UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
September 15, 2010
Date of Report (Date of earliest event reported)
Smith & Wesson Holding Corporation
| Nevada | 001-31552 | 87-0543688 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
2100 Roosevelt Avenue
Springfield, Massachusetts
01104
(Address of Principal Executive Offices) (Zip Code)
Springfield, Massachusetts
01104
(800) 331-0852
(Registrant’s telephone number, including area code)
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. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01 | Regulation FD Disclosure. |
We are furnishing this Current Report on Form 8-K in connection with the disclosure of
information, in the form of the textual information from a powerpoint presentation to be given at
meetings with institutional investors. This information may be amended or updated at any time and
from time to time through another Form 8-K, a later company filing, or other means. The powerpoint
presentation attached as Exhibit 99.1 to this Current Report on Form 8-K updates and replaces in
its entirety all prior powerpoint presentations filed by us, including the powerpoint presentation
filed as Exhibit 99.1 to the Current Report on Form 8-K dated February 9, 2010, which was filed
with the Securities and Exchange Commission on February 9, 2010.
The information in this Current Report on Form 8-K (including the exhibit) is furnished
pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. This
Current Report on Form 8-K will not be deemed an admission as to the materiality of any information
in the Report that is required to be disclosed solely by Regulation FD.
We do not have, and expressly disclaim, any obligation to release publicly any updates or any
changes in our expectations or any change in events, conditions, or circumstances on which any
forward-looking statement is based.
The text included with this Report on Form 8-K is available on our website located at
www.smith-wesson.com, although we reserve the right to discontinue that availability at any time.
| Item 9.01. | Financial Statements and Exhibits. |
| (a) | Financial Statements of Business Acquired. | ||
| Not applicable. | |||
| (b) | Pro Forma Financial Information. | ||
| Not applicable. | |||
| (c) | Shell Company Transactions. | ||
| Not applicable. | |||
| (d) | Exhibits. |
| Exhibit | ||||
| Number | Exhibits | |||
| 99.1 | Smith & Wesson presentation dated September 2010. |
|||
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.
| SMITH & WESSON HOLDING CORPORATION |
||||
| Date: September 15, 2010 | By: | /s/ William F. Spengler | ||
| William F. Spengler | ||||
| Executive Vice President, Chief Financial Officer, and Treasurer | ||||
EXHIBIT INDEX
| 99.1 | Smith & Wesson presentation dated September 2010. |
Exhibit 99.1
| 1 Michael Golden President, CEO William Spengler EVP, CFO September, 2010 |
| 2 Safe Harbor Certain statements contained in this presentation may be deemed to be forward-looking statements under federal securities laws, and the Company intends that such forward-looking statements be subject to the safe-harbor created thereby. Such forward-looking statements include but are not limited to statements regarding the Company's strategies, the demand for the Company's products and services, the opportunity for growth of the Company, anticipated sales and operating results, and the Company's financial goals. The Company cautions that these statements are qualified by important factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include the demand for the Company's products, the Company's growth opportunities, the ability of the Company to obtain operational enhancements, and other risks detailed from time to time in the Company's reports filed with the SEC. |
| 3 One Company: Two Strong Growth Platforms Leader in quality firearms Leader in perimeter security Growth and profitability Leader in safety, security and protection NASDAQ Global Select: SWHC |
| 4 Strong Financial Performance Fiscal Year April 30 Revenues First Quarter FY 2011 Financial Highlights: Total Quarterly Revenue $94.9 M Record Quarterly Perimeter Security Revenue $17.1M Gross Profit Margin 34% Net Income $6.2 M EPS: $0.10 Per Diluted Share |
| 5 Rapidly Diversifying Revenue Streams Prod Serv 0.72 0.28 Consumer Professional SWHC FY 2010 Prod Serv 0.7 0.3 Consumer Professional SWHC FY 2011(1) Prod Serv 0.84 0.16 Firearms Other Prod Serv 0.77 0.23 Firearms Other 72% 28% 70% 30% 84% 16 % 77% 23% (1) First full year of USR consolidation |
