-----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, BnceUOOXYkmmHt4jwVzsiyJNeTv90P+HZvd0LG5Cj32WxroP8fxIO+nBZGShs/qE 9OrT5raHOJLfMKK6d4thnw== 0001157523-07-005942.txt : 20070607 0001157523-07-005942.hdr.sgml : 20070607 20070607090028 ACCESSION NUMBER: 0001157523-07-005942 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070607 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070607 DATE AS OF CHANGE: 20070607 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: 1028 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09232 FILM NUMBER: 07905455 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 a5420998.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): June 7, 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 File Number) (I.R.S. Employer of Incorporation) 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 June 7, 2007, the Company issued a press release announcing its results of operations for the second quarter and six months ended April 29, 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 June 7, 2007. SIGNATURE --------- 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: June 7, 2007 By: /s/ Jack Egan ------------------------------------ Jack Egan, Chief Financial Officer -2- EXHIBIT INDEX ------------- Exhibit Number Description - ------- ----------- 99.1 Volt Information Sciences, Inc. Press Release dated June 7, 2007 -3- EX-99.1 2 a5420998ex991.txt EXHIBIT 99.1 Exhibit 99.1 Volt Information Sciences Announces Second Quarter Results NEW YORK--(BUSINESS WIRE)--June 7, 2007--Volt Information Sciences, Inc. (NYSE: VOL) today reported financial results for the Company's second quarter and six months ended April 29, 2007. Volt will conduct a conference call webcast at 11:00 A.M. (EDT) today to discuss second quarter results. The conference call dial-in number is 1-877-675-5901 (domestic) or 1-312-470-7207 (international), passcode: Second 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_releases.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. SECOND QUARTER - FISCAL 2007 RESULTS For the second quarter of fiscal 2007 ended April 29, 2007, the Company reported net income of $6.4 million, or $0.28 per share, compared to $9.1 million, or $0.39 per share, in the fiscal 2006 second quarter. Net sales for the 2007 quarter decreased by 4% to $568.2 million, compared to $593.8 million in last year's comparable quarter. Income before minority interest and income taxes decreased by $4.8 million, or 31%, compared to the 2006 comparable quarter. SIX MONTHS - FISCAL 2007 RESULTS For the first six months of fiscal 2007, the Company reported net income of $7.1 million, or $0.31 per share, compared to $8.7 million, or $0.38 per share, last year. Net sales for the 2007 six-month period decreased by 2% remaining at $1.1 billion. Income before minority interest and income taxes was $11.9 million in the six months ended April 29, 2007 compared to $15.9 million in the comparable fiscal 2006 period. Commenting on the results for the second quarter, Mr. Steven A. Shaw, President and Chief Executive Officer of Volt, stated "The delay in certain Computer System segment's international projects and the movement in the publication schedule of six higher margin directories to the third quarter in the Telephone Directory segment, which had been recognized in the second quarter the previous year, negatively impacted the results for the quarter. While revenue in the Staffing Services segment was slightly lower than the comparable quarter in the prior year, gross margin increased as a result of lower workers compensation expense and a continued increase in higher margin direct placement and RPO services, consistent with our long term strategy for the segment. Our Telecommunications Services segment has recently begun work on a large multi-year award from a major telecommunications provider that allows for potential increased profitability for the segment going forward." STAFFING SERVICES Net sales for this segment decreased by 4% to $483.3 million compared to the fiscal 2006 second quarter due to decreased staffing business in the Administrative and Industrial division and a slight decrease in sales in the Technical Placement division due to lower net managed service sales. Despite the sales decrease, gross margin increased due to reduced workers' compensation, payroll tax costs and an increase in permanent placement revenue. Operating profit decreased to $13.9 million from $14.5 million as a result of the decrease in net sales and increased overhead costs associated with the higher margin business. COMPUTER SYSTEMS The segment reported an operating profit of $5.0 million on net sales of $45.2 million in the second quarter of fiscal 2007 compared to an operating profit of $9.8 million on net sales of $52.1 million in the comparable prior year period. The sales decrease is primarily due to decreases in the European operations of $3.3 million, due to the recognition of a project in the second quarter of fiscal 2006, together with decreases reported in the other divisions of the segment. The lower operating profit was the result of the reduced sales, increased overhead and a decrease in gross margin. TELEPHONE DIRECTORY Net sales for this segment approximated $17.1 million while operating profit decreased to $2.8 million in the fiscal 2007 second quarter from $4.0 million on $17.2 million in revenue in the comparable prior year period. The decrease in sales and operating profit was primarily due to the mix of telephone directories delivered in current quarter, compared to the prior year's quarter, and an increase in lower margin printing sales in Uruguay. TELECOMMUNICATIONS SERVICES Net sales in this segment approximated $27.2 million while the segment reported an operating profit of $0.4 million in the second quarter of fiscal 2007 compared to an operating loss of $40,000 on $27.3 million in revenue in the comparable prior year period. Decreases in sales