-----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, Wt89wq3Hqo2i7kXNAiLEXZIWzInngGk/BRDYLQ/I9QE905V2Qst8gX7jugI356rX OL8a9eDNpPntyLpYKo5TNw== 0001157523-07-002395.txt : 20070306 0001157523-07-002395.hdr.sgml : 20070306 20070306090349 ACCESSION NUMBER: 0001157523-07-002395 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070306 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070306 DATE AS OF CHANGE: 20070306 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: 1030 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09232 FILM NUMBER: 07673399 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 a5348659.txt VOLT INFORMATION SCIENCES, INC. 8-K 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): March 6, 2007 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) 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 2.02. Results of Operations and Financial Condition. - ---------- ---------------------------------------------- The information in this Form 8-K, including the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing. On March 6, 2007, the Company issued a press release announcing its results of operations for the first quarter ended January 28, 2007. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. - ---------- ---------------------------------- (a) Financial statements of businesses acquired: Not applicable. (b) Pro forma financial information: Not applicable. (c) Exhibits: 99.1 Volt Information Sciences, Inc. Press Release dated March 6, 2007. 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 March 6, 2007 By: /s/ Jack Egan ------------------------------------- Jack Egan, Chief Financial Officer EXHIBIT INDEX ------------- Exhibit Number Description - ------ ----------- 99.1 Volt Information Sciences, Inc. Press Release dated March 6, 2007 EX-99.1 2 a5348659ex991.txt EXHIBIT 99.1 Exhibit 99.1 Volt Information Sciences Reports First Quarter Results NEW YORK--(BUSINESS WIRE)--March 6, 2007--Volt Information Sciences, Inc. (NYSE: VOL) today reported financial results for the Company's first quarter ended January 28, 2007. Volt will conduct a conference call webcast at 10:00 A.M. (EST) today to discuss first quarter results. The conference call dial-in number is 800-857-6028 (domestic) or 210-234-0013 (international), passcode: First Quarter. The conference call will be broadcast live over the Internet and can be accessed for the next 30 days at http://www.volt.com/investor/press_release.cfm. Attached is a summary of the Company's results of operations and the notes thereto. The notes are an integral part of the summary. FIRST QUARTER FISCAL 2007 RESULTS For the first quarter of fiscal 2007 ended January 28, 2007, the Company reported net income of $0.7 million, or $0.03 per share, compared to a loss of $0.4 million, or $0.02 per share, in the fiscal 2006 first quarter. Net sales for the 2007 quarter decreased slightly to $548.8 million, compared to $549.5 million in last year's comparable quarter. Income before minority interest and income taxes increased by $0.8 million, or 175%, compared to the 2006 comparable quarter. The first quarter of fiscal 2006 included a charge for minority interest of $1.0 million; such minority interest was repurchased from Nortel Networks, Inc. on December 29, 2005. Commenting on the results for the first quarter, Mr. Steven A. Shaw, President and CEO of Volt, stated "Tight control of general and administrative expenses, including year two savings on Sarbanes Oxley and related audit costs, enabled the Company to post improved year over year results in what is traditionally our flat quarter of the year. This year and last year we reported marked improvement in controlling our workers' compensation and general insurance costs. We believe that controlling the cost of service delivery will make us more efficient and more competitive." STAFFING SERVICES The $9.3 million, or 2%, increase in net sales in the first quarter of fiscal 2007 from the comparable fiscal 2006 period was due to an 8% increase in the Technical Placement division partially offset by an 8% decrease in the Administrative and Industrial division. A $2.0 million increase in the operating profit of the Technical Placement division was partially offset by a $1.5 million increase in the operating loss of the Administrative and Industrial division. The net increase in operating profit of $0.5 million was due to the increase in sales, an increase in gross margin percentage, primarily due to an increase in higher-margin VMC Consulting project management and consulting sales, reduced workers' compensation and payroll tax costs, partially offset by an increase in overhead costs as a percentage of sales. The 2007 first quarter also includes a $0.8 million gain on the settlement of a vendor dispute. COMPUTER SYSTEMS The Computer Systems segment's sales increase of $5.3 million, or 13%, in the first quarter of fiscal 2007 over the comparable 2006 period was primarily due to increases of $4.2 million in new business as a result of the segment's acquisition of Varetis Solutions in December 2005, an increase in the Maintech division's IT maintenance sales of $0.5 million and a