Vector Group Ltd.
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) : May 10, 2006
VECTOR GROUP LTD.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
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1-5759
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65-0949535 |
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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100 S.E. Second Street, Miami, Florida
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33131 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(305) 579-8000
(Registrants Telephone Number, Including Area Code)
(Not Applicable)
(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 (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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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
On May 10, 2006, Vector Group Ltd. announced its financial results for the three months ended
March 31, 2006. The full text of the press release issued in connection with the announcement is
attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Current Report on Form 8-K and the Exhibit attached hereto is being
furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act
of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it
be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange
Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibit
(c) Exhibit.
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Exhibit No. |
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Exhibit |
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99.1 |
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Press Release issued May 10, 2006 |
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2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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VECTOR GROUP LTD.
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By: |
/s/ J. Bryant Kirkland III
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J. Bryant Kirkland III |
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Vice President and Chief Financial Officer |
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Date: May 10, 2006
3
Press Release
Exhibit 99.1
NEWS
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FOR IMMEDIATE RELEASE
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Contact:
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Paul Caminiti/Brandy Bergman/Carrie Bloom |
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Citigate Sard Verbinnen |
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212/687 8080 |
VECTOR GROUP REPORTS FIRST QUARTER 2006 FINANCIAL RESULTS
MIAMI, FL, MAY 10, 2006 Vector Group Ltd. (NYSE: VGR) today announced financial results for
the first quarter ended March 31, 2006.
First quarter 2006 revenues were $117.7 million, compared to revenues of $104.2 million for
the first quarter of 2005. The Company recorded operating income of $20.2 million for the 2006
first quarter, compared to operating income of $18.6 million for the first quarter of 2005. Income
from continuing operations for the 2006 first quarter was $9.3 million, or $0.17 per diluted common
share, compared to income from continuing operations of $8.5 million, or $0.18 per diluted common
share, for the 2005 first quarter. Income from discontinued operations was $3.0 million in the
2005 first quarter. Net income for the 2006 first quarter was $9.3 million, or $0.17 per diluted
share, compared to $11.5 million, or $0.25 per diluted share, for the 2005 first quarter.
For the three months ended March 31, 2006, the Companys conventional cigarette business,
which includes Liggett Group cigarettes and USA brand cigarettes, had revenues of $115.7 million,
compared to $101.6 million for the three months ended March 31, 2005. Operating income was $30.4
million for the first quarter of 2006, compared to $31.9 million for the first quarter of 2005.
Conference Call To Discuss First Quarter 2006 Results
As previously announced, the Company will host a conference call and webcast on Thursday, May
11, 2006 at 11:00 A.M. (EDT) to discuss first quarter 2006 results. Investors can access the call
by dialing 888-802-8577 and entering 7365889 as the conference ID number. The call will also be
available via live webcast at www.vcall.com.
A replay of the call will also be available shortly after the call ends on May 11, 2006
through May 25, 2006. To access the replay, dial 877-519-4471 and enter 7365889 as the conference
ID number. The archived webcast will also be available at www.vcall.com for 30 days.
Vector Group is a holding company that indirectly owns Liggett Group LLC, Vector Tobacco Inc.
and New Valley LLC. Additional information concerning the company is available on the companys
website, www.VectorGroupLtd.com.
[Financial Table Follows]
# # #
VECTOR GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands, Except Per Share Amounts)
Unaudited
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Three Months Ended |
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March 31, 2006 |
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March 31, 2005 |
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Revenues* |
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$ |
117,704 |
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$ |
104,173 |
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Expenses: |
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Cost of goods sold* |
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73,341 |
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58,998 |
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Operating, selling, administrative and general expenses. |
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24,136 |
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26,527 |
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Operating income |
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20,227 |
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18,648 |
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Other income (expenses): |
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Interest and dividend income |
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1,781 |
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710 |
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Interest expense |
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(8,266 |
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(6,647 |
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(Loss) gain on investments, net |
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(30 |
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1,430 |
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Gain from conversion of LTS notes |
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9,461 |
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Equity in loss on operations of LTS |
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(299 |
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Equity income (loss) from non-consolidated real
estate businesses |
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3,735 |
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(306 |
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Other, net |
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46 |
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(1 |
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Income from continuing operations before provision for income
taxes and minority interests |
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17,493 |
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22,996 |
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Income tax expense |
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8,200 |
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12,518 |
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Minority interests |
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(2,016 |
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Income from continuing operations |
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9,293 |
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8,462 |
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Discontinued operations: |
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Income from discontinued operations, net of minority
interest and taxes |
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82 |
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Gain on disposal of discontinued operations, net of
minority interest and taxes |
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2,952 |
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Income from discontinued operations |
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3,034 |
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Net income |
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9,293 |
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$ |
11,496 |
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Per basic common share: |
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Income from continuing operations |
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0.17 |
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$ |
0.19 |
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Income from discontinued operations |
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$ |
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$ |
0.07 |
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Net income applicable to common shares |
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$ |
0.17 |
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$ |
0.26 |
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Per diluted common share: |
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Income from continuing operations |
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$ |
0.17 |
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$ |
0.18 |
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Income from discontinued operations |
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$ |
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$ |
0.07 |
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Net income applicable to common shares |
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$ |
0.17 |
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$ |
0.25 |
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Revenues and Cost of goods sold include excise taxes of $40,118 and $33,432 for
the three months ended March 31, 2006 and 2005, respectively. |