-----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, CuVDzxKS+TzIOZNfCW+DCAsyCKdyE+IYOFx/mkpQ+Gx/Y2fdkGEPv8pVxB+eYYk9 zqavofR50Xz4P1yZXo/OWw== 0001169232-06-002089.txt : 20060428 0001169232-06-002089.hdr.sgml : 20060428 20060428163822 ACCESSION NUMBER: 0001169232-06-002089 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060428 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060428 DATE AS OF CHANGE: 20060428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL TECHNICAL SYSTEMS INC /CA/ CENTRAL INDEX KEY: 0000110536 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TESTING LABORATORIES [8734] IRS NUMBER: 954134955 STATE OF INCORPORATION: CA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16438 FILM NUMBER: 06790662 BUSINESS ADDRESS: STREET 1: 24007 VENTURA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 BUSINESS PHONE: 8185910776 MAIL ADDRESS: STREET 1: 24007 VENTURA BLVD CITY: CALABASAS STATE: CA ZIP: 91302 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL TECHNICAL SYSTEMS /DE/ DATE OF NAME CHANGE: 19880218 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL TECHNICAL SERVICES INC DATE OF NAME CHANGE: 19810712 FORMER COMPANY: FORMER CONFORMED NAME: LINCOLN FUND INC DATE OF NAME CHANGE: 19760315 8-K 1 d67878_8k.htm CURRENT REPORT

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): April 28, 2006

NATIONAL TECHNICAL SYSTEMS, INC.

(Exact Name of Registrant as Specified in its Charter)

California
(State or Other Jurisdiction
of Incorporation or Organization)

0-16438
(Commission File Number)

95-4134955
(I.R.S. Employer Identification No.)

24007 Ventura Blvd., Suite 200
Calabasas, California
(Address of Principal Executive Offices)

91302
(Zip Code)

(818) 591-0776

(Registrant’s telephone number, including area code)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

-1-

 



 

 

Item 2.02.       Results of Operations and Financial Condition.

On April 28, 2006, National Technical Systems, Inc. (the “Registrant”) issued a press release announcing its results of operations and financial condition for the three months and twelve months ended January 31, 2006. A copy of the press release is attached to this Current Report as Exhibit 99.1 and incorporated herein by reference.

The information in this Current Report and the exhibit attached hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. The furnishing of the information in this Current Report is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information this Current Report contains is material investor information that is not otherwise publicly available.

 

Item 9.01.

Financial Statements and Exhibits.

 

 

 

(d)

Exhibits.

 

Exhibit No.

Title

 

99.1

Press release dated April 28, 2006 entitled “National Technical Systems Reports Fiscal 2006
Year-End and Fourth Quarter Results.”

 

 

-2-

 

 



 

 

SIGNATURES

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 thereunto duly authorized.

 

National Technical Systems, Inc.

 

 

Date:    April 28, 2006

 

By:    /s/ Lloyd Blonder_____________________
Lloyd Blonder
Vice President and Chief Financial Officer

 

 

 

-3-

 

 



 

 

INDEX TO EXHIBITS

Exhibit No.

Title

 

99.1

Press release dated April 28, 2006 entitled “National Technical Systems Reports Fiscal 2006 Year-End and Fourth Quarter Results.”

 

 

 

-4-

 

 


 

 

EX-99.1 2 d67878_ex99-1.htm PRESS RELEASE

 

Exhibit 99.1


 

 

 

 

 

 

 

National

 

 

Executive Office

Technical

 

 

24007 Ventura Boulevard

Systems, Inc.

 

 

Calabasas, California 91302

 

 

 

Tel: (818) 591-0776

 

 

 

Fax: (818) 591-0899

 

NEWS RELEASE for April 28, 2006 7:30 AM EST

 

Contact:

BPC Financial Marketing

National Technical Systems

 

John Baldissera

Lloyd Blonder, Sr. V.P. & C.F.O.

 

800-368-1217

818-591-0776

 

949-474-4300

 

 

NATIONAL TECHNICAL SYSTEMS REPORTS

FISCAL 2006 YEAR-END AND FOURTH QUARTER RESULTS

 

CALABASAS, CA (April 28, 2006)....National Technical Systems, Inc. (Nasdaq: NTSC), a leading provider of quality and conformance testing and managed services, announced today, results for its fiscal 2006 year and fourth quarter ended January 31, 2006. For fiscal 2006, NTS improved its top-line and bottom-line results with revenues and net income increasing 4.7 percent and 74.7 percent, respectively, over the prior fiscal year. Total revenues for fiscal year 2006 were $111.5 million, with net income of $2.9 million, or $0.32 per basic share and $0.30 per diluted share, compared to total revenues of $106.5 million, with net income of $1.7 million, or $0.19 per basic share and $0.18 per diluted share for fiscal year 2005.

 

These results were driven by record revenues in the Engineering & Evaluation segment which increased by $9.7 million or 15.4% when compared to the same period in fiscal 2005, primarily due to strong testing revenues from the aerospace and defense markets. Revenues from the telecommunications market also increased as a result of additional revenues from the acquisition of the testing laboratory in Calgary, Canada in fiscal 2005 and the acquisition of Phase Seven Laboratories in Santa Rosa, California in fiscal 2006. These increases were partially offset by a decrease in revenues of $4.6 million in the Technical Solutions segment.

