-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PIm+zTNoc/fj0AT90F5NHRdluqRy9uc3GH/3J6DgVqX+9O0ZRIvyN+/8Anus+D8l cCWVIwgeyGpV4xFf8xqj5w== 0000102752-06-000021.txt : 20060428 0000102752-06-000021.hdr.sgml : 20060428 20060428153940 ACCESSION NUMBER: 0000102752-06-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060331 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060428 DATE AS OF CHANGE: 20060428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VSE CORP CENTRAL INDEX KEY: 0000102752 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 540649263 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03676 FILM NUMBER: 06789839 BUSINESS ADDRESS: STREET 1: 2550 HUNTINGTON AVE CITY: ALEXANDRIA STATE: VA ZIP: 22303 BUSINESS PHONE: 7039604600 MAIL ADDRESS: STREET 1: 2550 HUNTINGTON AVENUE CITY: ALEXANDRIA STATE: VA ZIP: 22303 FORMER COMPANY: FORMER CONFORMED NAME: VALUE ENGINEERING CO DATE OF NAME CHANGE: 19790612 8-K 1 vse8k042806.txt VSE CORPORATION FORM 8-K APRIL 26, 2006 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): April 26, 2006 VSE CORPORATION (Exact Name of Registrant as Specified in its Charter) DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 0-3676 54-0649263 (Commission File Number) (I.R.S. Identification Number) 2550 Huntington Avenue Alexandria, Virginia 22303-1499 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (703) 960-4600 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 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)) VSE CORPORATION Item 2.02 Results of Operations Attached hereto as Exhibit 99.1 is a copy of the Registrant's news release dated April 26, 2006 announcing the consolidated financial results for the three months ended March 31, 2006. Item 9.01 Financial Statements and Exhibits (C) Exhibits Exhibit Number ------- 99.1 News Release, April 26, 2006 entitled "VSE Reports First Quarter 2006 Results" -2- 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 thereunto duly authorized. VSE CORPORATION (Registrant) Date: April 28, 2006 /s/ T. R. Loftus ----------------------------- T. R. Loftus Senior Vice President and Chief Financial Officer -3- EX-99.1 2 vseex99-1.txt NEWS RELEASE "VSE REPORTS FIRST QUARTER 2006 RESULTS" Exhibit 99.1 VSE REPORTS FIRST QUARTER 2006 RESULTS Revenues Decrease 4%, Earnings Increase 14% Alexandria, Virginia, April 26, 2006 - VSE Corporation (Nasdaq: VSEC) reported consolidated financial results for the three months ended March 31, 2006 and 2005, as follows: VSE Corporation and Subsidiaries Consolidated Statements of Income (unaudited) (dollars in thousands, except share data) - ------------------------------------------------------------------------------- Three months ended March 31, 2006 2005 ---- ---- Revenues, principally from contracts $ 63,300 $ 65,919 Costs and expenses of contracts 60,912 63,755 --------- --------- Gross profit 2,388 2,164 Selling, general and administrative expenses 123 56 Interest (income), net (137) (19) --------- --------- Income before income taxes 2,402 2,127 Provision for income taxes 917 823 --------- --------- Net income $ 1,485 $ 1,304 ========= ========= Earnings per share: Basic $ .63 $ .57 Diluted .61 .55 Weighted average shares outstanding: Basic 2,361,261 2,279,326 Diluted 2,433,317 2,353,954 Financial Results Commenting on the financial results, VSE Chairman, President and CEO/COO Don Ervine said, "During the first quarter of 2006, VSE revenues decreased due to a reduction in volume of certain programs, partially offset by increases in other areas. Earnings increased based on an increase in profits earned under our BAV ship transfer work. As the year progresses, we anticipate that revenues from existing backlog previously announced will accelerate, and that our results for the year will exceed our results for last year." "Our funded backlog was about $262 million at March 31, 2006, compared to about $276 million at December 31, 2005, which positions us well for the remainder of 2006. We look forward to reporting on our progress as the year proceeds." -more- VSE Corporation News Release (continued) Accounting for Stock-based Compensation Effective January 1, 2006, VSE adopted the fair value recognition provisions of FASB Statement 123(R) to account for stock-based compensation. As a result, VSE's net income was reduced by about $39,000 for the three-month period ended March 31, 2006, or about $.02 per share basic and diluted. Results for prior period have not been restated. On a pro forma basis, VSE net income for the three-month period ended March 31, 2005, would have been reduced by about $62,000 or about $.03 per share basic and diluted had the company adopted SFAS 123(R) in the prior-year period. Safe Harbor This news release contains statements which, to the extent they are not recitations of historical fact, constitute "forward-looking statements" under federal securities laws. All such statements are intended to be subject to the safe harbor protection provided by applicable securities laws. For discussions identifying some important factors that could cause actual VSE results to differ materially from those anticipated in the forward looking statements in this news release, please see VSE's public filings with the Securities and Exchange Commission. VSE provides diversified services to the engineering, energy and environment, defense, and homeland security markets from more than 20 locations across the United States and around the world. For more information on VSE services and products, please see the Company's web site at www.vsecorp.com or contact Len Goldstein, Director of Business and New Product Development, at (703) 317-5202. News Contact: C. S. Weber, CAO, (703) 329-4770 ### -----END PRIVACY-ENHANCED MESSAGE-----