Brown & Sharpe Manufacturing Company Announce Earnings.Business/Technology Editors NORTH KINGSTOWN North Kingstown (kĭng`stən, kĭngz`toun'), town (1990 pop. 23,786), Washington co., S central R.I., on Narragansett Bay; inc. as Kings Towne 1674, divided into North Kingstown and South Kingstown 1723. , R.I.--(BUSINESS WIRE)--March 2, 2001 Brown & Sharpe Manufacturing Company (NYSE NYSE See: New York Stock Exchange :BNS Noun 1. BNS - a bachelor's degree in naval science Bachelor of Naval Science bachelor's degree, baccalaureate - an academic degree conferred on someone who has successfully completed undergraduate studies ) said today that it is in the middle of the preliminary Proxy Statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. review process with the Securities and Exchange Commission for the Special Meeting of Stockholders to be held in April to consider and vote on proposals for the sale of substantially all the Company's assets. These proposals include the sale of its Metrology metrology Science of measurement. Measuring a quantity means establishing its ratio to another fixed quantity of the same kind, known as the unit of that kind of quantity. Business to Hexagon A.B. pursuant to the previously announced Acquisition Agreement of November 16, 2000; the sale of its North Kingstown, Rhode Island North Kingstown is a town in Washington County, Rhode Island, United States. The population was 26,326 at the 2000 census. The famous American portraitist Gilbert Stuart was born in the village of Saunderstown, located in the southern region of North Kingstown. Facility, as detailed below; the planned later sale of its Heathrow, United Kingdom real estate; and the proposed cash distributions to stockholders following each of these sales and other related matters, all to be covered in such Proxy Statement. The Company's timetable calls for mailing the Proxy Statement to stockholders towards the end of March, for a Special Meeting of Stockholders to be held in late April, with a Closing with Hexagon later that day or shortly thereafter. The first of the three proposed cash distributions to shareholders will be made as soon as practicable in May, after the closing with Hexagon. The Company also announced that it has signed a Purchase and Sale Agreement with a commercial buyer, Precision Park Partners LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , for its North Kingstown, Rhode Island manufacturing facility, for a cash purchase price of $15.5 million, subject to the satisfactory conclusion of a 60-day inspection period. The facility is comprised of a 734,000 square foot industrial building, of which approximately 400,000 square feet is currently leased by commercial tenants, and of which a minimum of approximately 135,000 square feet will be leased by Hexagon for five years. The Company reported a net loss for the year ended December 31, 2000 of $57.3 million ($4.18 per share) on sales of $280 million. In 2000, the Company adopted SEC Staff Accounting Bulletin No. 101 ("SAB SAB Spontaneous abortion. See Abortion. 101") regarding revenue recognition methods. The results for 2000 include a charge, net of taxes, of $27.4 million for the cumulative effect of an accounting change to reflect the adoption of SAB 101. In addition, the loss for 2000 includes one-time charges totalling $20.5 million related to the discontinued operation discontinued operation A segment of a business that has been abandoned or sold or for which plans for one or another of these actions have been approved. See also continuing operations. of its Electronics Division, the write-off of its investment in a non-contact sensor development joint venture, and fees relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc its refinancing Refinancing An extension and/or increase in amount of existing debt. efforts, offset by a restructuring benefit of $4.0 million. The special charges and the adoption of SAB 101 will not affect the calculation of the purchase price for the sale of the Metrology Business to Hexagon under the Acquisition Agreement. This report contains forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. , as defined in the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Such forward-looking statements involve a number of assumptions, risks, and uncertainties that could cause actual results of the Company to differ materially from those matters expressed in or implied by such forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, which are in some cases beyond the control of the Company and may cause the actual results, performance, or achievements of the Company to differ materially from anticipated future results, performance, or achievements expressed or implied by such forward-looking statements. Additional information regarding this risk factor and uncertainties is detailed from time to time in the Company's SEC filings.
BROWN & SHARPE MANUFACTURING COMPANY
STATEMENT OF INCOME (LOSS)
(Dollars in Thousands Except Per Share Data)
For the Quarter For the Year
Ended Dec. 31, Ended Dec. 31,
2000 1999 2000 1999
Sales $70,469 $85,589 $280,007 $321,388
Gross profit 22,133 20,687 88,928 87,766
Income (loss) from continuing
operations before cumulative
effect of accounting change 5,091 (15,420) (18,822) (41,093)
Income (loss) from discontinued
operations 415 (1,342) (11,086) (1,781)
Cumulative effect of accounting
change, net of tax -- -- (27,401) --
Net income (loss) $5,506 ($16,762) ($57,309) ($42,874)
Per common share:
Income (loss) from continuing
operations before cumulative
effect of accounting change
Basic 0.37 (1.14) (1.37) (3.06)
Diluted 0.36 (1.14) (1.37) (3.06)
Income (loss) from
discontinued operations
Basic and diluted 0.03 (0.10) (0.81) (0.13)
Cumulative effect of change
in accounting principle -- -- (2.00) --
Net income (loss)
Basic 0.40 (1.24) (4.18) (3.19)
Diluted 0.39 (1.24) (4.18) (3.19)
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