-----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, JZra8xLG4cBuOHkYeiJ+NM52N+yK7TRlNUwzmSK0rqdFp4biOmfe1EbqRpjtPuRa DmTkGCOzdcD9rbvuM41rNg== 0001104659-06-053241.txt : 20060809 0001104659-06-053241.hdr.sgml : 20060809 20060809170644 ACCESSION NUMBER: 0001104659-06-053241 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060809 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060809 DATE AS OF CHANGE: 20060809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SCIENCE & ENGINEERING INC CENTRAL INDEX KEY: 0000005768 STANDARD INDUSTRIAL CLASSIFICATION: X-RAY APPARATUS & TUBES & RELATED IRRADIATION APPARATUS [3844] IRS NUMBER: 042240991 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06549 FILM NUMBER: 061018530 BUSINESS ADDRESS: STREET 1: C/O AS&E STREET 2: 829 MIDDLESEX TURNPIKE CITY: BILLERICA STATE: MA ZIP: 01821 BUSINESS PHONE: 9782628700 MAIL ADDRESS: STREET 1: C/O AS&E STREET 2: 829 MIDDLESEX TURNPIKE CITY: BILLERICA STATE: MA ZIP: 01821 8-K 1 a06-17803_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

U.S. 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 9, 2006

 

AMERICAN SCIENCE AND ENGINEERING, INC.

(Exact Name Of Registrant As Specified In Its Charter)

 

MASSACHUSETTS

(State or Other Jurisdiction of Incorporation)

 

1-6549

 

04-2240991

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

829 MIDDLESEX TURNPIKE, BILLERICA, MASSACHUSETTS

 

01821

(Address of Principal Executive Offices)

 

(Zip Code)

 

(978) 262-8700
(Registrant’s Telephone Number, Including Area Code)

N/A
 (Former Name or Former Address, if Changed Since Last Report)

 




Item 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 9, 2006, American Science and Engineering, Inc. issued a press release announcing financial results for the first quarter ended June 30, 2006. A copy of the Press Release issued on August 9, 2006 regarding those results is filed as Exhibit 99.1

Limitation on Incorporation by Reference.   The information furnished in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements.   Except for historical information contained in the Press Release attached as an Exhibit hereto, the Press Release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the Press Release regarding these forward-looking statements.

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit
Number

 

Description

99.1

 

Press Release of American Science and Engineering, Inc. dated August 9, 2006 announcing first quarter financial results.

 

2




 

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 thereunto duly authorized.

Date: August 9, 2006

AMERICAN SCIENCE AND ENGINEERING, INC.

 

 

 

 

By:

/s/ Kenneth J. Galaznik

 

 

Kenneth J. Galaznik

 

 

Treasurer and Chief Financial Officer

 

3




 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press Release of American Science and Engineering, Inc. dated August 9, 2006 announcing first quarter financial results.

 

4



EX-99.1 2 a06-17803_1ex99d1.htm EX-99

TEXT EXHIBIT 99.1

FOR IMMEDIATE RELEASE

AMERICAN SCIENCE AND ENGINEERING, INC.
REPORTS FIRST QUARTER FISCAL YEAR 2007 RESULTS

BILLERICA, Mass. — August 9, 2006 — American Science and Engineering, Inc. (NASDAQ: ASEI) (AS&E®), today reported its financial results for the first quarter fiscal year 2007 ended June 30, 2006. The Company reported revenues of $29,882,000 as compared with revenues of $35,162,000 in the first quarter of fiscal year 2006 and net income of $5,995,000, or $0.41 per share, as compared to net income in the first quarter of the previous year of $6,997,000 or $0.78 per share.

The current quarter earnings per share were impacted by the following:  On April 1, 2006 the Company adopted SFAS 123(R) “Accounting for Stock-Based Compensation” and, as a result, the company recorded a pre-tax charge of $1,624,000 ($1,318,000 after income taxes, or $0.14 per share) in the first quarter fiscal year 2007.  In addition, the effective income tax rate, excluding the income effect of the warrants, increased to 41.3% for the first quarter fiscal year 2007 as compared to 23.1% for the first quarter of the prior fiscal year.  The increase in effective tax rate reduced net income by $1,198,000, or $0.13 per share, in the first quarter fiscal year 2007.  This increase was primarily attributable to the Company’s recognition of tax carryforward benefits in fiscal year 2006 and permanent differences for stock-compensation expense in fiscal year 2007.

“We made excellent strides with customers in international sales, resulting in 58% of our current quarter bookings coming from this arena. We booked twenty Z® Backscatter Vans from international clients in the quarter—a Company record for ZBV bookings overseas. These positive results were generated by our increased investment in international sales and marketing. The expansion of global sales channels is part of our plan to reduce variability or ‘lumpiness’ in quarter to quarter bookings, which is typical of our industry.”

Fabiano continued, “We booked our third order for the OmniView Gantry system, and we are optimistic about the potential for this unique multi-technology cargo inspection product for both international and domestic markets.  Also, we began taking orders for our new Geminiparcel inspection system, which effectively screens baggage for both organic and metallic threats.  As a result of this activity, we ended the quarter with a backlog of $63 million, up 21% for the same period last year.”

