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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: July 20, 2005
GENTEX CORPORATION
(Exact Name of Registrant as Specified in Charter)
Michigan 0-10235 38-2030505
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
600 North Centennial Street
Zeeland, Michigan 49464
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (616) 772-1800
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 Section
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)).
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SECTION 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS
On July 20, 2005, Gentex Corporation issued a news release announcing results
for the second quarter ended June 30, 2005. A copy of the news release is
attached as Exhibit 99.1 to this Form 8-K.
The information in this Form 8-K and the attached Exhibit shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor
shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, except as shall be expressly set forth by specific reference in
such filing.
SECTION 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibit
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99.1 - News Release Dated July 20, 2005.
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.
Dated: July 20, 2005 GENTEX CORPORATION
(Registrant)
By: /s/ Enoch Jen
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Enoch Jen
Vice President - Finance and
Chief Financial Officer
EXHIBIT INDEX
99.1 News Release Dated July 20, 2005
Exhibit 99.1
[LOGO OF GENTEX CORPORATION]
CONTACT: Connie Hamblin RELEASE: July 20, 2005
(616) 772-1800
GENTEX REPORTS SECOND QUARTER REVENUES AND NET INCOME
ZEELAND, Michigan, July 20, 2005 -- Gentex Corporation, the Zeeland,
Michigan-based manufacturer of automatic-dimming rearview mirrors and commercial
fire protection products, today reported second quarter revenues and net income
for the quarter ended June 30, 2005. The Company also announced that the
Executive Committee of the Board of Directors has authorized an increase in the
price at which the Company may repurchase shares under the existing share
repurchase plan. In a separate announcement, the Company reported that BMW will
offer the Company's new SmartBeam technology on three vehicle models beginning
this fall.
The Company reported quarterly revenues of $132.4 million, a two
percent increase over revenues of $129.6 million reported in the second quarter
last year. Second quarter net income of $26.0 million decreased by ten percent
compared with net income of $29.0 million in the comparable 2004 quarter.
Earnings per diluted share were 17 cents in the second quarter of 2005 compared
with 18 cents in the second quarter of 2004. All per share data reflect the
two-for-one stock split effected in the form of a 100 percent common stock
dividend that became effective on May 9, 2005.
For the first six months of 2005, the Company posted net income of
$52.0 million on revenues of $260.0 million, compared with net income of $58.8
million on revenues of $259.0 million for the same period in 2004. Earnings per
diluted share were 33 cents for the first six months of 2005 compared with 37
cents for the same period in 2004.
Mirror unit shipments in North America in the second quarter increased
by one percent while light vehicle production in that market declined by two
percent, as lower unit shipments to the "Detroit 3" automakers were more than
offset by shipments to the Asian and European transplants in North America. Due
to high inventories of certain domestic full-sized sport-utility vehicles
throughout most of the second quarter, production of those vehicles was lower
than forecasted. In addition, the Company experienced a few short-term new
program delays during the second quarter, and sales to certain tier one mirror
customers were lower than expected as those customers made adjustments by
reducing inventories at the end of the quarter.
"While the new vehicle sales incentive programs currently being offered
by the 'Detroit 3' automakers are moving vehicles off the lots and reducing auto
dealer inventories, Gentex benefits only when production increases on the
vehicles offering our mirror products. This did not, for the most part, happen
with those customers during the second quarter," said Garth Deur, Gentex
executive vice president. "And, while it is difficult for us to anticipate, it
is not unusual for tier one exterior mirror customers to reduce their own
inventories near the end of a model year, which impacted our shipments during
this quarter."
The Company reported a somewhat weaker than expected gross margin in
the second quarter, which was primarily attributable to lower unit shipment
growth resulting in reduced capacity utilization.
Total auto-dimming mirror unit shipments for the second quarter of 2005
increased by three percent to 3,095,000 units, compared with 3,001,000 units for
the same quarter in 2004. Total automotive revenues in the second quarter of
2005 increased by two percent to $126.1 million, compared with the same quarter
last year.
