-----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, MlL61xsf268HrGRj4MNhPTnGQZKx4m08hfmWQhtW5jcG+V95abOLL74NyFVefSdp 8XQDcIwVgmY7uvvCfl50Ag== 0000910680-04-000811.txt : 20040803 0000910680-04-000811.hdr.sgml : 20040803 20040803161852 ACCESSION NUMBER: 0000910680-04-000811 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040802 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VOLT INFORMATION SCIENCES, INC. CENTRAL INDEX KEY: 0000103872 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 135658129 STATE OF INCORPORATION: NY FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09232 FILM NUMBER: 04948735 BUSINESS ADDRESS: STREET 1: 560 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-2928 BUSINESS PHONE: 2127042400 MAIL ADDRESS: STREET 1: 560 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-2928 FORMER COMPANY: FORMER CONFORMED NAME: VOLT INFORMATION SCIENCES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VOLT TECHNICAL CORP DATE OF NAME CHANGE: 19680913 8-K 1 f8k-08022004.txt AUGUST 2, 2004 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): August 2, 2004 VOLT INFORMATION SCIENCES, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) New York 1-9232 13-5658129 - ---------------------------- -------------- ------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 560 Lexington Avenue, New York, New York 10022 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (212) 704-2400 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events and Required FD Disclosure. - ------- ---------------------------------------- On August 2, 2004, Volt Delta Resources, LLC, a wholly-owned subsidiary of Volt Information Sciences, Inc. ("VOLT"), issued a press release announcing that it had closed a previously announced agreement with Nortel Networks under which Nortel Networks contributed certain assets and certain liabilities of its directory and operator services business to VoltDelta and received a minority equity interest in VoltDelta. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. VOLT will file a Form 8-K under Item 2 disclosing additional information about the transaction. Item 7. Financial Statements and Exhibits. - ------- --------------------------------- (c) Exhibits: 99.1 Press Release dated August 2, 2004. S I G N A T U R E ----------------- 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. VOLT INFORMATION SCIENCES, INC. Date August 3, 2004 By: /s/ James J. Groberg --------------------------------------- James J. Groberg, Senior Vice President -2- EXHIBIT INDEX ------------- Exhibit Number Description - ------ ----------- 99.1 Press Release dated August 2, 2004 -3- EX-99 2 ex99-08022004.txt PRESS RELEASE Exhibit 99 CONTACT: Ron Kochman VoltDelta Resources LLC (212) 704-2400 VOLTDELTA CLOSES DIRECTORY AND OPERATOR SERVICES TRANSACTION WITH NORTEL NETWORKS NEW YORK-August 2, 2004 -VoltDelta Resources LLC, a subsidiary of Volt Information Sciences, Inc. [NYSE: VOL] announced today that it has closed a previously announced agreement with Nortel Networks under which Nortel Networks* will contribute certain assets and certain liabilities of its directory and operator services (DOS) business to VoltDelta. VoltDelta's DOS business will provide continued focus and investment to develop next generation directory assistance voice over packet based solutions - particularly for the wireless market - to meet rapidly evolving customer requirements. The acquisition will allow VoltDelta to provide the newly combined customer base with new solutions, an expanded suite of products, content and enhanced services. In addition, the companies also entered into a 10-year relationship agreement to maintain the compatibility and interoperability between future releases of Nortel Networks Traffic Operator Position System (TOPS) switching platform and VoltDelta's IWS/MWS operator workstations and associated products. Nortel Networks and VoltDelta will work together developing feature content and release schedules for, and to ensure compatibility between, any TOPS changes that require a change in VoltDelta's products or workstations. Under the terms of the agreement, Nortel Networks received a 24% minority equity interest in VoltDelta, a leading provider of DOS in North America and Europe. At any time after two years Nortel Networks may exercise its put or VoltDelta may exercise its call to effect VoltDelta's purchasing Nortel Networks' minority equity interest. If either party exercises its option between year two and three the price paid to Nortel Networks for its 24% minority equity interest will be based on an enterprise value to revenue formula of comparable companies not to exceed 30% of VoltDelta's last twelve months revenue with a minimum payment of US$25 million and a maximum payment of US$70 million. If the option is exercised after three years the price paid will be a mutually agreed upon amount. VoltDelta, a subsidiary of Volt Information Sciences (reported as Volt's Computer Systems segment) is a leading provider of enhanced directory assistance solutions and information services to the global telecommunications market. Thirty years of operator services experience have enabled VoltDelta to meet evolving market requirements providing innovative technology and services to wireline and wireless markets. For further information please visit www.voltdelta.com or www.volt.com. This press release contains forward-looking statements which are subject to a number of known and unknown risks, including general economic, competitive and other business conditions, the degree and timing of customer utilization and the rate of renewals of contracts with the Company, that could cause actual results, performance and achievements to differ materially from those described or implied in the forward-looking statements. Information concerning these and other factors that could cause actual results to differ materially from those in the forward-looking statements is contained in Volt's reports filed with the Securities and Exchange Commission. Copies of Volt's latest Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, as filed with the Securities and Exchange Commission and the New York Stock Exchange, are available without charge upon request to Volt Information Sciences, Inc., 560 Lexington Avenue, New York, New York 10022, 212-704-2400, Attention: Shareholder Relations. These and other SEC filings by Volt are also available to the public over the Internet at the SEC's website at http://www.sec.gov and at the Volt's website at http://www.volt.com in the Investor Information section. -end- * Nortel Networks is a trademark of Nortel Networks. -----END PRIVACY-ENHANCED MESSAGE-----