net increase of $0.6 million in the segment's other divisions. The slight decrease in operating profit was due to increases in overhead necessary to support the sales increase and additional amortization of intangible assets, partially offset by the increase in sales. TELEPHONE DIRECTORY The Telephone Directory segment's sales increase of $1.9 million, or 12%, for the first quarter of fiscal 2007 from the comparable 2006 period primarily resulted from increases of $1.3 million, or 16%, in publishing sales due to the timing of delivery of telephone directories in Uruguay. The segment's operating profit decreased slightly by $0.1 million, or 5%, primarily due to lower gross margins. TELECOMMUNICATIONS SERVICES The Telecommunications Services segment's sales decrease of $18.7 million, or 47%, in the first quarter of fiscal 2007 over the comparable 2006 period was due to decreases of $16.1 million in the Construction and Engineering division and $2.6 million in the Network Enterprise Solutions division. The decreased sales in the Construction and Engineering division in fiscal 2007 resulted from customer acceptance of several large construction jobs in the comparable fiscal 2006 period. The segment sustained a loss of $0.7 million in the 2007 first quarter compared to an operating profit of $0.8 million in the comparable prior year period due to the decreased sales and higher overhead as a percentage of sales. GENERAL CORPORATE EXPENSES The decrease in General Corporate expenses compared to the 2006 quarter resulted from lower professional fees and costs related to compliance with the Sarbanes-Oxley Act. CASH AND CASH EQUIVALENTS Cash and cash equivalents, excluding restricted cash, was $71.8 million at the end of the quarter. At January 28, 2007, the Company had sold a participating interest in accounts receivable of $60.0 million under its securitization program and had the ability to finance an additional $140.0 million under the facility. In addition, the Company may borrow under a $40.0 million revolving secured credit facility ("Credit Facility") and the Company's wholly owned subsidiary, Volt Delta Resources ("Volt Delta"), may borrow under a separate $70.0 million revolving secured credit facility ("Delta Credit Facility"). The Credit Facility terminates in April 2008 and The Delta Credit Facility terminates in December 2009, unless extended. At January 28, 2007, Volt Delta had borrowed $38.9 million under the Delta Credit Facility. Volt Information Sciences, Inc. is a leading national provider of Staffing Services and Telecommunications and Information Solutions with a Fortune 100 customer base. Operating through a network of over 300 Volt Services Group branch offices, the Staffing Services segment fulfills IT and other technical, commercial and industrial placement requirements of its customers, on both a temporary and permanent basis. The Telecommunications and Information Solutions businesses, which include the Telecommunications Services, Computer Systems and Telephone Directory segments, provide complete telephone directory production and directory publishing; a full spectrum of telecommunications construction, installation and engineering services; and advanced information and operator services systems for telephone companies. For additional information, please visit Volt's web site at http://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 Company reports filed with the Securities and Exchange Commission. Copies of the Company'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 the Company are also available to the public over the Internet at the SEC's website at http://www.sec.gov and at the Company's website at http://www.volt.com in the Investor Information section. VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF OPERATIONS (UNAUDITED) FIRST QUARTER ENDED January 28, January 29, 2007 2006 ----------- ----------- (In thousands, except per share data amounts) Net sales $548,799 $549,508 =========== =========== Income before minority interest and income taxes $1,200 $437 Minority interest -- Note A - (1,021) ----------- ----------- Loss before income taxes 1,200 (584) Income tax provision (benefit) 473 (207) ----------- ----------- Net income (loss) $727 ($377) =========== =========== Per Share Data Net Income (loss) per share-basic and diluted $0.03 ($0.02) =========== =========== Weighted average number of shares outstanding - basic 23,161 23,015 =========== =========== Weighted average number of shares outstanding - diluted 23,211 23,015 =========== =========== (Notes Follow) VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT (UNAUDITED) FIRST QUARTER ENDED January 28, January 29, 2007 2006 ----------- ----------- Net Sales: (Dollars in thousands) - ---------------------------------------------- Staffing Services -- Note B Traditional Staffing $455,095 $445,627 Managed Services 294,499 251,076 ----------- ----------- Total Gross Sales 749,594 696,703 Less: Non-Recourse Managed Services (282,645) (239,061) ----------- ----------- Net Staffing Services 466,949 457,642 Telephone Directory 17,643 15,785 Telecommunications Services 21,381 40,114 Computer Systems 46,532 