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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 earliest event reported): February 17, 2005
SMITH & WESSON HOLDING CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| 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)
Registrant’s Telephone Number, Including Area Code: (800) 331-0852
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)) |
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| Item 7.01. Regulation FD Disclosure. | ||||||||
| Item 9.01. Financial Statements and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EX-99.1 | ||||||||
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Item 7.01. Regulation FD Disclosure.
The Company is furnishing this Report on Form 8-K pursuant to Regulation FD in connection with the disclosure of information, in the form of the textual information from a slide show presentation to be given on February 17, 2005 and at subsequent meetings with institutional investors during the remainder of the quarter.
The information in this Report on Form 8-K is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that section. This Report 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.
The Company does not have, and expressly disclaims, any obligation to release publicly any updates or any changes in the Company’s expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.
The text included with this Report omits various graphic images included in the actual slides used in the presentation. We will make copies of the actual slides, including such graphic images, available for viewing at 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) | Exhibits. | |||||
| Exhibit | ||||||
| Number | Description | |||||
| 99.1 | Slide Show Presentation | |||||
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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.
Date: February 17, 2005 |
||||
| SMITH & WESSON HOLDING CORPORATION | ||||
| By: | /s/ John A. Kelly | |||
| John A. Kelly | ||||
| Chief Financial Officer and Treasurer | ||||
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Exhibit 99.1
| Smith & Wesson February 17, 2005 |
| Smith & Wesson Holding Corporation 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 statements regarding the Company's strategies, the demand for the Company's products, the opportunity for growth of the Company, anticipated sales and operating results, customer satisfaction and cost-reduction efforts. 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. |
| Key Highlights New Management Team in Place Strong Legacy Brand...Energize More Comprehensive Approach...S.S.P.S. Synergistic Business and Product Opportunities Significant Topline Growth Opportunities Operational Cost Reduction Opportunities Significant Financial Upside |
| Presented by: Michael Golden President and Chief Executive Officer AMEX: SWB Market Cap: $78,700,000 (as of 2/14/05) Shares Outstanding: 31,500,000 Smith & Wesson Holding Corporation |
| Background: Mike Golden |
| Smith & Wesson Management Team Name John Kelly CFO Tom Taylor VP, Marketing Ken Chandler VP, Operations Leland Nichols VP, Sales Barbara Hunnicutt VP, Licensing S&W Tenure 20 Years 7 Months 3 Months 1 Month New Background |
| Company Background 153 Year Old American company Headquarters: Springfield, Massachusetts 736 Employees Two Manufacturing Facilities (Non-Union): Springfield, Massachusetts Revolvers, Pistols Houlton, Maine Handcuffs, Pistols |
| Company Background Largest U.S. Manufacturer of Handguns Largest U.S. Exporter of Handguns Largest U.S. Manufacturer of Handcuffs # 1 in U.S. Revolver Market Share # 3 in U.S. Pistol Market Share A Legacy Brand With 87% Brand Awareness With the General Public (Not Just Firearm Enthusiasts) Source: Federal Excise Tax Data - Q3, 2004 American Sports Data - Nov, 2004 |
| Smith & Wesson Revenue Six Months Ending 10/31/04 Revolver Performance Ctr. Pistols Walther Handcuff Licencee Other 0.45 0.08 0.21 0.13 0.04 0.02 0.07 Revolver Performance Ctr Pistols Walther Handcuffs Licensee Other East 0.45 0.08 0.21 0.15 0.04 0.02 0.07 Revolvers 45% Pistols 21% Walther 13% Performance Center 8% Sales Revenue Growth 2002 +17% 2003 +21% 2004 +20% Handcuffs 4% Licensing 2% Other 7% Source: Smith & Wesson Financial Statements Thru Q2 2005 Sales Revenue $57,769,682 (-1.4%) Handgun Sales Revenue $51,758,071 (+4.8%) |
| A Company in Transition Manufacturing Driven Market Driven GOAL |
| Smith & Wesson Brand Dependability Innovation S&W Brand Perception is Extremely High Across ALL Demographics American Made Stands for Protection Source: American Sports Data - Nov, 2004 |
| Smith & Wesson Purchase Intent Revolvers..................# 1 Pistols.......................# 1 Shotguns...................# 3 Hunting Rifles............# 3 Tactical Rifles............# 1 Ammunition...............# 4 Security Systems........# 3 Source: American Sports Data - Nov, 2004 |
| Consumers Say the Smith & Wesson Brand Stands For... Safety Security Protection Sport Source: American Sports Data - Nov, 2004 |
| Source License Manufacture Consumers Say Smith & Wesson Has the Right of Entry... Less Lethal Long Guns Ammunition Security Systems Training/Ranges Etc., Etc., Etc. in S.S.P.S. Shotguns Hunting Rifles Tactical Rifles Options Do Nothing |
