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 the earliest event reported)
November 2, 2011

COMPX INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
 
Delaware	1-13905	57-0981653	
(State or other jurisdiction of incorporation)	(Commission
File Number)	(IRS Employer
Identification No.)	

5430 LBJ Freeway, Suite 1700, Dallas, Texas	75240-2697	
(Address of principal executive offices)	(Zip Code)	
 
Registrant’s telephone number, including area code
(972) 448-1400

 	(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 (see General Instruction A.2):
 
o	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.	
Item 7.01	Regulation FD Disclosure.	

Pursuant to Items 2.02 and 7.01 of this current report, the registrant hereby furnishes the information set forth in its press release issued on November 2, 2011, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information, including the exhibit, the registrant furnishes in this report is not deemed "filed" for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.  Registration statements or other documents filed with the Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing.

Item 9.01	Financial Statements and Exhibits.

(d)	Exhibits.	
 	 	
             Item No.	Exhibit Index                                                                                                                                                                            	
             99.1	Press Release dated November 2, 2011 issued by the registrant.	

 

 

.
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 hereunto duly authorized.

 	COMPX INTERNATIONAL INC.
(Registrant)

 	 
By: /s/ A. Andrew R. Louis                                                                                               
A. Andrew R. Louis
Secretary

Date:  November 2, 2011

 

 

INDEX TO EXHIBITS

Exhibit No.	Description                                                                                                 	
99.1	Press Release dated November 2, 2011 issued by the registrant.	

 

 

 

 
PRESS RELEASE

FOR IMMEDIATE RELEASE:	CONTACT:	
 	 	
CompX International Inc.	David A. Bowers	
5430 LBJ Freeway, Suite 1700	President & CEO	
Dallas, Texas 75240	Tel. 864-286-1122	

COMPX REPORTS THIRD QUARTER 2011 RESULTS

DALLAS, TEXAS …November 2, 2011 … CompX International Inc. (AMEX: CIX) today announced third quarter sales of $35.7 million compared to $35.7 million in the same period of 2010.  Operating income was $1.5 million for the period compared to $3.1 million in the same quarter in 2010.  Third quarter 2011 operating income decreased primarily due to a less favorable product sales mix, higher raw material costs and a write-down on assets held for sale of $1.1 million compared to a $500,000 write-down on assets held for sale in the same period in 2010. Net income for the third quarter of 2011 was $1.1 million, or $0.09 per diluted share, compared to $1.7 million, or $0.13 per diluted share, in the third quarter of 2010.  The effect on net income of the write-downs of assets held for sale was $692,000, or $0.06 per diluted share, in the third quarter of 2011 compared to $305,000, or $0.02 per diluted share, in 2010.

For the nine months ended September 30, 2011, sales were $105.7 million compared to $102.9 million in the previous year.  Operating income was $13.4 million for the 2011 period compared to $7.8 million for the nine months in 2010.  Net income was $6.7 million, or $0.54 per diluted share, for the nine months of 2011 compared to $2.4 million, or $0.20 per diluted share, in 2010.

Net income for the 2011 year-to-date period was impacted by:
·  	a $7.5 million first quarter litigation settlement gain ($3.4 million, or $0.27 per diluted share, net of income taxes);	

·  	facility consolidation costs of $2.0 million ($907,000, or $0.07 per diluted share, net of income taxes) mostly in the first half of the year; and	

·  	the third quarter write-down on assets held for sale of $1.1 million ($692,000, or $0.06 per diluted share, net of income taxes).	

Net income for the 2010 year-to-date period was impacted by:
·  	litigation expenses of $2.1 million ($945,000, or $0.08 per diluted share, net of income taxes) mostly in the first half of the year;	

·  	the third quarter write-down on assets held for sale of $500,000 ($305,000, or $0.02 per diluted share, net of income taxes); and	

·  	a $1.9 million ($0.15 per diluted share) income tax charge in the first quarter resulting from a change in the Company’s expectation relating to the repatriation of certain non-U.S. earnings.	

 
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For the nine-month period in 2011 our operating income increased primarily due to the net effects of:
·  	The positive impact of the litigation settlement gain recorded in the first quarter;	

·  	The positive impact of lower litigation expense;	

·  	The positive impact of the higher sales from an increase in customer order rates in the first six month of the year, primarily in Security Products;	

·  	The negative impact of relocation costs and production inefficiencies related to the consolidation of our precision slides facilities;	

·  	The negative impact on margins caused by higher raw material costs;	

·  	The negative impact of write-downs on assets held for sale; and	

·  	The negative impact of relative changes in foreign currency exchange rates.	

“After showing year-over-year improvement in the first half of the year, we saw increased uncertainty this quarter resulting in sales being flat compared to the prior year,” commented David A. Bowers, President & CEO.  “The trend in commodity raw material costs continues to put pressure on our margins although we have been able to partially mitigate the higher costs through production efficiency gains and price increases.  We expect the current economic environment to continue into the fourth quarter and will focus on the things we can control such as improving the efficiency of our cost structure, producing high quality products, identifying new products and markets, as well as delivering a high level of customer service.  We acquired an ergonomics product line this quarter which is expected to broaden markets we serve to include the healthcare area beginning in the coming quarter. ”

CompX is a leading manufacturer of security products, furniture components and performance marine components.  It operates from six locations in the U.S., Canada and Taiwan and employs approximately 800 people.

