDT"). Prior to that, he
has worked as General Counsel for a number of organizations, including in the
technology sector - Datapoint Corporation, Onyx-IMI, Inc., Corvus Systems, Inc.
and The Wollongong Group, Inc.
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Mr. Snyder is Chief Financial Officer of Etec Systems, Inc., a publicly-traded
capital equipment manufacturer. He has served as Chief Financial Officer and in
finance capacities at a number of technology companies, including Integrated
Device Technology, Aetrix Computer Corporation, Zilog, Inc. and Digital
Equipment Corporation.
Peak International Limited is a leading supplier of precision-engineered
transport products for the storage, transportation, and automated handling of
semiconductor devices and other electronic components.
The press release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended and Section 21E of the
Securities and Exchange Act of 1934, as amended. The forward-looking statements
reflect the views of Peak with respect to future events and financial
performance. These forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially from the
statements made herein. The words "believes," "expects," "anticipates,"
"intends," "plans," "estimates" and similar expressions identify forward-looking
statements. Peak undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events, or otherwise. Readers are cautioned not to place undue reliance on
these forward-looking statements.
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EXHIBIT 99.2
Contact: Robert D. Siegfried/Jessica Barist Contact: Calvin L. Reed
Kekst and Company Peak International Ltd.
(212) 521-4800 (619) 385-0308
PEAK INTERNATIONAL CONTINUES GROWTH
WITH SOUND FISCAL FIRST QUARTER
-- Announces Major Contracts With Conexant and Motorola --
HONG KONG AND MILPITAS, CALIFORNIA, JULY 28, 1999 -- Peak International Limited
(NASDAQ: PEAKF) (AMEX: PTT) today announced continued operating momentum for its
first fiscal quarter ended June 30, 1999 and sizeable contracts with two
premiere semi-conductor companies, Conexant (NASDAQ: CNXT) and Motorola (NYSE:
MOT). The contracts, the terms of which were not disclosed, expand Peak's
relationship with each company. Although Peak cannot disclose details, the
contracts significantly expand Peak's relationship with these companies by
providing for the supply of Jedec-style shipping and baking trays for
semiconductors. Peak is the leading manufacturer of Jedec-style trays for the
semiconductor industry.
For the year's fiscal first quarter, Peak achieved net sales of $18.8 million, a
19 percent increase over net sales of $15.8 million for the fiscal first quarter
of a year ago. Peak's gross profit margin increased to 42.8 percent for the June
30,1999 fiscal quarter from 40.1 percent for the quarter ended June 30, 1998.
This marks the fourth consecutive quarter of net sales growth and gross profit
margin growth for Peak on a quarter-to-quarter basis.
Peak's net income for the three months ended June 30, 1999 was $3.7 million,
compared to $3.1 million for the June 30, 1998 fiscal quarter, an increase of 21
percent. Operating income was $3.8 million for this year's first fiscal quarter
versus $3.0 million for the fiscal first quarter one year ago. Both net income
and operating income increased over the preceding quarter.
Calvin L. Reed, Chief Executive Officer and President, stated, "Unit volume in
the semi-conductor marketplace continues to strengthen. For the quarter, unit
volume rose in all three of Peak's product categories - tubes, trays, and tapes
and reels. We are concentrating our efforts on the higher margin tape and reel
and tray segments.
"During the quarter, the new management began the process of evaluating Peak's
business position. We have determined that our capacity is sufficient to meet
near-term market demand, and therefore, we have put on hold the completion of
the new factory in China. We are continuing to investigate and resolve
irregularities in the operations of our facilities in China. We also closed a
manufacturing facility in Penang, Malaysia.
"In addition, we have taken steps to improve efficiency in Peak's recycling
business. In this regard, Peak has terminated its relationship with the
SemiCycle Foundation in Austin, Texas and
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relocated its U.S. shipping and distribution functions from Austin to Milpitas,
California. The sales office in Austin will be maintained. We expect this
restructuring to result in better service to U.S. customers, as well as cost
savings to Peak.
"We believe that the communications industry will continue to undergo solid
growth, driven by the worldwide spread of the Internet and telecommunications
products. This drives demand for semi-conductors, which, in turn, drives
demands for Peak's products," Mr. Reed said.
Peak International Limited is a leading supplier of precision-engineered
transport products for the storage, transportation and automated handling of
semiconductor devices and other electronic components.
This press release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1993, as amended, and Section 21E of the
Securities Exchange of 1934, as amended. The forward-looking statements
reflects the views of Peak with respect to future events and financial
performance. These statements are subject to certain risks and uncertainties,
including among others dependence on the semiconductor and electronics
industries, competition, dependence on significant customers, issues relating
to its operations in China, the resolution of recently filed shareholder
litigation and other matters that could cause actual results to differ
materially from the statements made herein. The words "believes", "expects,"
"anticipates," "intends," "plans," "estimates" and similar expressions identify
forward-looking statements. Peak undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events, or otherwise. Readers are cautioned not to place undue reliance
on forward-looking statements.
-- Table Follows --
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PEAK INTERNATIONAL LIMITED
Income Statement Excerpts
(all amounts in thousands, except per share data)
(unaudited)
Three Months Ended June 30,
1999 1998
Net Sales $18,795 $15,769
Cost of Goods Sold 10,747 9,446
Gross Profit 8,048 6,323
General & Administrative and
Research & Development 2,549 1,755
Selling & Marketing 1,708 1,527
Operating Income 3,791 3,041
Other Income - net 289 94
Interest Income-net 60 249
Profit Before Tax 4,140 3,384
Taxation 398 304
NET INCOME $ 3,742 3,080
EARNINGS PER SHARE - BASIC $ 0.28 $ 0.23
- DILUTED $ 0.27 $ 0.23
Weighted Avg. Number of Shares-Diluted 13,740 13,672
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CONSOLIDATED BALANCE SHEET
(unaudited)
ASSETS June 30, 1999 March 31, 1999
(in thousands)
Current assets:
Cash & cash equivalents $ 14,245 $ 10,598
Accounts receivable-net 11,995 11,828
Inventory-net 27,096 26,169
Other current assets 921 1,241
Total Current Assets 54,257 49,836
Property, plant and
equipment-net 53,400 52,517
TOTALS $107,657 $102,353
LIABILITIES AND
STOCKHOLDERS' EQUITY
Current Liabilities:
Bank borrowings 261 0
Accounts payable and accruals 7,366 6,324
Taxation 4,071 3,805
Total Current Liabilities 11,698 10,129
LT Provision 647 647
Deferred income taxes 1,586 1,607
Total Liabilities 13,931 12,383
Stockholders' Equity:
Share capital 135 135
Additional paid-in capital 34,645 34,620
Retained earnings 59,696 55,954
Cumulative translation
adjustment (750) (739)
Total stockholders' equity 93,726 89,970
TOTALS $107,657 $102,353
# # #
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