 

CEO William McGinnis commented: “We are extremely pleased with the Company’s execution of its business plan and we have exceeded the goals we set at the beginning of the year. This is a direct result of the unique talent and dedication of our employees. We generated the highest revenues and net income in recent years. Our goal is to keep growing our top-line and bottom-line by expanding our existing capabilities and pursuing an aggressive growth plan through acquisitions and strategic alliances. The Engineering and Evaluation backlog reflects an increase of 12.5% over the prior year end backlog. NTS, however, is experiencing some delay in the availability of test hardware due to longer customer product development cycles. This may affect operational productivity in the first quarter of fiscal 2007”. McGinnis added: “In the Technical Solutions segment, we were able to reduce costs and generate a slight increase in operating income year over year, despite the decrease in revenues in that segment”.

 

MORE-MORE-MORE

 

 



 

 

PAGE 2

 

The fiscal 2006 fourth quarter shows total revenues increasing by 13.0% to $28.8 million, from $25.5 million in fiscal year 2005. Net income in fiscal 2006 increased by 95.1% to $1,147,000, or $0.13 per basic share and $0.12 per diluted share, compared to net income of $588,000, or $0.07 per basic share and $0.06 per diluted share in fiscal year 2005.

 

Revenues from Engineering & Evaluation for the fiscal 2006 fourth quarter and year were $19.8 million and $72.4 million, respectively, compared to $15.8 million and $62.8 million for the year-earlier periods.

 

Revenues from Technical Solutions for the fiscal 2006 fourth quarter and year were $9.0 million and $39.1 million, respectively, compared to $9.7 million and $43.8 million for the year-earlier periods.

 

The Company’s January 31, 2006 balance sheet remained strong, with cash of $4.2 million, total assets of $69.1 million and shareholders equity of $34.4 million. Cash provided by operations was $9.5 million in fiscal year 2006 compared to $6.6 million in the prior year.

 

Conference Call

NTS is conducting a conference call to review the financial results on Monday May 1, 2006 at 11:00 AM Pacific Time (12:00 PM Mountain Time, 1:00 PM Central Time, 2:00 PM Eastern Time). The dial-in number for the call is 1-800-218-4007. A live web cast and 10-day archive of the call can be accessed at www.ntscorp.com and www.actioncast.acttel.com Event ID: 33562.

 

About National Technical Systems, Inc.

National Technical Systems, Inc. is a business-to-business services company providing organizations in the aerospace, defense, information technology (IT) and high technology markets integrated testing, certification, quality registration, systems evaluation and engineering solutions. For additional information about National Technical Systems, visit its web site at www.ntscorp.com.

 

Cautionary Note Regarding Forward-Looking Statements:

The statements in this press release that relate to future plans, events or performance, are forward-looking statements that involve risks and uncertainties, including risks associated with uncertainties pertaining to customer orders, demand for services and products, development of markets for the companies’ services and products and other risks identified in the companies’ SEC filings. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The companies undertake no obligation to release publicly the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

 

TABLE FOLLOWS

 

 



 

 

 

 

PAGE 3

 

 

NATIONAL TECHNICAL SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income

 

 

Three Months Ended

Twelve Months Ended

January 31,

January 31,

      

2006

      

2005

        

2006

      

2005

Net revenues

$

28,817,000

$

25,500,000

$

111,524,000

$

106,514,000

Cost of sales

21,248,000

19,416,000

84,294,000

82,827,000

Gross profit

7,569,000

6,084,000

27,230,000

23,687,000

    

Selling, general and administrative expense

5,390,000

4,933,000

21,412,000

20,649,000

Equity income from non-consolidated subsidiary

(79,000

)

(110,000

)

(259,000

)

(483,000

)

Operating income

2,258,000

1,261,000

6,077,000

3,521,000

Other income (expense):

Interest expense, net

(313,000

)

(304,000

)

(1,298,000

)

(1,091,000

)

Other income (expense)

13,000

5,000

176,000

162,000

Total other expense

(300,000

)

(299,000

)

(1,122,000

)

(929,000

)

    

Income before income taxes and minority interest

1,958,000

962,000

4,955,000

2,592,000

Income taxes

849,000

352,000

1,966,000

910,000

    

Income before minority interest

1,109,000

610,000

2,989,000

1,682,000

Minority interest

38,000

(22,000

)

(50,000

)

    

Net Income

$

1,147,000

$

588,000

$

2,939,000

$

1,682,000

     

Net income per common share:

Basic

$

0.13

$

0.07

$

0.32

$

0.19

Diluted

$

0.12

$

0.06

$

0.30

$

0.18

     

Weighted average common shares outstanding

9,175,000

9,011,000

9,125,000

8,946,000

Dilutive effect of stock options

524,000

614,000

537,000

620,000

Weighted average common shares outstanding,

assuming dilution

9,699,000

9,625,000

     

9,662,000

9,566,000

 

 

###

 


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