Converted by FileMerlin


UNITED STATES

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): October 19, 2005


Commission File Number 0-27958

 


 

FLANDERS CORPORATION

(Exact name of registrant as specified in its charter)

 


 

     

North Carolina

 

 

 

13-3368271

(State or other jurisdiction of

incorporation or organization)

 

 

 

(IRS Employer

Identification No.)

 

   

2399 26th Avenue North, St. Petersburg, Florida

 

                33713

(Address of principal executive offices)

 

                  (Zip Code)

 

(727) 822-4411

(Registrant’s telephone number)

 


 

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 (see General Instruction A.2. below):

 

[]

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 conditions

 

Attached as an exhibit is the Company’s press release regarding

“Flanders Q3 Earnings $0.14 per Share” 


SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: October 19, 2005 FLANDERS CORPORATION
By:  /s/ Steven K. Clark

Steven K. Clark
Chief Executive Officer

 

 



EXHIBIT INDEX

 

   

99.1

 

Press release regarding Flanders Q3 Earnings $0.14 per Share

 


Exhibit 99.1

 

PRESS RELEASE

 

     

FOR IMMEDIATE RELEASE

  

 

Flanders Q3 Earnings $0.14 per Share


St. Petersburg, Florida, October 19, 2005 – Flanders Corporation (NASDAQ:FLDR), today announced its results for the third quarter ended September 30, 2005.  Earnings from operations were $3.7 million or $0.14 per share, up 32.1% from $2.8 million, or $0.11 per share, from the third quarter ended September 30, 2004.  Revenues for the third quarter were $63.4 million up 15.7% from $54.8 million for the third quarter 2004.


Steve Clark, President and C.E.O., commented, “We are pleased with this quarter’s performance but see opportunities for improvement.  We continue to gain market share in each of our product lines and believe that we can expand market share with innovative product offerings.  Operating expenses are within budget parameters and our cost cutting efforts have allowed us to expand our advertising initiatives.  Operating results should improve as our market share expands”.


Robert Amerson, Chairman of the Board, commented “Operating results continue to exceed budget and our new innovative products are driving the increase in market share .  Interest in our high-end containment products for government and commercial settings continues to expand.  We are working on several contracts in this area, and believe that we will see continued expansion in this market segment.  Flanders CSD (Flanders Complete Service Division), continues to expand with new opportunities in mold remediation and indoor air quality initiatives”.



Conference Call


The Company has scheduled a conference call for Thursday, October 20, 2005 at 11:00 EST.  People wishing to participate in the conference call should dial 1-877-691-0877 ten minutes prior to the call.


Selected Operations Data (all but per share data in Millions)

Q3 2005

 

Q3 2004

Net sales

$

63.4

 

$

54.8

Gross profit

14.6

 

12.6

Operating expenses

9.8

 

8.7

Operating income

4.8

 

4.0

Earnings before income taxes

4.6

 

4.0

Net earnings

$

3.7

 

$

2.8

Net earnings per share:

Basic


$

0.14

 


$

0.11

Diluted

$

0.13

 

$

0.10

Common shares outstanding:

Basic


26.3

 


26.2

Diluted

27.9

 

27.5



Selected Balance Sheet Data (in Millions)

9/30/2005

 

12/31/2004

Working capital

  $         65.2    $        54.2

Total assets

174.6

 

159.7

Long-term obligations, including current maturities

29.2

 

23.1

Total shareholders’ equity

102.7

 

93.2



Flanders is a leading air filtration products manufacturer.  Flanders' products are utilized by many industries, including those associated with commercial and residential heating, ventilation and air conditioning systems, semiconductor manufacturing, ultra-pure materials, biotechnology, pharmaceuticals, synthetics, nuclear power and nuclear materials processing.  


This press release contains forward-looking statements that are inherently subject to risk.  These forward-looking statements are not intended to be promises or predictions of the future and may be affected by a number of factors that may change the currently anticipated outcome.  These factors include market acceptance of Flanders’ products, competition in the marketplace for Flanders' products, the success of retailers and distributors through which Flanders sells its products, Flanders' ability to contain costs and maintain production and efficiency with a reduced workforce, a determination by potential Flanders customers that the higher cost of its high-end filtration systems can be justified for general application, Flanders’ ability to successfully retrofit existing buildings with effective sophisticated filtering and air handling systems, the ability to increase its high end containment products for commercial and governmental settings, the success of Flanders CSD (Flanders Complete Services Division), the ability to continue implementation of vertical integration of our raw material supplies and the  development of increased demand for its high-end products.  Many of these factors are not within Flanders’ control.  These factors, and others, are discussed in Flanders’ periodic reports filed with the Securities and Exchange Commission and should be reviewed by the reader of this press release.


For further information on Flanders and its products, visit its web site at http://www.flanderscorp.com/ or contact Steven Clark at (727) 822-4411.