41,274 Elimination of inter-segment sales (3,706) (5,307) ----------- ----------- Total Net Sales $548,799 $549,508 =========== =========== Income before Minority Interest and Income Taxes Segment Operating Profit (Loss) - ---------------------------------------------- Staffing Services $5,348 $4,829 Telephone Directory 2,152 2,261 Telecommunications Services (677) 768 Computer Systems 5,694 5,749 ----------- ----------- Total Segment Operating Profit 12,517 13,607 General corporate expenses (10,283) (11,888) ----------- ----------- Total Operating Profit 2,234 1,719 Interest income and other (expense) (319) (573) Foreign exchange loss - net (87) (253) Interest expense (628) (456) ----------- ----------- Income before Minority Interest and Income Taxes $1,200 $437 =========== =========== (Notes Follow) VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET DATA (Unaudited) January 28, October 29, 2007 2006 ----------- ----------- Assets (Dollars in thousands) Current Assets Cash and cash equivalents $71,814 $38,481 Restricted cash - Note B 28,958 30,713 Short-term investments 4,717 4,709 Trade receivables, net -- Note C 409,798 390,799 Inventories 25,612 28,735 Recoverable income taxes 966 - Deferred income taxes 7,865 9,167 Prepaid and other assets 34,262 37,280 ----------- ----------- Total Current Assets 583,992 539,884 Property, plant and equipment, net 72,622 74,135 Deposits and other assets 2,079 2,247 Goodwill 50,355 50,896 Other intangible assets, net 31,253 31,959 ----------- ----------- Total Assets $740,301 $699,121 =========== =========== Liabilities and Stockholders' Equity Current Liabilities Notes payable to bank $43,572 $4,639 Current portion of long-term debt 480 470 Accounts payable 185,418 190,431 Accrued wages and commissions 55,557 59,387 Accrued taxes other than income taxes 26,378 20,186 Accrued insurance and other accruals 30,983 29,241 Deferred income and other liabilities 46,298 37,519 Income taxes payable - 3,626 ----------- ----------- Total Current Liabilities 388,686 345,499 Accrued insurance 3,799 4,760 Long-term debt 12,703 12,827 Deferred income taxes 8,784 10,787 Stockholders' Equity 326,329 325,248 ----------- ----------- Total Liabilities and Stockholders' Equity $740,301 $699,121 =========== =========== (Notes Follow) VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT (UNAUDITED) A - In December 2005, Volt Delta Resources, LLC ("Volt Delta"), the principal business unit of the Computer Systems segment, purchased from Nortel Networks, Inc. ("Nortel Networks") its 24% minority interest in Volt Delta for $62.0 million, including an excess cash distribution of $5.4 million. Nortel Networks had originally purchased its 24% interest in August 2004, and under the terms of the original purchase agreement, each party had a one-year option to cause Nortel Networks to sell and Volt Delta to buy the minority interest for an amount ranging from $25.0 million to $70.0 million, exercisable starting August 2006. During the first fiscal quarter of 2006, Volt Delta also purchased Varetis Solutions GmbH ("Varetis Solutions") from varetis AG for $24.8 million. The acquisition provided Volt Delta the resources to focus on the evolving global market for directory information systems and services. Varetis Solutions added technology in the area of wireless and wireline database management, directory assistance/inquiry automation and wireless handset information delivery to Volt Delta's significant technology portfolio. B - Under certain contracts with customers, the Company manages the customers' alternative staffing requirements, including transactions between the customer and other staffing vendors ("associate vendors"). When payments to associate vendors are subject to the receipt of the customers' payment to the Company, the arrangements are considered non-recourse against the Company and revenue, other than management fees to the Company, is excluded from sales. Cash restricted to cover such obligations is segregated from cash and cash equivalents on the January 28, 2007 and October 29, 2006 balance sheets. C - Under a securitization program, the receivables related to the staffing solutions business of the Company are sold from time-to-time by the Company, through a 100%-owned consolidated special purpose subsidiary to an unaffiliated third party. The outstanding balance of the participation interest sold was $60.0 million and $110.0 million at January 28, 2007 and October 29, 2006, respectively. Accordingly, the trade receivables included on the January 28, 2007 and October 29, 2006 balance sheets have been reduced to reflect the participation interest sold. D - On December 19, 2006, the Company's Board of Directors authorized and approved a three-for-two stock split in the form of a dividend on the Company's common stock, par value $.10 per share. Shares of common stock were distributed on January 26, 2007, to all stockholders of record as of January 15, 2007. Share amounts and per share data have been adjusted to reflect the stock split. CONTACT: Volt Information Sciences, Inc. Jack Egan and Ron Kochman, 212-704-2400 voltinvest@volt.com -----END PRIVACY-ENHANCED MESSAGE-----