Total auto-dimming mirror unit shipments for the first six months of
2005 increased by two percent to 6,125,000 units, compared with 5,983,000 units
for the same period in 2004. Total automotive revenues were approximately flat
for the first six months of 2005 at $248.1 million, compared with $247.6 million
in the same period in 2004.
Auto-dimming mirror unit shipments to offshore customers increased by
five percent in the second quarter of 2005 compared with the second quarter of
2004. Light vehicle production declined by one percent in Europe and the Japan
and Korean markets in the second quarter of 2005 compared with the same quarter
last year.
For the first six months of 2005, auto-dimming mirror unit shipments to
offshore customers increased by six percent compared with the same prior year
period. When comparing those same periods, auto-dimming mirror unit shipments in
North America declined by two percent. During the first six months of 2005,
light vehicle production was flat in Europe and increased by two percent in the
Japan and Korean markets, compared with the first six months of 2004. Light
vehicle production in North America decreased by three percent for the first six
months of 2005 compared with the same period last year.
For the third quarter of 2005, the Company estimates that the growth in
mirror unit shipments will be in the range of five to ten percent compared with
the third quarter of 2004. For the fourth quarter of 2005, unit shipments are
estimated to increase by approximately ten to 15 percent compared with the same
prior-year period.
Revenues in the Company's Fire Protection Products Group increased by
eight percent in the second quarter of 2005 to $6.3 million, compared with the
second quarter last year. For the first six months of 2005, fire protection
revenues increased by five percent to $11.9 million.
The Company also announced today that the Executive Committee of the
Board of Directors has authorized an increase in the price at which the Company
may repurchase shares under the existing share repurchase plan. The current
share repurchase plan was announced by the Company in October 2002, and
authorizes the repurchase of up to eight million (split adjusted) shares based
on a number of factors, including market conditions, the market price of the
Company's common stock, anti-dilutive effect on earnings, available cash and
other factors as the Company deems appropriate. Under this plan, the Company
repurchased 830,000 shares in the first quarter of 2003. The Company does not
intend to provide the price at which it will repurchase shares, except as
required in its quarterly Form 10-Q.
In a separate announcement, the Company today reported that BMW will
offer the Company's new SmartBeam high-beam headlamp technology on the 5 Series,
6 Series and 7 Series beginning this fall in Europe and other selected regions.
SmartBeam will be offered in conjunction with Xenon headlamps on those vehicle
models. SmartBeam is the intelligent high-beam headlamp control product
developed by the Company that was introduced in the North American market on
several vehicles for the 2005 and 2006 model years.
This news release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act, as amended, that are based on management's
belief, assumptions, current expectations, estimates and projections about the
global automotive industry, the economy and the Company itself. Words like
"anticipates," "believes," "confident," "estimates," "expects," "forecast,"
"likely," "plans," "projects," and "should," and variations of such words and
similar expressions identify forward-looking statements. These statements do not
guarantee future performance and involve certain risks, uncertainties, and
assumptions that are difficult to predict with regard to timing, expense,
likelihood and degree of occurrence. These risks include, without limitation,
employment and general economic conditions, the pace of economic recovery in the
U.S. and in international markets, the pace of automotive production worldwide,
the types of products purchased by customers, competitive pricing pressures,
currency fluctuations, the financial strength of the Company's customers, the
mix of products purchased by customers, the ability to continue to make product
innovations, the success of certain products (e.g. SmartBeam), and other risks
identified in the Company's filings with the Securities and Exchange Commission.
Therefore actual results and outcomes may materially differ from what is
expressed or forecasted. Furthermore, the Company undertakes no obligation to
update, amend, or clarify forward-looking statements, whether as a result of new
information, future events, or otherwise.
A conference call related to this news release will be simulcast live
on the Internet beginning at 1:30 p.m. Eastern Daylight Saving Time today. To
access that call, go to www.gentex.com and select the "Audio Webcast" icon in
the lower right-hand corner of the page. Other conference calls hosted by the
Company will also be available at that site in the future.
