-----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, FVB8zv/5P23wqUagJKt19CsPhBmMZVDzoFeZwT1HGAb0Pnqjda9+olNfcsQUDEmN xPBudRawdgJ3UhgoLKQA/Q== 0001157523-06-008124.txt : 20060808 0001157523-06-008124.hdr.sgml : 20060808 20060808095953 ACCESSION NUMBER: 0001157523-06-008124 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060802 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060808 DATE AS OF CHANGE: 20060808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED MOTION TECHNOLOGIES INC CENTRAL INDEX KEY: 0000046129 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 840518115 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04041 FILM NUMBER: 061011251 BUSINESS ADDRESS: STREET 1: 23 INVERNESS WAY EAST STREET 2: STE 150 CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037998520 FORMER COMPANY: FORMER CONFORMED NAME: HATHAWAY CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HATHAWAY INSTRUMENTS INC DATE OF NAME CHANGE: 19820916 8-K 1 a5204927.txt ALLIED MOTION TECHNOLOGIES 8K 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 2, 2006 ALLIED MOTION TECHNOLOGIES INC. (Exact Name of Registrant as Specified in Its Charter) Colorado 0-04041 84-0518115 - ---------------------------- -------------------------- --------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 23 Inverness Way East, Ste. 150, Englewood, CO 80112 (Address of Principal executive offices) (Zip Code) Registrant's telephone number, including area code 303-799-8520 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 (17CFT230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b) [_] Pre-commencement communications pursuant to Rule 13e-4(C) under the Exchange Act (17CFR240.13e-4(c)) Item 2.02. Results of Operations and Financial Condition. On August 8, 2006, Allied Motion Technologies Inc. issued a press release reporting its results of operations for the second quarter ended June 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1. The information set forth in Items 2.02 and 9.01 of this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and is not incorporated by reference into any filings of Allied Motion Technologies Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filings. Item 5.02. Election of Director. On August 2, 2006, the Board of Directors of Allied Motion Technologies Inc. appointed Richard S. Warzala to serve as director. The Board of Directors had previously increased the size of the board from six to seven members. Mr. Warzala has served as President and Chief Operating Officer of the Company since May 2002. He will serve as a director until the next annual meeting of shareholders or until a successor shall have been elected and qualified. Item 9.01. Financial Statements and Exhibits. (c) Exhibits. Exhibit 99.1 Allied Motion Technologies Inc. Press Release dated August 8, 2006. 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. ALLIED MOTION TECHNOLOGIES INC. Date: August 8, 2006 /s/ Richard D. Smith ------------------------------- Richard D. Smith Chief Executive Officer and Chief Financial Officer EX-99.1 2 a5204927ex991.txt EXHIBIT 99.1 Exhibit 99.1 Allied Motion Reports Second Consecutive Quarter of Significant Sales and Net Income Increase and Appointment of New Director DENVER--(BUSINESS WIRE)--Aug. 8, 2006--Allied Motion Technologies Inc. (NASDAQ: AMOT) today announced it achieved a 57% increase in net income and a 17% increase in sales for its second quarter ended June 30, 2006, over the same period last year. Allied achieved net income for the second quarter of $578,000 or $.08 per diluted share compared to $368,000 or $.05 per diluted share for the same period last year. Revenues for the quarter ended June 30, 2006, were $22,155,000 compared to $18,913,000 last year. Backlog at June 30, 2006, was $27,952,000, an 11% increase from the end of last year and a 28% increase from June 30, 2005. During the six months ended June 30, 2006, the Company achieved net income of $926,000 or $.14 per diluted share compared to net income of $536,000 or $.08 per diluted share for the same six months last year. Revenues for the first six months this year increased 16% to $43,354,000, compared to $37,368,000 for the same period last year. "We are quite pleased with the improvement in sales and profits we have achieved during the second quarter and for the first six months of this year," commented Dick Smith, CEO of Allied Motion. "We continue to achieve significant improvement in sales and margins from our industrial market solutions business and are encouraged by the cost improvements we are beginning to realize on some of our commercial motion products being produced in China. We are excited by this year-to-date performance and will continue to execute our strategy that is building the foundation necessary to achieve our long-term goals for growth in sales and profitability, as well as to facilitate our continued expansion into the motion control industry." Dick Warzala, President of Allied Motion, added, "Our operations provided substantial sales and earnings growth in the first six months, reflecting our focus on continuous operating improvements including new customer development, new product development, AST implementation and LCR ramp-up. Sales continue to increase as we are successful in winning new business in both existing and new applications of our products. Especially exciting are the design wins occurring through the selective application of our new high-performance products that 'raise the bar' and meet the goals of our strategy. Additionally, forward-priced customer contracts and the increased raw material price increases we have experienced are being dealt with in a controlled and logical manner to ensure we realize margin improvements in the future." On August 2, 2006, the Board of Directors of Allied Motion Technologies appointed Richard S. Warzala to serve as a director. The Board of Directors had previously increased the size of the board from six to seven members. Warzala has served as President and Chief Operating Officer of the Company since May 2002. He will serve as a director until the next