| 6 FY 2009 (A) Other 22 Revolver 90 Pistol 136 Long Gun 87 Robust Revenue Outlook Revenues ($M) 3-5 years (Goal) Other 50 Revolver 105 Pistol 175 Long Guns 120 USR 200 Long Gun Pistol Revolver Other & Licensing USR: Perimeter Security $650M FY 2008 (A) Other 21 Revolver 82 Pistol 105 Long Gun 86 $335M $294M $406M |
| 7 A Growing Profit Model As % of Sales SWHC FY 2010 Actual SWHC 3-5 Years Goal Net sales 100% 100% Gross margin 32.4% 35-36% Operating expenses 21.9% 20% Operating income 10.4% 15-16% |
| 8 A Transformation - 2005-2010 From: A manufacturer of revolvers Revenues: $126M F I R E A R M S : |
| 9 A Transformation - 2005-2010 To: A global leader in firearms Rapid Total Company Growth Healthy Balance Sheet $ Diversified Portfolio Handgun Market Leader #1 F I R E A R M S : |
| 10 Key Success Factor: Innovative New Products F I R E A R M S : Product Consumer Law Enforcement Government / Military International Revolver u Market M&P Pistol M&P Tactical Rifle Thompson / Center Arms M&P4 - Tactical Rifle u u u 2006 2006 2006 2006 2006 2006 2006 2006 2007 - - - - - - - - 2009 2009 2009 BODYGUARD Revolvers & Pistols 2010 - - - - - - |
| Consumer: Concealed Carry, Personal Protection Hunting: Bolt Action Rifles, Youth Market Military: RFI/RFP Activity M9 Pistol Replacement M4, M16 Tactical Rifle Law Enforcement: Sidearm replacements, upgrades Federal Government: Federal Agencies Can Now Purchase M&P40 On ATF Contract 11 Growth Drivers F I R E A R M S : |
| 12 Increased Addressable Market > Three Fold Addressable Market 1st Qtr 2nd Qtr East 0.17 0.83 2005 $0.6B S&W ~17% Handguns 1st Qtr 2nd Qtr East 0.13 0.87 2010 $2.4B S&W ~14% Handguns Plus entered long gun market of $1.1B Note: US excluding government F I R E A R M S : |
| 13 The Brand = Security & Protection The Brand = Security & Protection |
| 14 Security Platform: USR |
| 15 Leader in quality firearms Leader in perimeter security Growth and profitability Leader in safety, security and protection NASDAQ Global Select: SWHC One Company: Two Strong Growth Platforms |
| 16 USR Key Differentiators 1. Innovative products 2. World class clients 3. Innovative business model |
| 17 1. I N N O V A T I V E P R O D U C T S USR: Diversified, Industry Leading Product Offering Full array of perimeter security products Canopies and Prefab Buildings GRAB(r) Barriers Parts & Accessories EMBTM ODDS & Electronic Monitoring |
| 18 1. I N N O V A T I V E P R O D U C T S USR: Flagship Product GRAB(r) System: Unique Features Certified and field proven reduced risk vehicle barrier system Can be activated in under 1.5 seconds Cost effective: Able to span multiple traffic lanes Re-useable after impact Environmentally friendly: All electric operation Low cost of ownership Patent protected |
| 19 2. CLIENTS USR: World Class Clients A client list that specifies USR as the preferred provider of perimeter security solutions |
| 20 Cons 3. INNOVATIVE BUSINESS MODEL USR: Unique Industry Relationships Architectural / Engineering Firms Product Firms Construction Companies |
| 21 USR: Competitive Elements Competitive Product Suppliers Competitive Perimeter Security Integrators Nasatka Barriers BARRIER 1 American Physical Security Group Concentric Security Diebold SecureUSA |
| 22 USR Growth Drivers Expansion and adoption of federal perimeter security standards (CFATS) New products: K8, EMB Expansion into new domestic markets Airports, Nuclear, Transportation Safety, Utilities, Data Centers, Banking 4. International expansion Increasing demand for critical infrastructure protection at government, military and corporate facilities provides enormous opportunity Long Runway for Growth |
| 23 USR - Solid Growth Profile Revenues Above revenues represent pro forma results on a full fiscal year basis. Q1 FY2011: Record Quarterly Perimeter Security Revenue $17.1 M |
| 24 Summary: USR A growing business in a sustained growth global market GRAB(r) system provides differentiation, barrier to entry New proprietary product pipeline World class clients Unique capabilities with in-house project engineering, manufacturing, project management, installation, and maintenance USR at inflection point: Unparalleled opportunity for growth |
| 25 Why Invest in Smith & Wesson Solidly executing a successful growth plan 26% Revenue CAGR (2005-2010) diversifying revenue sources: Consumer, Professional, International Innovative products providing entry to new markets Well positioned for large government contracts pistol and rifle opportunities expected Winning in facility perimeter security: a key platform for substantial growth July 2009 acquisition: USR is a growing company in non-consumer markets Growing in the $1.1B long gun market launching new products to expand our addressable market Multiple growth & earnings drivers next 3-5 years |
| 26 NASDAQ Global Select: SWHC |