Founded in 1974, Gentex Corporation (Nasdaq: GNTX) is an international
company that provides high-quality products to the worldwide automotive industry
and North American fire protection market. Based in Zeeland, Michigan, the
Company develops, manufactures and markets interior and exterior
automatic-dimming automotive rearview mirrors that utilize proprietary
electrochromic technology to dim in proportion to the amount of headlight glare
from trailing vehicle headlamps. Many of the mirrors are sold with advanced
electronic features, and approximately 95 percent of the Company's revenues are
derived from the sales of auto-dimming mirrors to nearly every major automaker
in the world.
GENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------ ------------------------------
2005 2004 2005 2004
------------- ------------- ------------- -------------
Net Sales $ 132,384,445 $ 129,646,277 $ 260,026,165 $ 258,973,825
Costs and Expenses
Cost of Goods Sold 82,818,876 75,190,805 162,407,779 149,634,081
Engineering, Research & Development 8,798,430 7,546,085 16,775,815 14,989,373
Selling, General & Administrative 7,011,298 6,880,091 13,851,129 13,625,212
Other Expense (Income) (4,260,209) (2,910,496) (8,883,578) (6,385,108)
------------- ------------- ------------- -------------
Total Costs and Expenses 94,368,395 86,706,485 184,151,145 171,863,558
------------- ------------- ------------- -------------
Income Before Provision
for Income Taxes 38,016,050 42,939,792 75,875,020 87,110,267
Provision for Income Taxes 11,975,000 13,955,000 23,901,000 28,310,000
------------- ------------- ------------- -------------
Net Income $ 26,041,050 $ 28,984,792 $ 51,974,020 $ 58,800,267
============= ============= ============= =============
Earnings Per Share
Basic $ 0.17 $ 0.19 $ 0.33 $ 0.38
Diluted $ 0.17 $ 0.18 $ 0.33 $ 0.37
Weighted Average Shares:
Basic 155,568,960 154,123,884 155,396,365 153,921,294
Diluted 157,209,802 156,831,858 156,962,435 156,864,096
Cash Dividends Declared per Share $ 0.085 $ 0.075 $ 0.17 $ 0.15
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
June 30, Dec 31,
2005 2004
------------- -------------
ASSETS
Cash and Short-Term Investments $ 511,812,075 $ 494,880,260
Other Current Assets 107,223,033 97,728,834
------------- -------------
Total Current Assets 619,035,108 592,609,094
Plant and Equipment - Net 152,505,201 135,649,119
Long-Term Investments and Other Assets 134,740,877 128,601,215
------------- -------------
Total Assets $ 906,281,186 $ 856,859,428
============= =============
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities $ 68,102,574 $ 50,856,258
Long-Term Debt 0 0
Deferred Income Taxes 21,020,714 22,723,198
Shareholders' Investment 817,157,898 783,279,972
------------- -------------
Total Liabilities & Shareholders' Investment $ 906,281,186 $ 856,859,428
============= =============
Note: All earnings per share amounts and weighted daily average shares
outstanding reflect the 2-for-1 stock split effected in the form of a 100%
common stock dividend effective on May 9, 2005.
[LOGO OF GENTEX CORPORATION]
AUTO-DIMMING MIRROR UNIT SHIPMENTS
(Thousands)
SECOND QUARTER SIX MONTHS ENDED
ENDED JUNE 30, JUNE 30,
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2005 2004 % CHANGE 2005 2004 % CHANGE
------------ ------------ ------------ ------------ ------------ ------------
Domestic Interior 1,038 1,007 3% 2,078 2,077 Flat
Domestic Exterior 426 445 -4% 860 908 -5%
Total Domestic Units 1,463 1,452 1% 2,938 2,985 -2%
Foreign Interior 1,190 1,138 5% 2,330 2,204 6%
Foreign Exterior 441 411 7% 857 794 8%
Total Foreign Units 1,631 1,549 5% 3,187 2,999 6%
Total Interior Mirrors 2,228 2,145 4% 4,408 4,281 3%
Total Exterior Mirrors 867 856 1% 1,717 1,702 1%
Total Mirror Units 3,095 3,001 3% 6,125 5,983 2%
Note: Certain prior year amounts have been reclassified to conform with the
current year presentation. Amounts may not total due to rounding.