Forward-Looking Statements
Statements in this release relating to matters that are not historical facts are forward-looking statements based upon management’s belief and assumptions using currently available information.  Although CompX believes the expectations reflected in such forward-looking statements are reasonable, it cannot give any assurances that these expectations will prove to be correct.  Such statements, by their nature, involve substantial risks and uncertainties that could significantly impact expected results, and actual future results could differ materially from those described in such forward-looking statements.  While it is not possible to identify all factors, CompX continues to face many risks and uncertainties.  Among the factors that could cause actual future results to differ materially include, but are not limited to, general economic and political conditions, changes in raw material and other operating costs, demand for office furniture, service industry employment levels, competitive products and prices, fluctuations in currency exchange rates, the introduction of trade barriers, potential difficulties in integrating completed acquisitions, the ability to sustain or increase operating income improvement resulting from cost control initiatives, uncertainties associated with the development of new product features and other risks and uncertainties detailed in CompX’s Securities and Exchange Commission filings.  Should one or more of these risks materialize or if the consequences worsen, or if the underlying assumptions prove incorrect, actual results could differ materially from those currently forecasted or expected.  CompX disclaims any intention or obligation to publicly update or revise such statements whether as a result of new information, future events or otherwise.

 

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COMPX INTERNATIONAL INC.
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share amounts)
(Unaudited)

 	 	Three months ended	 	 	Nine months ended	 	
 	 	September 30,	 	 	September 30,	 	
 	 	2010	 	 	2011	 	 	2010	 	 	2011	 	

Net sales	 	$	35.7	 	 	$	35.7	 	 	$	102.9	 	 	$	105.7	 	
Cost of goods sold	 	 	26.0	 	 	 	27.2	 	 	 	75.3	 	 	 	78.7	 	
Gross margin	 	 	9.7	 	 	 	8.5	 	 	 	27.6	 	 	 	27.0	 	
Selling, general and administrative expense	 	 	5.9	 	 	 	5.7	 	 	 	17.2	 	 	 	17.8	 	
Litigation (settlement) expense, net	 	 	0.2	 	 	 	-	 	 	 	2.1	 	 	 	(7.3	)	
Assets held for sale write-downs	 	 	0.5	 	 	 	1.1	 	 	 	0.5	 	 	 	1.1	 	
Facility consolidation costs	 	 	-	 	 	 	0.2	 	 	 	-	 	 	 	2.0	 	
Operating income	 	 	3.1	 	 	 	1.5	 	 	 	7.8	 	 	 	13.4	 	
Interest expense	 	 	(0.2	)	 	 	(0.2	)	 	 	(0.7	)	 	 	(0.6	)	
Other non-operating income, net	 	 	0.1	 	 	 	0.1	 	 	 	0.2	 	 	 	0.3	 	
Income before income taxes	 	 	3.0	 	 	 	1.4	 	 	 	7.3	 	 	 	13.1	 	
Provision for income taxes	 	 	1.3	 	 	 	0.3	 	 	 	4.9	 	 	 	6.4	 	
Net income	 	$	1.7	 	 	$	1.1	 	 	$	2.4	 	 	$	6.7	 	

Net income per diluted common share	 	$	0.13	 	 	$	0.09	 	 	$	0.20	 	 	$	0.54	 	

Weighted average diluted common	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
   shares outstanding	 	 	12.4	 	 	 	12.4	 	 	 	12.4	 	 	 	12.4	 	

 

 
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COMPX INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)

 	 	December 31,	 	 	September 30,	 	
 	 	2010	 	 	2011	 	
Assets	 	 	 	 	(Unaudited)	 	
 	 	 	 	 	 	 	
Current assets:	 	 	 	 	 	 	
Cash and equivalents	 	$	13.9	 	 	$	8.5	 	
Accounts receivable, net	 	 	14.6	 	 	 	16.6	 	
Inventories, net	 	 	18.4	 	 	 	20.0	 	
Promissory note receivable	 	 	15.0	 	 	 	15.0	 	
Deferred income taxes and other	 	 	3.5	 	 	 	3.7	 	
Total current assets	 	 	65.4	 	 	 	63.8	 	
 	 	 	 	 	 	 	 	 	
Intangibles	 	 	32.3	 	 	 	36.3	 	
Net property and equipment	 	 	59.9	 	 	 	51.0	 	
Assets held for sale	 	 	2.4	 	 	 	6.7	 	
Other assets	 	 	0.1	 	 	 	0.1	 	
 	 	 	 	 	 	 	 	 	
Total assets	 	$	160.1	 	 	$	157.9	 	

Liabilities and Stockholders’ Equity	 	 	 	 	 	 	
 	 	 	 	 	 	 	
Current liabilities:	 	 	 	 	 	 	
  Current maturities of long term debt	 	$	1.0	 	 	$	5.8	 	
  Accounts payable and accrued liabilities	 	 	16.2	 	 	 	14.9	 	
  Interest payable to affiliate	 	 	0.9	 	 	 	-	 	
  Income taxes	 	 	2.0	 	 	 	2.6	 	
    Total current liabilities	 	 	20.1	 	 	 	23.3	 	
 	 	 	 	 	 	 	 	 	
Long-term debt	 	 	44.2	 	 	 	36.5	 	
Deferred income taxes and other	 	 	11.9	 	 	 	12.8	 	
Other noncurrent liabilities	 	 	-	 	 	 	0.8	 	
Stockholders’ equity	 	 	83.9	 	 	 	84.5	 	
 	 	 	 	 	 	 	 	 	
    Total liabilities and stockholders’ equity	 	$	160.1	 	 	$	157.9	 	

 
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