-----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, SocwxuQYUpvz71YgdSeRV1KgLEONkyJ45J1DNdON48DCGR+1gSokls+2rlnIYdXS ocdW9uo/TzjlQhs15juGbw== 0000102752-09-000008.txt : 20090126 0000102752-09-000008.hdr.sgml : 20090126 20090126172434 ACCESSION NUMBER: 0000102752-09-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090123 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090126 DATE AS OF CHANGE: 20090126 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: 09546192 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 vse8k01232009.txt VSE CORPORATION FORM 8-K JANUARY 23, 2009 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): January 23, 2009 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)) Item 8.01 Other Events. VSE Corporation has formally protested the Department of the Army's decision to exclude VSE's proposal to continue work under the Army's Rapid Response ("R2") replacement program known as "Rapid Response-Third Generation (R2-3G)." VSE's protest was filed on January 23, 2009, with the U.S. Army Materiel Contracting Command, Ft. Belvoir, Virginia. VSE issued a press release on January 23, 2009, on this matter, which is filed as an exhibit to this Form 8-K and incorporated herein by reference. Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Number - ------ 99.1 News release of VSE Corporation dated January 23, 2009 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: January 26, 2009 /s/ M. A. Gauthier ----------------------------- M. A. Gauthier CEO/President/COO Exhibit Index Exhibit 99.1 News release of VSE Corporation dated January 26, 2009 EX-99.1 2 vseexhibit99-1.txt NEWS RELEASE OF VSE CORPORATION DATED JANUARY 23, 2009 Exhibit 99.1 VSE PROTESTS ARMY R2-3G CONTRACT DECISION CEO Comments on Market Response Alexandria, Virginia (January 23, 2009) - VSE Corporation (NASDAQ: VSEC) has formally protested the Department of the Army's decision to exclude VSE's proposal to continue work under the Army's Rapid Response ("R2") replacement program known as "Rapid Response-Third Generation (R2-3G)." VSE's protest was filed on January 23, 2009, with the U.S. Army Materiel Contracting Command, Ft. Belvoir, Virginia. VSE CEO/President/COO Mo Gauthier said, "As reported in our January 16, 2009, statement on the Army R2-3G contract decision, we were very surprised and disappointed with the Army's decision to exclude VSE from receiving one of the new multiple award omnibus contracts. We have been informally advised by our Army customer that our performance under the R2 contract is exceptional, and we believed we submitted a winning proposal. As indicated in our statement, we requested a debriefing from the Army on January 16, 2009. On January 21, 2009, we were informed that debriefings would be delayed until after the award. We believe that delaying VSE and its team of subcontractors a debriefing on the evaluation of VSE's proposal is unfair, and we are protesting that decision." Mr. Gauthier continued, "We also take this opportunity to address the market response to our January 16 statement reporting the Army's decision to eliminate VSE's proposal from the competitive range. * We expect to continue performance under the existing R2 contract through January 2011 when all funds awarded under existing task orders will have been expended. * Substantially all of the revenues of approximately $419 million reported on the R2 contract as of September 30, 2008, are from subcontracted work which results in a lower profit margin because VSE receives no fee on the subcontracted work. Our efforts over the next two years to replace the subcontracted work with revenues generated by work performed by VSE employees would be expected to result in improved profit margins. * VSE has other omnibus contracts which can be used to accommodate work performed by VSE employees and VSE subcontractors, such as the U.S. Army FIRST contract, the U.S. Army PEO CS & CSS Omnibus III contract, the U.S. Air Force CFT contract, and the U.S. Navy SeaPort contract. * While the loss of any contract is discouraging, every contract we currently hold will expire or end at some date. Our mission is to seek out new and replacement opportunities for growth. We have a 50-year track record of successfully bidding, winning and working new work. * We expect to report our financial results for the year ended December 31, 2008, on or about February 23, 2009. We will also file an Annual Report on Form 10-K shortly thereafter in which we will again review the challenges and opportunities we have in growing our business. We look forward to continued success in the years to come." - more - VSE Corporation News Release (continued) About VSE Corporation VSE marks its 50th year as a government contractor in January 2009. Established in 1959, VSE is a diversified professional services company providing engineering and consulting services, systems integration, infrastructure support, and information technology management and solutions, principally to agencies of the United States Government and other government prime contractors at locations across the United States and around the world. For additional information on VSE services and products, please see the company's web site at www.vsecorp.com or contact Randy Hollstein, VSE Corporate Vice President of Marketing, at (703) 329-3206. 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, see VSE's public filings with the Securities and Exchange Commission. VSE News Contact: Craig Weber -- (703) 329-4770. ### -----END PRIVACY-ENHANCED MESSAGE-----