UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 15, 2003 Commission File Number 0-5680 BURKE MILLS, INC. --------------------------------------------------------- (Exact name of registrant as specified in its charter) IRS EMPLOYER IDENTIFICATION (56-0506342) NORTH CAROLINA --------------------------------------------------------- (State or other jurisdiction of incorporation or organization) 191 Sterling Street, N.W. Valdese, North Carolina 28690 --------------------------------------------------------- (Address of principal executive offices) (Zip Code) (828) 874-6341 --------------------------------------------------------- (Registrant's telephone number, including area code) No Changes --------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Item 5. Other Events - --------------------- The information set forth in the Registrant's news release dated May 15, 2003 is incorporated herein by reference. Item 7. Financial Statements and Exhibits - ------------------------------------------ (c) Exhibits (99) The News Release SIGNATURES ----------- Pursuant to the requirements of Section 13 or 15(d) 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. BURKE MILLS, INC. By: /s/ Date: May 15, 2003 ----------------------- Thomas I. Nail President and COO (Principal Financial Officer) EXHIBIT INDEX Exhibit No. Description - ----------- ------------ (99) The News Release BURKE MILLS, INC. Telephone (828) 874-6341 Fax (828) 879-7184 FRANK GADDY YARN DIVISION POST OFFICE BOX 190, VALDESE, NORTH CAROLINA 28690 FOR IMMEDIATE RELEASE BURKE MILLS ANNOUNCES FIRST QUARTER RESULTS Burke Mills, Inc. (OTC Bulletin Board) of Valdese, North Carolina, reports operating results for the thirteen weeks ended March 29, 2003. Net sales for the thirteen weeks ended March 29, 2003 are $6,619,000 compared to $8,976,000 in 2002. The Company recorded a net loss of ($118,533) for the thirteen week period compared to a net income of $288,373 for the same period in 2002. This resulted in net loss per share of ($.04) compared to a net income of $.11 in 2002. The Company's net sales have decreased in the first quarter in 2003. Although the Company has not lost any major customers, the Company's customers have experienced a decrease in their sales due to a weak textile economy and competition with imports. The Company does not believe that economic conditions will improve in the second quarter, and the Company believes sales will follow the same trend as the previous quarters of 2002. CONDENSED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS (Unaudited) Thirteen Weeks Ended -------------------- March 29, March 30, 2003 2002 ---- ---- Net Sales $6,619,994 $8,976,145 ---------- ---------- Costs and Expenses Cost of Sales 6,119,934 7,919,250 Selling, General and Administrative Expenses 639,043 698,736 Factor Charges 23,991 35,482 ---------- ---------- Total Costs and Expenses $6,782,968 8,653,468 ---------- ---------- Operating Earnings (Loss) (162,974) 322,677 ---------- ---------- Other Income Interest Income 7,167 9,441 Gain on Disposal of Property Assets -0- 325 Other, net 16,802 397 ---------- ---------- Total 23,969 10,163 ---------- ---------- BURKE MILLS, INC. Other Expenses Interest Expense 32,566 51,775 Other, net -0- (7,308) ---------- ---------- Total Other Expenses 32,566 44,467 ---------- ---------- Income (Loss) before Income Taxes and Equity in Net Earnings of Affiliate (171,571) 288,373 Provision (Credit) for Income Taxes 53,038 -0- ---------- ---------- Income (Loss) before Equity in Net Earnings of Affiliate (118,533) 288,373 Equity in Net Earnings of Affiliate -0- -0- ---------- ---------- Net Income (Loss) (118,533) 288,373 Retained Earnings at Beginning of Period 8,166,972 8,485,753 ---------- ---------- Retained Earnings at End of Period $8,048,438 $8,774,126 ========== ========== Earnings (Loss) Per Share $ (0.04) $ 0.11 ========== ========== Dividends Per Share of Common Stock None None =========== =========== Weighted Average Common Shares Outstanding 2,741,168 2,741,168 =========== =========== CONDENSED BALANCE SHEETS March 29, December 28, 2003 2002 (Unaudited) (Note A) ----------- ----------- ASSETS Current Assets Cash and cash equivalents $3,780,006 $4,191,173 Accounts receivable 2,737,609 2,269,089 Inventories 2,806,445 2,095,863 Prepaid expenses, taxes and other current assets 240,576 114,000 ----------- ----------- Total Current Assets 9,564,636 8,670,125 ----------- ----------- Equity Investment in Affiliate 612,275 612,275 ----------- ----------- Property, Plant and Equipment at cost 31,222,608 31,161,672 Less: Accumulated depreciation 21,451,096 20,939,167 ----------- ----------- Property, Plant and Equipment Net 9,771,512 10,222,505 ----------- ----------- Other Assets Deferred income taxes 703,200 703,200 Deferred charges and other 58,744 16,575 ----------- ----------- Total Other Assets 761,944 719,775 ----------- ----------- Total Assets $20,710,367 $20,224,680 =========== =========== BURKE MILLS, INC. LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current maturities of long-term debt $ 1,178,571 $ 1,178,571 Accounts payable 1,823,478 1,097,131 Accrued salaries, wages and vacation pay 174,491 100,848 Other liabilities and accrued expenses 204,469 105,595 Income taxes payable -0- -0- ----------- ----------- Total Current Liabilities 3,381,009 2,482,145 Long-term Debt 2,625,000 2,919,643 Deferred Income Taxes 1,735,400 1,735,400 ----------- ----------- Total Liabilities 7,741,409 7,137,188 ----------- ----------- Shareholders' Equity Common stock, no par value(stated value, $.66) Authorized - 5,000,000 shares Issued and outstanding - 2,741,168 shares 1,809,171 1,809,171 Paid-in capital 3,111,349 3,111,349 Retained earnings 8,048,438 8,166,972 ----------- ----------- Total Shareholders' Equity 12,968,958 13,087,492 ----------- ----------- Total Liabilities & Shareholders' Equity $20,710,367 $20,224,680 =========== =========== Note A: The December 28, 2002, Condensed Balance Sheet has been derived from the audited financial statements at that date but does not include all of the information and footnotes required for generally accepted accounting principles for complete financial statements. Burke Mills, Inc., is a processor of dyed, twisted, and textured yarns for the automotive, home and contract upholstery markets. The Company employs approximately 170 people.