-----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, OVuHyTk3wbHAfY5I0ISDwEFHQPorcPlRW1dzpITsTkq63YfqyS+rPH8elBsXtnE5 lQGaA0z4rxDKxkdL/90Y7g== 0000355199-03-000063.txt : 20031029 0000355199-03-000063.hdr.sgml : 20031029 20031029122532 ACCESSION NUMBER: 0000355199-03-000063 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031029 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031029 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESSEX CORPORATION CENTRAL INDEX KEY: 0000355199 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 540846569 STATE OF INCORPORATION: VA FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31703 FILM NUMBER: 03962802 BUSINESS ADDRESS: STREET 1: 9150 GILFORD RD CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 3019397000 MAIL ADDRESS: STREET 1: 9150 GUILFORD ROAD CITY: COLUMBIA STATE: MD ZIP: 21046 8-K 1 form8k3rdqtr.txt FORM 8-K 3RD QTR RESULTS PR SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report: October 29, 2003 ESSEX CORPORATION (Exact name of Registrant as specified in its charter) Commission File No. 0-10772 Virginia 54-0846569 (State or other jurisdiction of (IRS Employer ID No.) incorporation or organization) 9150 Guilford Road Columbia, Maryland 21046-2306 (Address of principal executive office) (Zip Code) Registrant's telephone number, including area code: (301) 939-7000 ESSEX CORPORATION ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99 Press Release of the Corporation dated October 29, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On October 29, 2003, Essex Corporation announced via press release the Corporation's financial results for the three and nine months ended September 28, 2003. A copy of the Corporation's press release is attached hereto as Exhibit 99. This Form 8-K, the information contained herein, and the attached exhibit are furnished under Item 12 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission. The information contained herein and in the accompanying exhibit shall not be incorporated by reference to any filing of the Corporation, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. 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 hereunto duly authorized. ESSEX CORPORATION /S/ JOSEPH R. KURRY, JR. -------------------------- DATE: October 29, 2003 Joseph R. Kurry, Jr. Sr. Vice President, Treasurer and Chief Financial Officer EXHIBIT INDEX Exhibit NUMBER DESCRIPTION 99 Press Release of the Corporation dated October 29, 2003. EX-99 3 ex99.txt EXHIBIT 99 3RD QTR RESULTS PR Exhibit 99 FOR IMMEDIATE RELEASE CONTACT: Leonard E. Moodispaw President 301.939.7000 ESSEX THIRD QUARTER AFFIRMS 2003 GROWTH QUARTERLY REVENUE EXCEEDS $4 MILLION; NEARLY FOUR TIMES SAME PERIOD 2002; AND CONTINUED PROFITABILITY FOR Q3 AND YEAR-TO-DATE COLUMBIA, MD - October 29, 2003 - Essex Corporation (AMEX: EYW), reported revenue of $4,070,000 during the 3rd quarter of 2003 compared to $1,601,000 for the 3rd quarter in 2002. Revenue for the first nine months of 2003 was $11,220,000 compared to $3,094,000 during the first nine months of 2002, consistent with management's previous guidance for 2003. Essex Corporation is a technology and product innovator, skilled in signal processing, optical engineering and processing, and communications. Net income was $11,000 for the third quarter of 2003 compared to a net loss of $182,000 in the third quarter of 2002. For the first nine months of 2003 there was net income of $66,000 compared to a net loss of $1,847,000 for the same period in 2002. The results for the first nine months of 2003 are after amortization of other intangible assets of $295,000, relating to the acquisition of Sensys Development Laboratories, Inc. (SDL) in March 2003. There was no such amortization in 2002. "Achieving our objectives of profitability and growth for the year has demanded a unity of focus on results throughout Essex", according to Leonard E. Moodispaw, CEO and President. "Our successes this year have allowed us to achieve profitability while continuing to develop and market important new products and services." Revenues for 2003 include $3.2 million related to the U.S. Government Missile Defense Agency program for design of a next generation advanced optoelectronic radar processor (AOP). Revenues for 2003 also include $2.5 million from Essex's new telecommunications support contract and $3.1 million from SDL. Working capital increased to $1,241,000 from $222,000 between year end 2002 and the end of the first nine months of 2003. In 2003, shareholders' equity increased by approximately $4 million in connection with the acquisition of SDL which was predominantly acquired with common stock. Essex currently projects that revenues for 2004 will be in the range of $25-30 million with continued profitability. This is based on contract awards in 2003 and the resulting growth in backlog. Essex expects to continue to invest in new products and services in order to build new and sustaining value for its shareholders. - M O R E - ESSEX CORPORATION PAGE 2 OF 2 THIRD QUARTER 2003 RESULTS ABOUT ESSEX: Essex creates solutions for today's most advanced signal and image processing challenges, serving commercial, defense and intelligence customers. For more information contact Essex Corporation, 9150 Guilford Road, Columbia MD 21046; Phone 301.939.7000; Fax 301.953.7880; E-mail info@essexcorp.com, or on the Web at WWW.ESSEXCORP.COM. THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS REGARDING THE TIMING AND COMPLETION OF EVENTS AND TRANSACTIONS. THESE STATEMENTS ARE BASED ON INFORMATION WE HAVE AVAILABLE TODAY, AND ESSEX DOES NOT ASSUME ANY DUTY TO UPDATE THESE NUMBERS AT ANY TIME DURING THE QUARTER OR THEREAFTER. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE PROJECTED IN OR CONTEMPLATED BY THE FORWARD-LOOKING STATEMENTS. PLEASE REFER TO THE RISK FACTORS CONTAINED IN ESSEX'S ANNUAL (10-KSB) AND QUARTERLY (10-QSB) STATEMENTS FILED WITH THE SEC.
ESSEX CORPORATION FINANCIAL HIGHLIGHTS - ------------------------------------------------------------------------------------------------------ 13 Week Period 13 Week Period 39 Week Period 39 Week Period --------------- -------------- -------------- -------------- Sept. 28, 2003 Sept. 29, 2002 Sept. 28, 2003 Sept. 29, 2002 --------------------------------- --------------------------------- (unaudited) (unaudited) Revenues $ 4,070,000 $ 1,601,000 $ 11,220,000 $ 3,094,000 Cost of Goods Sold and Services Provided (2,380,000) (965,000) (7,042,000) (1,713,000) Selling, General and Administrative Expenses (1,428,000) (553,000) (3,418,000) (1,987,000) Research and Development (112,000) (261,000) (338,000) (1,227,000) Interest Expense (18,000) (4,000) (61,000) (14,000) Amortization of Other Intangibles (121,000) -- (295,000) -- --------------- --------------- --------------- --------------- Net Income (Loss) $ 11,000 $ (182,000) $ 66,000 $ (1,847,000) =============== =============== =============== =============== Weighted Average Number of Shares - Basic 8,586,000 7,410,000 8,393,000 7,329,000 =============== =============== =============== =============== - Diluted 9,748,000 7,410,000 9,304,000 7,329,000 =============== =============== =============== =============== Net Income (Loss) per Common Share - Basic $ 0.00 $ (0.02) $ 0.01 $ (0.25) =============== =============== =============== =============== - Diluted $ 0.00 $ (0.02) $ 0.01 $ (0.25) =============== =============== =============== =============== As of September As of September 28, 2003 29, 2002 --------------- --------------- Working Capital (Deficit) $ 1,241,000 $ (300,000) Working Capital Ratio 1.51:1 0.83:1 Shareholders' Equity $ 4,516,000 $ 390,000
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