volume of the segment's Network Enterprise Solutions division were substantially offset by an increase in the Construction and Engineering division. The increase in operating profit was due to improved gross margins due to a change in the mix of jobs completed partially offset by an increase in overhead. GENERAL CORPORATE EXPENSES General corporate expenses decreased by $0.8 million, or 7%, due to a one-time accrual of $1.2 million for death benefits related to two senior corporate executives in the second quarter of fiscal 2006 partially offset by increased salaries and professional fees in the comparable fiscal 2007 quarter. CASH AND CASH EQUIVALENTS Cash and cash equivalents, excluding restricted cash, was $46.0 million at the end of the quarter. At April 29, 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 secured $40.0 million revolving 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"). At April 29, 2007, the Company had borrowed $2.0 million in foreign currency under the Credit Facility and a total of $27.1 million under the Delta Credit Facility, of which $5.6 million was borrowed in foreign currency. 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 InvestorRelations/Corporate Governance section. VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF OPERATIONS (UNAUDITED) SECOND QUARTER SIX MONTHS ENDED ENDED April 29, April 30, April 29, April 30, 2007 2006 2007 2006 --------- --------------------- ----------- (In thousands, except per share data) Net sales $568,202 $593,811 $1,117,001 $1,143,319 ========= ========= =========== =========== Income before minority interest and income taxes $10,652 $15,420 $11,852 $15,857 Minority interest -- Note A - - - (1,021) --------- --------- ----------- ----------- Income before income taxes 10,652 15,420 11,852 14,836 Income tax provision (4,259) (6,310) (4,732) (6,103) --------- --------- ----------- ----------- Net income $6,393 $9,110 $7,120 $8,733 ========= ========= =========== =========== Per Share Data Net income per share - basic and diluted $0.28 $0.39 $0.31 $0.38 ========= ========= =========== =========== Weighted average number of shares outstanding - basic 23,181 23,146 23,171 23,080 ========= ========= =========== =========== Weighted average number of shares outstanding - diluted 23,232 23,274 23,221 23,214 ========= ========= =========== =========== (Notes Follow) VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT (UNAUDITED) SECOND QUARTER SIX MONTHS ENDED ENDED April 29, April 30, April 29, April 30, 2007 2006 2007 2006 --------- --------- ----------- ----------- Net Sales: (Dollars in thousands) - -------------------------- Staffing Services -- Note B Traditional Staffing $468,910 $484,557 $924,005 $930,184 Managed Services 334,326 273,791 628,825 524,867 --------- --------- ----------- ----------- Total Gross Sales 803,236 758,348 1,552,830 1,455,051 Less: Non-Recourse Managed Services (319,887) (256,042) (602,532) (495,103) --------- --------- ----------- ----------- Net Staffing Services 483,349 502,306 950,298 959,948 Telephone Directory 17,082 17,226 34,725 33,011 Telecommunications Services 27,169 27,295 48,550 67,409 Computer Systems 45,186 52,137 91,718 93,411 Elimination of inter- segment sales (4,584) (5,153) (8,290) (10,460) --------- --------- ----------- ----------- Total Net Sales $568,202 $593,811 $1,117,001 $1,143,319 ========= ========= =========== =========== Income (Loss) Before Minority Interest and Income Taxes Staffing Services $13,867 $14,496 $19,215 $19,325 Telephone Directory 2,767 4,017 4,919 6,278 Telecommunications Services 383 (40) (294) 728 Computer Systems 5,013 9,837 10,707 15,586 --------- --------- ----------- ----------- Total Segment Operating Profit 22,030 28,310 34,547 41,917 General corporate expenses (9,891) (10,669) (20,174) (22,557) --------- --------- ----------- ----------- Total Operating Profit 12,139 17,641 14,373 19,360 Interest income and other (expense)-net (260) (1,671) (579) (2,244) Foreign exchange loss-net (366) (103) (453) (356) Interest expense (861) (447) (1,489) (903) --------- --------- ----------- ----------- Income Before Minority Interest and Income Taxes $10,652 $15,420 $11,852 $15,857 ========= ========= =========== =========== (Notes Follow) VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET DATA (Unaudited) April 29, October 29, 2007 2006 --------- ----------- Assets (Dollars in thousands) Current Assets Cash and cash equivalents $45,958 $38,481 Restricted cash - Note B 32,307 30,713 Short-term investments 4,967 4,709 Trade receivables, net -- Note C 438,077 390,799 Inventories 34,766 28,735 Recoverable income taxes 4,463 - Deferred income taxes 7,566 9,167 Prepaid and other assets 38,043 37,280 --------- ----------- Total Current Assets 606,147 539,884 Property, plant and equipment, net 69,894 74,135 Deposits and other assets 1,742 2,247 Goodwill 50,354 50,896 Other intangible assets, net 30,154 31,959 --------- ----------- Total Assets $758,291 $699,121 ========= =========== Liabilities and Stockholders' Equity Current Liabilities Notes payable to bank $32,933 $4,639 Current portion of long-term debt 490 470 Accounts payable 209,000 190,431 Accrued wages and commissions 58,033 59,387 Accrued taxes other than income taxes 25,342 20,186 Accrued insurance and other accruals 31,240 29,241 Deferred income and other liabilities 46,310 37,519 Income taxes payable - 3,626 --------- ----------- Total Current Liabilities 403,348 345,499 Accrued insurance 1,408 4,760 Long-term debt 12,576 12,827 Deferred income taxes 7,371 10,787 Stockholders' Equity 333,588 325,248 --------- ----------- Total Liabilities and Stockholders' Equity $758,291 $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 April 29, 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 April 29, 2007 and October 29, 2006, respectively. Accordingly, the trade receivables included on the April 29, 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-----