-----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, IqFEpTLJd8xpj+qfx1rADVr7LmW8WsAdKH9eg4viT0fIuG+ev4s6+EvEmcFcGpjR D5ZmUCdID6Zog6ecHU4sJA== 0001157523-03-005846.txt : 20031027 0001157523-03-005846.hdr.sgml : 20031027 20031024184051 ACCESSION NUMBER: 0001157523-03-005846 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031024 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNOVA INC CENTRAL INDEX KEY: 0001044590 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY (NO METALWORKING MACHINERY) [3550] IRS NUMBER: 954647021 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13279 FILM NUMBER: 03957278 BUSINESS ADDRESS: STREET 1: 6001 36TH AVENUE WEST CITY: EVERETT STATE: WA ZIP: 98203-1264 BUSINESS PHONE: 425-265-2400 MAIL ADDRESS: STREET 1: 6001 36TH AVENUE WEST CITY: EVERETT STATE: WA ZIP: 98203-1264 8-K 1 a4496900.txt UNOVA, INC. 8-K 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): October 24, 2003 UNOVA, INC. (Exact name of registrant as specified in charter) Delaware 001-13279 95-4647021 (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation) Identification Number) 6001 36th Avenue West 98203-1264 Everett, Washington (Zip Code) www.unova.com (Address of principal executive offices and internet site) Registrant's telephone number, including area code: (425) 265-2400 Page 1 of 3 Item 7. Financial Statements and Exhibits (c) The following exhibit is filed as part of this report: Exhibit Description - ------- ----------- 99.1 Press Release issued by UNOVA, Inc., dated October 24, 2003. Item 9. Regulation FD Disclosure The following information is being furnished pursuant to Item 12 of Form 8-K "Results of Operations and Financial Condition" and is included under this Item 9 in accordance with SEC Release No. 33-8216 (March 23, 2003). On October 24, 2003, UNOVA, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2003. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. Page 2 of 3 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. UNOVA, INC. By: /s/ Michael E. Keane -------------------- Michael E. Keane Senior Vice President and Chief Financial Officer October 24, 2003 Page 3 of 3 EX-99 3 a4496900ex991.txt UNOVA, INC. PRESS RELEASE Exhibit 99.1 UNOVA Announces Third Quarter 2003 Results EVERETT, Wash.--(BUSINESS WIRE)--Oct. 24, 2003--UNOVA, Inc. (NYSE:UNA): -- ADS continues strong segment operating margin expansion versus prior year quarter. -- IAS restructuring progress includes the sale of Lamb Body & Assembly. -- Positive net cash flows result in cash exceeding total debt for the first time in Company's history. UNOVA, Inc. (NYSE:UNA)(www.unova.com) today announced results for the third quarter of 2003. For the third quarter of 2003, UNOVA reported a net loss of ($1.3) million, or ($0.02) per share, on revenues of $278.0 million. Earnings from continuing operations for the quarter were $4.1 million, or $0.07 per diluted share, compared to $15.8 million, or $0.26 per diluted share, on revenues of $318.2 million for the third quarter of 2002. In both the third quarters of 2003 and 2002, the Company reached confidential settlements for intellectual property (IP) disputes regarding its smart battery patents. Accordingly, segment operating results from both periods included significant royalty income. Segment operating profit from IP settlements in the third quarter 2003 were $23.7 million lower than the prior-year quarter. Segment operating profit from product and service revenues of $6.5 million represents a $3.3 million increase compared to the third quarter of 2002 despite the $15 million revenue decline. Special charges of $1.0 million affected pre-tax operating results for the third quarter of 2003, comprising expenses for the ongoing consolidation and restructuring within IAS and the relocation of Corporate headquarters. During the quarter, the Company sold principally all the assets and existing backlog of its Lamb Body & Assembly Systems division. The Company's revenues, costs and expenses from continuing operations exclude the results of Lamb Body & Assembly for 2003 and 2002. Loss from discontinued operations, including a loss on disposal of ($3.1) million, totaled ($5.5) million and ($9.3) million for the three- and nine-month periods ending September 30, 2003, respectively. The loss from discontinued operations totaled ($1.5) million and ($4.2) million for the comparable three- and nine-month periods of the prior year. UNOVA's net cash (defined as total cash and cash equivalents less total debt) improved $23.3 million during the third quarter 2003 to $17.8 million primarily due to continued positive cash flows from operations and the sale of Lamb Body & Assembly. Total cash at September 30, 2003 was $226.3 million. Automated Data Systems (ADS) In the third quarter of 2003, revenues at the Company's ADS segment, comprising Intermec Technologies, were $178.7 million. ADS revenues for the comparable third quarter of 2002 were $198.5 million. The ADS segment recorded a $22.2 million operating profit for the third quarter of 2003 compared to an operating profit of $40.3 million for the third quarter of 2002. As stated earlier, segment operating profit from IP settlements in the third quarter of 2003 were $23.7 