-----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, I3uVXJLxqd5WHYW51k9GEXYSpgvW7vmbtOUVf8FVNviWwai3RYOF0ucyqsmYUYRi trecnCphXhHCtpwWcRRd3w== 0001157523-05-007128.txt : 20050805 0001157523-05-007128.hdr.sgml : 20050805 20050805144007 ACCESSION NUMBER: 0001157523-05-007128 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050804 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050805 DATE AS OF CHANGE: 20050805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNOVA INC CENTRAL INDEX KEY: 0001044590 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] 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: 051002308 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 a4947299.txt UNOVA, 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): August 4, 2005 UNOVA, INC. (Exact name of registrant as specified in its 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 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 On August 4, 2005, UNOVA, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended July 3, 2005. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits (c) Exhibits. The following exhibit is attached as part of this report: Exhibit Number Description - ------ ----------- 99.1 Press Release issued by the Company dated August 4, 2005. 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 August 4, 2005 EX-99.1 2 a4947299ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 UNOVA Announces Second Quarter 2005 Results EVERETT, Wash.--(BUSINESS WIRE)--Aug. 4, 2005--UNOVA, Inc. (NYSE:UNA): -- Intermec Revenues increased 16.6% over the prior-year-quarter to $217.5 million -- Intermec Operating Profit was $23.8 million; an 11.0% Operating Margin -- EPS from Continuing Operations increased to $0.19 versus $0.05 in the prior-year-quarter UNOVA, Inc. (NYSE:UNA) today announced financial results for its fiscal second quarter which ended July 3, 2005. UNOVA reported second quarter revenues of $217.5 million and earnings from continuing operations of $11.9 million, or $0.19 per diluted share, compared to 2004 second quarter revenues of $186.6 million and earnings from continuing operations of $3.2 million, or $0.05 per diluted share. Including discontinued operations, net earnings for the second quarter of 2005 was $12.1 million, or $0.19 per diluted share compared to net earnings of $5.7 million, or $0.09 per diluted share in the prior year's second quarter. Intermec operating profits increased to $23.8 million for the second quarter of 2005, a 53 percent increase compared to $15.6 million for the same prior year period. Intermec operating margins were 11.0 percent for the second quarter of 2005, compared to 8.4 percent for the prior-year quarter. "We are pleased with our recent strategic progress," said Larry D. Brady, Chairman and CEO. "The impact of our Rapid Start licensing program, the continued advancement of our divestiture plans, and the strong growth and solid execution we are seeing at Intermec, have contributed to our conviction that we are on a clear path to establishing industry leadership." Intermec product revenue categories achieved double digit growth over the comparable 2004 quarter. Systems and Solutions revenue increased 17 percent and Printer and Media revenues increased 19 percent over the comparable prior-year period. Service revenue increased 9 percent over the comparable prior-year period. Geographically, North American revenues achieved an increase of 21 percent over the comparable prior-year period. Revenues in Europe, Mid-East and Africa (EMEA) increased 10 percent, Latin America revenues increased 30 percent and revenues in Asia Pacific decreased 11 percent. Corporate and other expenditures were $5.4 million for the second quarter of 2005, versus $5.7 million in the prior-year-quarter. The Company's discontinued operations contributed an after-tax profit of $0.2 million for the current quarter, compared to $2.5 million for the second quarter of 2004. The Company's cash and cash equivalent position at the end of the second quarter was $172.8 million, an increase of $17.6 million during the second quarter. About UNOVA UNOVA is a leader in global supply chain solutions and in the development, manufacture and integration of wired and wireless automated data collection, Intellitag(R) RFID (radio frequency identification), mobile computing systems, bar code printers and label media. The company's products and services are used by customers in many industries to improve productivity, quality and responsiveness of business operations, from supply chain management and enterprise resource planning to field sales and service. 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 improve profit of its business segments, reduce expenses, improve efficiency, leverage its research and development investment to drive significant future revenue, complete its divestiture of its IAS businesses and the ability to continue operational improvement and year over year growth. Such forward-looking statements involve and are dependent upon certain risks and uncertainties. These include, but are not limited to, 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. SECOND QUARTER FISCAL YEAR 2005 - EARNINGS CONFERENCE CALL UNOVA will hold a conference call on August 4, 2005 at 5 p.m. EDT (2 p.m. PDT) to review financial results from its second quarter of fiscal year 2005. The call will be hosted by UNOVA Chief Executive Officer, Larry D. Brady, Chief Financial Officer, Michael E. Keane, Intermec President, Thomas O. Miller, and Kevin P. McCarty, UNOVA Director of Investor Relations. The dial-in number for participants is (888) 790-3351 (US); 1-(210) 234-0003 (International) (Pass code is "UNOVA"). The call also will be