annual meeting of shareholders or until a successor shall have been elected and qualified. Headquartered in Denver, Colorado, Allied Motion designs, manufactures and sells motion control products into applications that serve many industry sectors. Allied Motion is a leading supplier of precision and specialty motion control components and systems to a broad spectrum of customers throughout the world. The statements in this press release and in the Company's August 8, 2006, conference call that relate to future plans, events or performance are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statements that may predict, forecast, indicate, or imply future results, performance, or achievements. Forward-looking statements involve known and unknown risks and uncertainties that may cause actual results of the Company to differ materially from the forward-looking statements. The risks and uncertainties include international, national and local general business and economic conditions in the Company's motion markets; introduction of new technologies, products and competitors; the ability to protect the Company's intellectual property; the ability of the Company to sustain, manage or forecast its growth and product acceptance; success of new corporation strategies and implementation of defined critical issues designed for growth and improvement in profits; the continued success of the Company's customers to allow the Company to realize revenues from its order backlog and to support the Company's expected delivery schedules; the continued viability of the Company's customers and their ability to adapt to changing technology and product demand; the ability of the Company to meet the technical specifications of its customers; the continued availability of parts and components; increased competition and changes in competitor responses to the Company's products and services; changes in government regulations; availability of financing; the ability of the Company's lenders and financial institutions to provide additional funds if needed for operations or for making future acquisitions or the ability of the Company to obtain alternate financing if present sources of financing are terminated; the ability to attract and retain qualified personnel who can design new applications and products for the motion industry; the ability of the Company to identify and consummate favorable acquisitions to support growth and new technology; and the ability of the Company to control costs for the purpose of improving profitability. The Company's ability to compete in this market depends upon its capacity to anticipate the need for new products, and to continue to design and market those products to meet customers' needs in a competitive world. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements as a prediction of actual results. The Company has no obligation or intent to release publicly any revisions to any forward-looking statements, whether as a result of new information, future events, or otherwise. ALLIED MOTION TECHNOLOGIES INC. FINANCIAL SUMMARY (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) For the Three For the Six Months Ended Months Ended June 30, June 30, HIGHLIGHTS OF OPERATING RESULTS 2006 2005 2006 2005 - ---------------------------------------------------------------------- Revenues $22,155 $18,913 $43,354 $37,368 Cost of products sold 16,893 14,689 33,352 29,056 ------------------------------------ Gross Margin 5,262 4,224 10,002 8,312 Operating expenses and other 4,345 3,651 8,571 7,454 ------------------------------------ Income before income taxes 917 573 1,431 858 Provision for income taxes (339) (205) (505) (322) ------------------------------------ Net Income $578 $368 $926 $536 ==================================== PER SHARE AMOUNTS: Diluted income per share $.08 $.05 $.14 $.08 ==================================== Diluted weighted average common shares 6,847 6,784 6,791 7,007 ==================================== CONDENSED BALANCE SHEETS June 30, December 31, 2006 2005 - ---------------------------------------------------------------------- Assets Current Assets: Cash and cash equivalents $650 $624 Trade receivables, net 11,747 10,087 Inventories, net 10,315 9,185 Other current assets 1,157 979 ------------------------ Total Current Assets 23,869 20,875 Property, plant and equipment, net 12,468 12,939 Deferred income taxes 388 582 Goodwill and intangible assets 18,649 18,941 ------------------------ Total Assets $55,374 $53,337 ======================== Liabilities and Stockholders' Investment Current Liabilities: Debt obligations $10,309 $7,335 Accounts payable and other current liabilities 11,647 10,084 ------------------------ Total Current Liabilities 21,956 17,419 Long-term debt obligations 949 4,746 Other long-term liabilities 5,441 5,365 ------------------------ Total Liabilities 28,346 27,530 Stockholders' Investment 27,028 25,807 ------------------------ Total Liabilities and Stockholders' Investment $55,374 $53,337 ======================== For the Six Months Ended June 30, CONDENSED STATEMENTS OF CASH FLOWS 2006 2005 - ---------------------------------------------------------------------- Cash flows from operating activities: Net income $926 $536 Depreciation and amortization 1,619 1,609 Changes in working capital balances and other (1,051) (2,827) ------------------------ Net cash provided by (used in) operating activities 1,494 (682) Cash flows from investing activities: Purchase of property and equipment (623) (1,247) Cash paid for acquisitions, net -- (208) ------------------------ Net cash used in investing activities (623) (1,455) Net cash (used in) provided by financing activities (848) 2,181 Effect of foreign exchange rate changes on cash 3 (5) ------------------------ Net increase in cash and cash equivalents 26 39 Cash and cash equivalents at beginning of period 624 456 ------------------------ Cash and cash equivalents at June 30 $650 $495 ======================== CONTACT: Allied Motion Technologies Inc. Richard Smith or Sue Chiarmonte, 303-799-8520 Fax: 303-799-8521 -----END PRIVACY-ENHANCED MESSAGE-----