| Landscape: Current & Future Smith & Wesson's Primary Business is Handguns in the U.S. Sporting Goods Channel Become a Global Company in the Business of... Safety...Security...Protection...Sport GOAL |
| GOAL Landscape: Current & Future #1 Handgun in U.S. Sporting Goods Channel Limited Sales Force Limited Marketing Diminished Law Enforcement Presence and Sales No Military Sales Limited International Sales Non-Optimum Walther Business Growth Dominant in U.S. Sporting Goods Channel Aggressive Sale Force Dynamic Marketing Aggressive Position on Law Enforcement Sales Aggressively Pursue Military Contracts Worldwide Expanded International Sales Presence Enhance Walther Business |
| Reinventing a Legacy Brand Inconsistent Message to a Limited Audience "Loud" and Visible Brand With a Consistent Message to a Diverse Audience GOAL |
| "Loud" Initiatives Innovative New Products Re-emphasize Historic/Classic Guns Expand Law Enforcement/Military Dynamic Advertising Print, TV, Radio, Entertainment NASCAR Club 1852 Consumer Affinity Program TV Show: Smith & Wesson USA Editorial Blitz Expanded/Upgraded Internet Marketing Brand Identity/Customer Data Projects |
| New Products/Continuous Upgrades 14 New Guns for SHOT Show Featuring the S&W 460XVR Focus on Performance Center More New Guns for NRA Show Continued 1911 Family Expansion Law Enforcement A Line Second to None With an Assortment to Fill All Needs S&W 460XVR 1911 w/ Crimson Trace Grips |
| 153 Years of Innovation Model 1-22 Rimfire Model 3-Breaktop 38 Special 1857 1870 1899 1955 1990 2001 2005 2003 44 Special 1908 Thunder Ranch Model 21 Reintroduce Classic/Historic Commemorative Guns Continue to Innovate 357 Magnum 1935 44 Magnum S&W 40 Caliber AirLite-Scandium 500 Magnum 460 XVR |
| Expanding the Existing Demographic Existing Target 45+ Year Old Males Existing Interest in Firearms/Outdoors Aspirational Target Using Alternative Mediums 21 - 44 Year Old Males Women Consumers with Interest in Firearms/Outdoors GOAL |
| Advertising Mediums Print Advertising Entertainment Television Radio |
| Print Advertising Hunting |
| Print Advertising Women's Focus Sport Shooting |
| Print Advertising Football NASCAR |
| Print Advertising Innovation Law Enforcement |
| Walther Print Advertising |
| Multi-Media Exposure Smith & Wesson USA to Premier in July on The Men's Channel Focus on Entertainment Marketing Three New TV Commercials Radio Ads Guest Speaker Program |
| NASCAR + Smith & Wesson... A Perfect Fit Smith & Wesson Will Enter NASCAR Busch Series in 2005 8 Races Including Las Vegas, Atlanta, Charlotte, Daytona, Bristol, California, Texas, Phoenix |
| Editorial Blitz Strategy is Dominating Magazine Covers Sigma... 9 Upcoming Editorials and Features 460XVR... 3 Cover Features and Many More Coming 1911... 13 Existing or Upcoming Editorials and Features |
| Editorial Blitz Strategy is Dominating Magazine Covers SEPT OCT NOV DEC SMITH & WESSON 223 112 200 109 RUGER 99 95 73 150 GLOCK 48 56 38 49 TAURUS 53 18 40 39 |
| Internet Marketing Smith & Wesson Website Information Based Sales Guide Expanded Windows Club 1852 NASCAR Smith & Wesson TV Magazine Editorials Non-Firearm Merchandise Sales Linkage With Other Sites Dealers / Distributors Email Blast Marketing Monitoring Chat Rooms |
| Licensing Licensing Veteran Bobbie Hunnicutt Aggressively Pursue Initiatives that "Surround the Shooter" and Fall Within...Safety, Security, Protection and Sport Loose Strategy Chasing Revenue Safety...Security...Protection...Sport GOAL |
| 2001 2002 2003 2004 2005 Industry Municipal Cases Pending or on Appeal 32 26 20 13 9 S&W Product Liability Cases Pending 10 8 5 4 2 Legal Update No Municipal or Product Liability Cases Filed Since 2002 32 26 20 13 9 10 5 4 2 8 Legislation The Protection of Lawful Commerce in Arms Act is expected to be introduced this week The Class Action Fairness Act of 2005 passed the Senate Without Amendment by a 72 - 26 Vote Cases |
| Operations Opportunities Cost Savings Yield Enhancement Lead Time Reduction Short Term Focus Upgrade Key Equipment Define Sourcing Strategy Launch of New Products Connect and Pull to Customer Culture Change Implement S&W Operating System Drive Lean Manufacturing Processes Develop Highly Responsive Internal Culture Reset the Game G O A L |
| Track Record FY 2005 Q2 Update FY 2005 Guidance (Note: Smith & Wesson Fiscal Year: May - April) Financial Progress - First Half 2005 |
| Millions Financial Overview Millions |
| Financial Overview Millions Millions |
| EBITDA Reconciliation |
| OCT. 31, 2004 OCT 31, 2003 Net Product Sales $56.8 $57.7 Net Income $3.7 $1.3 Earnings Per Share 12¢* 4¢* *In millions except per share data 2005 First Half Results Net Handgun Sales $51.8 $49.4 |
| FISCAL 2004 FISCAL 2005 $117.9 $119 - $124 $1.4 $5.4 - $6.4 4¢ 16¢ - 19¢ Guidance Fiscal Year 2005 *In millions except per share data Net Product Sales Net Income Earnings Per Share |
| 2003 2004 2005 4.2 5.7 9 INVESTING FOR THE FUTURE Capital Expenditures Millions |
| Summary New Management Team in Place Strong Legacy Brand...Energize More Comprehensive Approach...S.S.P.S. Synergistic Business and Product Opportunities Significant Topline Growth Opportunities Operational Cost Reduction Opportunities Significant Financial Upside |