broadcast live on the Internet under the investor information section of the UNOVA web site at www.unova.com/investorinfo.asp. UNOVA, INC. (Unaudited, amounts in thousands, except per share amounts) Three Months Ended Six Months Ended ------------------- ------------------- July 3, June 30, July 3, June 30, 2005 2004 2005 2004 -------- -------- -------- -------- CONSOLIDATED STATEMENTS OF OPERATIONS (Preliminary) Revenues: Product $181,007 $152,991 $342,950 $315,247 Service 36,452 33,588 71,004 64,337 -------- -------- -------- -------- Total Revenues 217,459 186,579 413,954 379,584 Costs and Expenses: Cost of product revenues 101,954 88,610 194,701 173,727 Cost of service revenues 21,084 19,798 41,970 38,008 Selling, general and administrative 75,992 68,316 148,748 133,071 -------- -------- -------- -------- Total Costs and Expenses 199,030 176,724 385,419 344,806 -------- -------- -------- -------- Operating Profit From Continuing Operations 18,429 9,855 28,535 34,778 Interest, net (1,120) (3,186) (3,246) (6,254) Foreign currency exchange, net 215 (246) 200 (666) -------- -------- -------- -------- Earnings from Continuing Operations before Income Taxes 17,524 6,423 25,489 27,858 Provision for income taxes 5,669 3,260 8,222 8,969 -------- -------- -------- -------- Earnings from Continuing Operations 11,855 3,163 17,267 18,889 Earnings (Loss) from discontinued operations, net of tax 213 2,540 (1,719) (2,704) -------- -------- -------- -------- Net Earnings $ 12,068 $ 5,703 $ 15,548 $ 16,185 ======== ======== ======== ======== Basic Earnings (Loss) per Share Continuing operations $ 0.19 $ 0.05 $ 0.28 $ 0.31 Discontinued operations 0.01 0.04 (0.03) (0.04) -------- -------- -------- -------- Net earnings per share $ 0.20 $ 0.09 $ 0.25 $ 0.27 ======== ======== ======== ======== Diluted Earnings (Loss) per Share Continuing operations $ 0.19 $ 0.05 $ 0.28 $ 0.30 Discontinued operations 0.00 0.04 (0.03) (0.04) -------- -------- -------- -------- Net earnings per share $ 0.19 $ 0.09 $ 0.25 $ 0.26 ======== ======== ======== ======== Shares Used in Computing Earnings (Loss) per Share Basic 61,361 60,403 61,228 60,296 Diluted 62,768 62,011 62,792 62,069 SELECTED SEGMENT INFORMATION (Preliminary) Operating Profit (Loss) From Continuing Operations Intermec Operating Profit $ 23,848 $ 15,599 $ 39,888 $ 43,645 Corporate and Other (5,419) (5,744) (11,353) (8,867) -------- -------- -------- -------- Operating Profit From Continuing Operations $ 18,429 $ 9,855 $ 28,535 $ 34,778 ======== ======== ======== ======== UNOVA, INC. CONSOLIDATED BALANCE SHEETS (Preliminary) (Unaudited, amounts in thousands) July 3, December 31, 2005 2004 --------- ---------- Assets Current Assets: Cash and cash equivalents $ 172,769 $ 217,899 Restricted cash - 50,000 Accounts receivable, net 162,706 157,833 Inventories 102,752 80,854 Net deferred tax assets 61,919 81,769 Assets held for sale 13,518 19,748 Current assets of discontinued operations 57,533 211,116 Other current assets 10,081 8,831 --------- ---------- Total Current Assets 581,278 828,050 Property, Plant and Equipment, Net 30,368 30,375 Other Intangibles, Net 3,872 4,072 Net Deferred Tax Assets 183,970 134,978 Long Term Assets of Discontinued Operations 19,683 21,238 Other Assets 59,484 53,964 --------- ---------- Total Assets $ 878,655 $1,072,677 ========= ========== Liabilities and Shareholders' Investment Current Liabilities: Accounts payable and accrued expenses $ 178,056 $ 160,001 Payroll and related expenses 26,339 30,077 Current portion of long-term debt 8,500 108,500 Current liabilities of discontinued operations 34,787 130,257 --------- ---------- Total Current Liabilities 247,682 428,835 Long-term Debt 100,000 100,000 Other Long-term Liabilities 92,682 86,220 Long-term Liabilities of Discontinued Operations 11,943 46,388 Shareholders' Investment: Common stock 618 611 Additional paid-in capital 716,128 703,416 Accumulated deficit (291,147) (306,695) Accumulated other comprehensive income 749 13,902 --------- ---------- Total Shareholders' Investment 426,348 411,234 --------- ---------- Total Liabilities and Shareholders' Investment $ 878,655 $1,072,677 ========= ========== UNOVA, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (Preliminary) (Unaudited, amounts in thousands) Six Months Ended July 3, 2005 Cash and Cash Equivalents at Beginning of Period $ 217,899 Cash Flows from Operating Activities of Continuing Operations: Net earnings from continuing operations 17,267 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 4,992 Change in net deferred tax asset 9,269 Changes in working capital and other operating activities (10,676) --------- Net Cash Provided by Operating Activities of Continuing Operations 20,852 --------- Cash Flows from Investing Activities of Continuing Operations: Capital expenditures (5,510) Other investing activities 6,241 --------- Net Cash Provided by Investing Activities of Continuing Operations 731 --------- Cash Flows from Financing Activities of Continuing Operations: Repayment of long-term obligations (100,000) Decrease in restricted cash 50,000 Stock options exercised 7,644 Other financing activities 1,258 --------- Net Cash Used in Financing Activities of Continuing Operations (41,098) --------- Net Cash Used in Continuing Operations (19,515) Net Cash Used in Operating Activities of Discontinued Operations (26,020) Net Cash Provided by Investing Activities of Discontinued Operations 405 --------- Resulting Decrease in Cash and Cash Equivalents (45,130) --------- Cash and Cash Equivalents at End of Period $ 172,769 ========= CONTACT: UNOVA, Inc. Michael E. Keane, 425-265-2402 mkeane@unova.com or Kevin P. McCarty, 425-265-2472 kmccarty@unova.com -----END PRIVACY-ENHANCED MESSAGE-----