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):
November 5, 2004 (November 5, 2004)
M & F Worldwide Corp.
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(Exact name of Registrant as specified in its charter)
Delaware 001-13780 02-0423416
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
35 East 62nd Street
New York, New York 10021
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 572-8600
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N/A
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(Former name or former address, if changed since last report.)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
The following disclosure is being furnished pursuant to Item 2.02 of
this Form 8-K:
On November 5, 2004, M & F Worldwide Corp. issued a press release
announcing its results for the third quarter ended September 30, 2004. A copy
of the press release is attached to this report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release, dated November 5, 2004
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 hereunto duly authorized.
M & F WORLDWIDE CORP.
Date: November 5, 2004 By: /s/ Barry F. Schwartz, Esq.
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Name: Barry F. Schwartz, Esq.
Title: Executive Vice President and
General Counsel
EXHIBIT INDEX
Exhibit No. Document
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99.1 Press Release, dated November 5, 2004
Exhibit 99.1
Contact: Mark Baker
(212)-484-7780
M & F WORLDWIDE CORPORATION
REPORTS INCOME FOR 2004 THIRD QUARTER AND NINE MONTHS
NEW YORK, NY - NOVEMBER 5, 2004 - M & F Worldwide Corp. (NYSE: MFW - News),
today reported results for the third quarter and nine months ended September
30, 2004.
Revenues for the third quarter were $21.7 million, as compared to $22.7 million
in the prior year quarter. The Company's revenues were lower in the 2004
quarter, primarily due to decreased domestic sales to the international tobacco
industry resulting from lower shipment volume related to higher excise taxes on
tobacco products in certain major markets, decreased non-licorice sales to the
domestic tobacco industry due to the discontinued use of one product by a major
customer and decreased foreign sales volume partially offset by a favorable
exchange translation effect on the Company's Euro denominated revenues. The
decreases were partially offset by increased domestic sales to the tobacco
industry in the United States. Net income from continuing operations was $6.4
million for the 2004 quarter, compared to $7.1 million for the 2003 quarter.
The decrease in net income in the 2004 period was due to the decline in sales
and an increase in expenses primarily from the write-off of deferred financing
costs of $1.5 million related to the early repayment of the Company's
outstanding debt partially offset by the reversal of tax reserves for certain
prior year issues due to the resolution of certain tax audits in 2004. Basic
earnings per common share from continuing operations were $0.34 in the 2004
quarter and $0.38 per common share in the 2003 quarter. Diluted earnings per
common share from continuing operations were $0.32 in the 2004 quarter and
$0.37 per common share in the 2003 quarter.
Revenues for the nine months ended September 30, 2004 were $71.7 million as
compared to $73.1 million in the 2003 nine month period. The Company's revenues
were lower in 2004 due to decreased domestic sales to the United States tobacco
industry, partially offset by increased domestic sales to international tobacco
customers. The decline was caused principally by some of our customers'
inventory reductions and shifting of production to overseas facilities by
several large customers. Non-tobacco revenues decreased in the 2004 period
compared to the 2003 period, and foreign sales increased mainly due to a
favorable exchange translation effect on the Company's Euro denominated sales.
Net income from continuing operations was $16.6 million for the 2004 period
compared to $16.6 million for the 2003 period. Net income in the 2004 period
equaled the 2003 period despite the decrease in sales and increase in expenses
related to deferred financing costs of $1.5 million, due to lower cost of sales
reflecting a more favorable mix of products sold in 2004, lower interest
expense and the reversal of tax reserves for certain prior year issues due to
the resolution of certain tax audits in 2004. Basic earnings per common share
from continuing operations were $0.90 in the 2004 period and $0.91 in the 2003
period. Diluted earnings per common share from continuing operations were $0.83
in the 2004 period and $0.88 in the 2003 period.
M & F Worldwide is the world's largest producer of licorice extract.
This press release contains forward-looking statements, within the meaning of
the Private Securities Litigation Reform Act of 1995, which involve risks and
uncertainties. The Company's actual results may differ materially from those
discussed in such forward-looking statements. In addition to factors described
in the Company's Securities and Exchange Commission filings and others, the
following factors could cause the Company's actual results to differ materially
from those expressed in any forward-looking statements made by the Company: (a)
economic, climatic or political conditions in countries in which the Company
sources licorice root; (b) economic, climatic or political conditions that have
an impact on the worldwide tobacco industry or on the consumption of tobacco
products in which licorice flavorings are used; (c) additional governmental
regulation of tobacco products, tobacco industry litigation or enactment of new
or increased taxes on cigarettes or other tobacco products, to the extent any
of the foregoing curtail growth in or actually reduce consumption of tobacco
products in which licorice flavorings are used; (d) the failure of third
parties to make full and timely payment to the Company for environmental,
asbestos, tax and other matters for which the Company is entitled to
indemnification; (e) any inability to obtain indemnification for any
significant group of asbestos-related claims pending against the Company; (f)
lower than expected cash flow from operations; (g) significant increases in
interest rates; and (h) unfavorable foreign currency fluctuations. The Company
assumes no responsibility to update the forward-looking statements contained in
this release.
- table to follow -
M & F Worldwide Corp. and Subsidiaries
Consolidated Statements of Income
(in millions, except per share data)
Three Months Ended Nine Months Ended
September 30, September 30,
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2004 2003 2004 2003
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Net revenues $ 21.7 $ 22.7 $ 71.7 $ 73.1
Cost of revenues 10.8 11.3 34.3 35.9
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Gross profit 10.9 11.4 37.4 37.2
Selling, general and administrative expenses 3.7 3.8 12.3 12.4
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Operating income 7.2 7.6 25.1 24.8
Interest income 0.3 0.3 0.8 0.9
Interest (expense) (0.3) (0.7) (1.2) (2.3)
Other (expense) income (1.6) 0.6 (2.3) 0.1
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Income from continuing operations before income taxes 5.6 7.8 22.4 23.5
Provision / (benefit) for income taxes (0.8) 0.7 5.8 6.9
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Net income from continuing operations 6.4 7.1 16.6 16.6
Gain from discontinued operations, net of taxes - 0.6 - 0.6
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Net income $ 6.4 $ 7.7 $ 16.6 $ 17.2
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Basic earnings per common share:
Undistributed earnings from continuing operations $ 0.34 $ 0.38 $ 0.90 $ 0.91
Undistributed earnings from discontinued operations - 0.04 - 0.04
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Total common stock $ 0.34 $ 0.42 $ 0.90 $ 0.95
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Diluted earnings per common share:
Undistributed earnings from continuing operations $ 0.32 $ 0.37 $ 0.83 $ 0.88
Undistributed earnings from discontinued operations - 0.03 - 0.04
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Total common stock $ 0.32 $ 0.40 $ 0.83 $ 0.92
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