million lower than the comparable prior-year period. ADS' third quarter 2003 product and service revenues increased $5.6 million and related segment operating profit also increased $5.6 million compared to the third quarter of 2002. Systems & Solutions product revenues grew six percent, service revenues grew nine percent, and Printer/Media product revenues declined five percent. Geographically, the Europe, Middle East and Africa (EMEA) region continued to show strong results. Revenues in EMEA grew 42 percent over the comparable prior-year period. North America revenues declined four percent. Revenues in the rest of the world declined 27 percent versus an unusually strong prior-year quarter. Fluctuations in foreign currency exchange rates provided a favorable $5 million impact. Operating margin on ADS product and service revenues was 7.7 percent in the third quarter 2003, three percentage points greater than the comparable prior-year quarter. The improvement was driven by an approximate three point increase in product and service gross margins. Intermec announced several new products in the third quarter, including the CK-30 industrial terminal, CV-60 vehicle mount terminal, and the PM4i RFID-enabled smart label printer. The company also announced an RFID "Ready to Go" kit comprising comprehensive product and professional service offerings to allow customers to evaluate RFID technology for emerging warehouse and supply chain management applications. Industrial Automation Systems The Industrial Automation Systems (IAS) segment reported an operating loss of ($6.4) million on revenues from continuing operations of $99.3 million for the third quarter of 2003, compared to an operating loss of ($4.1) million on revenues from continuing operations of $119.7 million for the third quarter of 2002. The company's consolidation and restructuring plans reached an important milestone as Cincinnati's metal cutting and service parts businesses began to operate from the new facility in Hebron, Ky. During the quarter, IAS signed an alliance agreement with Shenyang, the largest machine tool supplier in the People's Republic of China. The new partnership will increase machine tool content from China and the potential for bidding activities on diesel and large-volume gasoline engine programs in China. Backlog for all IAS continuing businesses is $282.6 million at September 30, 2003, $68.6 million greater than the end of 2002. IAS backlog in both periods is adjusted to reflect the discontinued operations of Lamb Body & Assembly. UNOVA is a leading supplier of mobile computing and wireless network products for non-office applications and of manufacturing systems technologies primarily for the automotive and aerospace industries. www.unova.com. Forward-looking Statement Certain forward-looking statements in this release (as defined by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934) relate to matters that are not historical facts. They include, but are not limited to, statements about the Company's ability to continue to reduce its costs and generate cash flow from its industrial businesses, the Company's ability to realize its intentions with respect to the future performance of its ADS operations including its new product launches, its ability to successfully manage and complete large-scale industrial systems contracts for new customers, its ability to be successful in its international partnerships for industrial products, its ability to successfully obtain critical components for its products, and its ability to compete for large-scale mobile computing installations. Such forward-looking statements involve and are dependent upon certain risks and uncertainties. These include, but are not limited to, the following which are beyond the Company's control: the presence of competitors with greater financial resources, complexities of managing large-scale systems contracts, favorable relationships with its suppliers, renewed capital spending among automotive and aerospace companies, successful management of large-scale mobile computing roll outs, continued spending on information technology equipment by ADS customers, and other risks and uncertainties described more fully in the Company's filings on Form 10-K and 10-Q with the Securities and Exchange Commission. UNOVA, INC. THIRD QUARTER 2003 - EARNINGS CONFERENCE CALL UNOVA, Inc. will hold a conference call on Monday, October 27 at 10:30 am Eastern time to review financial results from the third quarter 2003, hosted by UNOVA CEO Larry Brady and UNOVA CFO Michael Keane. The dial-in number for the call is 484-630-4544. The call will also be broadcast on the Internet via a link from the investor's Web page at UNOVA's Web site, and at the following link: http://www.corporate-ir.net/ireye/ir_site.zhtml?ticker=UNA&script= 1020&item_id=ew,797397,1,107429,315250,358003,1 Approximately two hours after the call, and for approximately 15 days after the call, a playback can be heard 24-hours a day by dialing 402-998-1076. UNOVA, INC. (amounts in thousands, except per share amounts) Three Three Nine Nine Months Months Months Months Ended Ended Ended Ended September September September September 30, 30, 30, 30, 2003 2002 2003 2002 ---------------------------------------- CONSOLIDATED STATEMENTS OF OPERATIONS (Preliminary) Sales and Service Revenues $ 278,024 $ 318,165 $ 821,734 $ 939,266 --------- --------- --------- --------- Costs and Expenses Cost of sales and service 185,036 206,379 564,417 636,865 Selling, general and administrative 76,479 74,464 226,033 222,588 Depreciation and amortization 6,249 7,864 19,651 24,814 Special charges 988 5,200 2,933 9,888 --------- --------- --------- --------- Total Costs and Expenses 268,752 293,907 813,034 894,155 --------- --------- --------- --------- Operating Profit From Continuing Operations 9,272 24,258 8,700 45,111 Interest, net (3,133) (4,928) (10,172) (16,636) --------- --------- --------- --------- Earnings (Loss) From Continuing Operations Before Taxes 6,139 19,330 (1,472) 28,475 Provision for income taxes (2,000) (3,517) (6,200) (5,866) --------- --------- --------- --------- Earnings (Loss) From Continuing Operations 4,139 15,813 (7,672) 22,609 Loss from discontinued operations (5,474) (1,502) (9,346) (4,206) --------- --------- --------- --------- Net Earnings (Loss) $ (1,335)$ 14,311 $ (17,018)$ 18,403 ========= ========= ========= ========= Basic Earnings (Loss) per Share Continuing Operations $ 0.07 $ 0.27 $ (0.13)$ 0.39 Discontinued Operations (0.09) (0.02) (0.16) (0.07) --------- --------- --------- --------- Net earnings (loss) per share $ (0.02)$ 0.25 $ (0.29)$ 0.32 ========= ========= ========= ========= Diluted Earnings (Loss) per Share Continuing Operations $ 0.07 $ 0.26 $ (0.13)$ 0.38 Discontinued Operations (0.09) (0.02) (0.16) (0.07) --------- --------- --------- --------- Net earnings (loss) per share $ (0.02)$ 0.24 $ (0.29)$ 0.31 ========= ========= ========= ========= Shares Used in Computing Earnings (Loss) per Share Basic 58,970 58,005 58,621 57,713 Diluted 60,830 58,687 58,621 58,592 SELECTED SEGMENT INFORMATION (Preliminary) Sales and Service Revenues Automated Data Systems $ 178,721 $ 198,466 $ 520,643 $ 536,797 Industrial Automation Systems 99,303 119,699 301,091 402,469 --------- --------- --------- --------- Total Sales and Service Revenues $ 278,024 $ 318,165 $ 821,734 $ 939,266 ========= ========= ========= ========= Operating Profit (Loss) From Continuing Operations Segment Operating Profit (Loss) Automated Data Systems $ 22,177 $ 40,294 $ 52,674 $ 77,508 Industrial Automation Systems (6,419) (4,153) (22,850) (2,462) --------- --------- --------- --------- Total Segment Operating Profit 15,758 36,141 29,824 75,046 Corporate and Other (5,498) (6,683) (18,191) (20,047) Special Charges (988) (5,200) (2,933) (9,888) --------- --------- --------- --------- Operating Profit From Continuing Operations $ 9,272 $ 24,258 $ 8,700 $ 45,111 ========= ========= ========= ========= UNOVA, INC. CONSOLIDATED BALANCE SHEETS (Preliminary) (amounts in thousands) September 30, December 31, 2003 2002 -------------- -------------- Assets Current Assets Cash and cash equivalents $ 226,264 $ 178,269 Accounts receivable, net 265,821 341,171 Inventories, net of progress billings 133,596 138,468 Deferred tax assets 68,269 78,612 Assets held for sale 30,022 - Other current assets 8,944 9,247 ------------- ------------- Total Current Assets 732,916 745,767 Property, Plant and Equipment, Net 77,351 126,936 Goodwill and Other Intangibles, Net 75,236 75,345 Deferred Tax Assets 118,535 103,559 Other Assets 69,103 73,174 ------------- ------------- Total Assets $ 1,073,141 $ 1,124,781 ============= ============= Liabilities and Shareholders' Investment Current Liabilities Accounts payable and accrued expenses $ 263,604 $ 286,715 Payroll and related expenses 61,633 72,211 ------------- ------------- Total Current Liabilities 325,237 358,926 Long-term Obligations 208,500 224,700 Other Long-term Liabilities 125,029 123,257 Shareholders' Investment Common stock 594 586 Additional paid-in capital 678,389 674,715 Retained deficit (255,317) (238,299) Accumulated other comprehensive loss (9,291) (19,104) ------------- ------------- Total Shareholders' Investment 414,375 417,898 ------------- ------------- Total Liabilities and Shareholders' Investment $ 1,073,141 $ 1,124,781 ============= ============= UNOVA, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (Preliminary) Nine Months Ended September 30, 2003 (amounts in thousands) Cash and Cash Equivalents at Beginning of Period $ 178,269 ------------ Cash Flows from Operating Activities: Net loss (17,018) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 20,618 Changes in working capital and other operating activities 63,488 ------------ Net Cash Provided by Operating Activities 67,088 ------------ Cash Flows from Investing Activities: Capital expenditures (14,072) Other investing activities 8,742 ------------ Net Cash Used in Investing Activities (5,330) ------------ Cash Flows from Financing Activities: Repayment of long-term obligations (16,200) Other financing activities 2,437 ------------ Net Cash Used in Financing Activities (13,763) ------------ Resulting Increase in Cash and Cash Equivalents 47,995 ------------ Cash and Cash Equivalents at End of Period $ 226,264 ============ CONTACT: UNOVA Michael E. Keane, 425-265-2402 or David S. Brooks, 425-265-2472 -----END PRIVACY-ENHANCED MESSAGE-----