SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: February 13, 2004
(Date of Earliest Event Reported)
COMMAND SECURITY CORPORATION
(Exact name of Registrant as Specified in its Charter)
New York
(State of Incorporation)
0-18684
(Commission File Number)
14-1626307
(IRS Employer Identification No.)
Lexington Park, Lagrangeville, New York 12540
(Address of Principal Executive Offices)
(845) 454-3703
(Registrant's Telephone Number)
Item 1-Item 4 Not Applicable.
Item 5 : Other Events. Not Applicable.
Item 6 Not Applicable.
Item 7 Financial Statements and Exhibits.
(a),(b)
(c) Exhibits
(i) Press release dated February 13, 2004.
Item 8. Not applicable.
Item 9. Not applicable.
SIGNATURES
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.
Date: March 3, 2004 COMMAND SECURITY CORPORATION
By: /s/ Graeme R. Halder
Graeme R. Halder
Chief Financial Officer
For Immediate Release Contact: William C. Vassell Donald Radcliffe
Chairman & President Radcliffe & Associate
Tel: (845)454-3703 Tel: (212)605-0201
COMMAND SECURITY REPORTS
THIRD FISCAL QUARTER RESULTS
- Breakeven Results
- Revenues Increase 8.6% from prior Quarter
- Reduced G & A Expense from prior year quarter
Lagrangeville, New York *** February 13, 2004 *** Command Security
Corporation (OTCBB:CMMD) announced today its results for the third fiscal
quarter ended December 31, 2003. For the quarter and nine months, the company
reported net income of $25,134 and $137,364 respectively.
Due to the federalization of the pre-board screening business in November
2002, revenues for the quarter ending December 31, 2003 decreased by 1.7% to
$20.6 million from the $21.0 million reported in the same period of the prior
fiscal year. Excluding the pre-board screening revenues lost to
federalization, revenue would have increased by 14.3% for the quarter,
primarily related to additional revenue from the Aviation division from
non-screening services and additional revenue in the Guard division
reflecting revenue from strike-related work in California. Revenue for the
quarter ending December 31, 2003 increased by 8.6% from the previous quarter
marking the third consecutive quarter of revenue growth for the Company.
For the nine-month period ending December 31, 2003 revenue decreased by 26.8%
to $56.2 million from the $76.7 million reported in the same period of the
prior fiscal year. Revenue for the nine-month period increased by $6.8
million or 13.7% excluding the pre-board screening revenues reported in last
year's revenues.
Gross profit for the quarter ending December 31, 2003 decreased to $2.8
million or 13.59% of revenue from the $3.6 million or 17.24% of revenue for
the same period the previous year. Gross profit margins were adversely
affected by the loss, due to federalization of pre-board screening activities
which also impacted our unemployment rates. The Company's overall cost of
workers compensation coverage was also adversely impacted by an unusually
large claim.
For the nine-months ending December 31, 2003, the gross profit decreased to
$8.5 million (15.22% of revenue) from $16.7 million or 21.74% of revenue.
General and administrative expense as a percentage of revenue for the quarter
ending December 31, 2003 decreased to 13.29% from the 14.95% incurred in the
same period of the prior fiscal year.
Commenting on the results of the quarter William C. Vassell, Chairman and
President of Command, said "We continue to make good progress adding new
business particularly in our Aviation Division. In addition we have
stabilized revenue in our Guard Division after reduction over the past few
years as we cancelled contacts that had unacceptable margin. We also have
continued to maintain control of our general and administrative expenses.
Unfortunately our results are still impacted by the federalization of our
pre-board screening activities. We have been significantly impacted by an
increase in unemployment rates as a result of the termination of many
employees formerly engaged in these activities. We view this as a short-term
aberration in the rebuilding of a substantial and profitable security
company."
As part of the legislation that was passed in relation to the September 11
tragedy a restriction was placed on companies with a significant foreign
ownership (defined as greater than 25%) from providing services on many
security contracts in the US. This would include those issued by the
Department of Homeland Security, as well as US airports when they have the
right to opt out from federalization which is expected in November 2004. For
this reason the Board of Reliance Security Group plc (a UK support services
Company with a significant ownership interest in Command) has concluded that
it is in the best interest of both Command and Reliance to sell its interest
in Command in a private transaction. Reliance has instructed its advisors in
the US to assist with the sale of its investment. A number of parties and
financial institutions have expressed interest.
Mr. Vassell added, "We are investing approximately $200,000 per year
supporting our attempt to secure contracts from the Department of Homeland
Security and other government departments. In addition, with our experience
and reputation in the Aviation division we believe that we will be a leading
contender, beginning in November 2004, to secure screening contracts as
airports are expected to opt out of the federal programs. Reliance deciding
to sell its interest in Command will help the Company to move forward on
these fronts. We are assisting Reliance in these efforts and hope that a
transaction will be concluded in due course."
0132comm
COMMAND SECURITY CORPORATION
2003 2002 2003 2002
Revenue $20,609,953 $20,969,586 $56,167,214 $76,710,839
Operating profit 149,210 316,847 508,022 5,236,371
Net Income 25,134 232,176 137,364 3,538,520
Preferred stock dividends (40,673) (40,674) (122,021) (406,742)
Net income/(loss) applicable
to common sstockholders $(15,539) $191,502 $15,343 $3,131,778
Net Income/(loss) per common Share
Basic $0.00 $0.03 $0.00 $0.50
Diluted $ N/A $0.03 $0.00 $0.46
Weighted average number of
common shares outstanding
Basic 6,287,343 6,287,343 6,287,343 6,287,343
Diluted N/A 7,601,970 6,333,565 7,749,783
About Command
Command Security Corporation provides security services through company-owned
offices in New York, New Jersey, California, Illinois, Connecticut, Florida,
Massachusetts, Pennsylvania, Maryland and Oregon.
Statements in this press release other than statements of historical fact are
"forward-looking statements." Such statements are subject to certain risks
and uncertainties including the demand for the Company's services,
litigation, labor market, and other risk factors identified from time to time
in the Company's filings with the Securities and Exchange Commission that
could cause actual results to differ materially from any forward looking
statements. These forward-looking statements represent the Company's judgment
as of the date of this release. The Company disclaims, however, any intent or
obligation to update these forward-looking statements. For more information
concerning the Company, please refer to its website at
www.commandsecurity.com and to the Edgar website www.sec.gov/edgar.shtml.
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