UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q

 

QUARTERLY REPORT UNDER
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

 

ý              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended July 3, 2004

 

OR

 

o              TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from              to             

 

Commission File Number: 333-110531

 

NORCROSS SAFETY PRODUCTS L.L.C.

(Exact name of Registrant as Specified in its Charter)

 

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ý  No o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).   Yes o  No ý

 

On August 11, 2004 Norcross Safety Products L.L.C. had 100 units outstanding, all of which were owned by a holding company.

 

 

NORCROSS SAFETY PRODUCTS L.L.C.
FORM 10-Q QUARTERLY REPORT

For the Quarterly Period Ended July 3, 2004

 

TABLE OF CONTENTS

 

PART I Financial Information
	Item 1. Financial Statements (Unaudited)		1
		Consolidated Balance Sheets	1
		Consolidated Statements of Operations	2
		Consolidated Statements of Cash Flows	3
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		17
	Item 3. Quantitative and Qualitative Disclosures About Market Risk		25
	Item 4. Controls and Procedures		26
PART II Other Information			27
	Item 1. Legal Proceedings		27
	Item 6. Exhibits and Reports on Form 8-K		28
Signatures			29
Form 10-Q Listing of Exhibits			30

 

i

 

PART I
FINANCIAL INFORMATION

 

Item 1. Financial Statements (Unaudited)

 

NORCROSS SAFETY PRODUCTS L.L.C.

CONSOLIDATED BALANCE SHEETS

(Amounts in Thousands) (Unaudited)

 

		December 31, 2003(1)			July 3, 2004
Assets
Current assets:
Cash and cash equivalents		$	16,341		$	17,713
Accounts receivable, less allowance of $2,493 and $2,544 in 2003 and 2004, respectively		53,291			64,158
Inventories		80,828			84,635
Deferred income taxes		30			29
Prepaid expenses and other current assets		3,833			3,862
Total current assets		154,323			170,397
Property, plant, and equipment, net		56,213			52,370
Deferred financing costs, net		10,832			9,950
Goodwill, net		130,032			128,815
Other intangible assets, net		5,641			5,801
Due from NSP Holdings L.L.C.		16,113			17,764
Other noncurrent assets		5,535			5,433
Total assets		$	378,689		$	390,530
Liabilities and member’s equity
Current liabilities:
Accounts payable		$	18,157		$	20,126
Accrued expenses		27,837			26,538
Current maturities of long-term obligations		3,378			3,256
Total current liabilities		49,372			49,920
Pension, post-retirement, and deferred compensation		24,318			25,606
Long-term obligations		253,814			252,674
Other noncurrent liabilities		430			404
Deferred income taxes		1,937			1,896
Minority interest		124			140
		280,623			280,720
Member’s equity:
Contributed capital		116,060			116,060
Accumulated deficit		(64,791		)	(52,220		)
Accumulated other comprehensive loss		(2,575		)	(3,950		)
Total member’s equity		48,694			59,890
Total liabilities and member’s equity		$	378,689		$	390,530

 

(1)          December 31, 2003 balances were obtained from audited financial statements.

 

See notes to unaudited consolidated financial statements.

 

1

 

NORCROSS SAFETY PRODUCTS L.L.C.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in Thousands) (Unaudited)

 

		Three months ended						Six months ended
		June 28, 2003			July 3, 2004			June 28, 2003			July 3, 2004
Net sales		$	90,997		$	107,005		$	176,812		$	216,078
Cost of goods sold		57,879			68,823			112,932			137,700
Gross profit		33,118			38,182			63,880			78,378
Operating expenses:
Selling		8,711			10,422			17,236			20,826
Distribution		4,268			5,329			8,277			10,527
General and administrative		8,268			9,506			16,419			19,474
Amortization of intangibles		809			124			1,620			250
Strategic alternatives		—			613			—			613
Total operating expenses		22,056			25,994