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): May 13, 2003
BMC Industries, Inc. |
(Exact name of registrant as specified in its charter) |
Minnesota |
| 1-8467 |
| 41-0169210 |
(State of Incorporation) |
| (Commission file number) |
| (I.R.S. Employer Identification No.) |
One Meridian Crossings, Suite 850 |
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Minneapolis, Minnesota |
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| 55423 |
(Address of principal executive offices) |
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(952) 851-6000 |
(Registrant's telephone number) |
Items 1-6. | Not Applicable. | ||
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Item 7. | Financial Statements and Exhibits. |
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| (a) - (b) | Not Applicable. |
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| (c) | The following exhibit is furnished pursuant to Item 9 and Item 12: | |
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| Exhibit | Description | |
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| 99.1 | Press Release issued by BMC Industries, Inc., dated May 13, 2003 | |
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Item 8. | Not Applicable. |
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Item 9. | Regulation FD Disclosure (Item 12. Results of Operations and Financial Condition). | ||
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The following information is being furnished under Item 12 of Form 8-K "Results of Operations and Financial Condition" and is included under this Item 9 in accordance with SEC Release NO. 33-8216 (March 27, 2003).
On May 13, 2003, BMC Industries, Inc. (the "Company") issued a press release announcing the Company lowered its outlook for 2003 and expects to incur a loss for the fiscal year ending December 31, 2003. The press release is filed as Exhibit 99.1 to this report on Form 8-K and is incorporated by reference.
The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934 (as amended), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (as amended), except as shall be expressly set forth by specific reference in such filing.
The Company intends that certain matters disclosed in this Current Report (including the exhibit hereto) are "Forward-Looking Statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are intended to be covered by the safe harbors created thereby. Statements made in this news release that are not statements of historical facts, including statements regarding future performance, are Forward-Looking Statements. Forward-Looking Statements may be identified by the use of words such as "anticipates", "estimates", "expects", "forecasts", "projects", "intends", "plans", "predicts", and similar expressions. Forward-Looking Statements are subject to a number of risks and uncertainties that could cause, and in certain instances have caused, actual results or outcomes to differ materially from those projected, including, among others, our ability to manage working capital and align costs with market conditions; ability to achieve higher yields at Vision-Ease; ability to reduce inventories while maintaining consistently high customer service levels and product fill rates; ability to increase sales of products at both Vision-Ease and the Buckbee-Mears group; ability to replace lost domestic aperture mask sales with sales in Asia and other areas of the world; further aperture mask price declines; slowdown in growth of, or price reductions in, high-end optical lens products; fluctuations in currency exchange rates; rising raw material costs; ability to execute efficiently the temporary shut down and start-up of operations at the company's aperture mask production facilities during the second and third quarters; the ability to achieve FDA approval for production of medical products at our Cortland facility; ongoing economic uncertainty and the affect of war or other conflict on the company's operations; the ability to generate sufficient cash flow to meet debt service obligations and availability of sufficient borrowing capacity under existing credit facilities; the ability to meet future financial covenants related to, and the ability to negotiate financing arrangements in addition to, or in replacement of, our existing senior credit facilities. These and other risks and uncertainties are discussed in further detail in BMC's Annual Report and Form 10-K for the year ended December 31, 2002 and other documents filed with the Securities and Exchange Commission.
The Forward-Looking Statements included in this Current Report (including the exhibit hereto) are made only as of May 13, 2003, and the Company undertakes no obligation to update publicly such Forward-Looking Statements to reflect subsequent events or circumstances that may arise after the date of this release.
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 thereunto duly authorized.
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| BMC INDUSTRIES, INC. | |
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Dated: May 20, 2003 |
| By: | /s/Curtis E. Petersen |
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| Curtis E. Petersen
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| Its: | Senior Vice President and Chief Financial Officer |
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EXHIBIT INDEX
Exhibit |
| Description |
| Method of Filing |
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99.1 |
| Press Release, dated May 13, 2003, Announcing the Company Lowers 2003 Outlook |
| Electronic |