As previously announced, Anthony Fabiano, President and CEO, and Ken Galaznik, CFO and Treasurer, will host the conference call Wednesday, August 9, 2006 at 11:00 a.m. ET to discuss the results and respond to questions.  To participate in the conference call, please dial 800-638-4930 at least 10 minutes prior to its starting time. For international participants, dial 617-614-3944. Please tell the Operator the confirmation code: 22336052.  You will be placed on hold until the conference call is ready to begin.

An audio replay of the teleconference will be available, in its entirety, starting Wednesday, August 9, 2006 at 1:00 p.m. EST for a 48-hour period by dialing 888-286-8010. Internationally, please dial 617-801-6888. The conference identification number is 50562257. The replay will also be available at www.as-e.com in the Investor Information section following the conference.

QUESTIONS?  If you have prepared questions, please submit them prior to the conference call via e-mail to asadowski@as-e.com or via fax to Annemarie Sadowski, at 1-978-262-8801.

About AS&E®
American Science and Engineering, Inc. (AS&E) is the leading worldwide supplier of innovative X-ray inspection and screening systems.  With more than 45 years of experience in developing advanced X-ray security systems, the Company’s product line utilizes a variety of technologies, including patented Z® Backscatter™, Shaped Energy™ and Radioactive Threat Detection (RTD). These technologies offer superior detection of threats including plastic explosives, plastic weapons, illegal drugs, other contraband, dirty bombs and nuclear devices.  AS&E offers a complete range of X-ray inspection products including Z® Backscatter screening systems, CargoSearch™, and ParcelSearch™ inspection systems, used for critical detection and security applications to combat terrorism, drug and weapon smuggling, trade fraud, and illegal immigration. AS&E customers include leading governmental agencies, border authorities, military bases, airports and corporations worldwide, including the U.S. Department of Homeland Security, U.S. Department of Defense, U.S. Customs and Border Protection, Royal Thai Police, HM Customs & Excise (U.K.) and Hong Kong Customs.   For more information on AS&E products and technologies, please visit www.as-e.com.

Contact:
Ken Galaznik, CFO and Treasurer
American Science and Engineering, Inc.
(978) 262-8700




 

Safe Harbor Statement
The foregoing press release contains statements concerning AS&E’s financial performance, markets and business operations that may be considered “forward-looking” under applicable securities laws. AS&E wishes to caution readers of this press release that actual results might differ materially from those projected in any forward-looking statements. Factors which might cause actual results to differ materially from those projected in the forward-looking statements contained herein include the following: significant reductions or delays in procurements of the Company’s systems by the United States and other governments; disruption in the supply of any source component incorporated into AS&E’s products and other factors which may cause delays in production and delivery schedules; litigation seeking to restrict the use of intellectual property used by the Company; potential product liability claims against the Company; failure of any of our products to meet performance requirements or to continue to operate reliably because of unexpected design flaws or manufacturing defects, global political trends and events which affect public perception of the threat presented by drugs, explosives and other contraband; global economic developments and the ability of governments and private organizations to fund purchases of the Company’s products to address such threats; and the potential insufficiency of Company resources, including human resources, capital, plant and equipment and management systems, to accommodate any future growth, and future delays in federal funding. These and certain other factors which might cause actual results to differ materially from those projected are detailed from time to time in AS&E’s periodic reports and registration statements filed with the Securities and Exchange Commission, which important factors are incorporated herein by reference. AS&E undertakes no obligation to update forward looking statements to reflect changed assumptions, the occurrence of unanticipated events, or changes in future operating results, financial condition or business over time.




 

AMERICAN SCIENCE AND ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)
(unaudited)

 

 

For the Quarter Ended

 

 

 

June 30,
2006

 

June 30,
2005

 

Total net sales and contract revenues

 

$

29,882

 

$

35,162

 

 

 

 

 

 

 

Total cost of sales and contracts

 

16,385

 

20,570

 

Gross profit

 

13,497

 

14,592

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

Selling, general and administrative

 

5,695

 

4,138

 

Research and development

 

2,249

 

2,422

 

Total expenses

 

7,944

 

6,560

 

 

 

 

 

 

 

Operating income

 

5,553

 

8,032

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

Interest and investment income

 

1,116

 

361

 

Interest expense

 

(99

)

 

Other, net

 

13

 

14

 

Change in warrant valuation

 

2,132

 

533

 

Total other income (expense)

 

3,162

 

908

 

 

 

 

 

 

 

Income before provision for income taxes

 

8,715

 

8,940

 

Provision for income taxes

 

2,720

 

1,943

 

 

 

 

 

 

 

Net income

 

$

5,995

 

$

6,997

 

 

 

 

 

 

 

Income per share - Basic

 

$

0.66

 

$

0.84

 

Income per share - Diluted

 

$

0.41

 

$

0.78

 

 

 

 

 

 

 

Weighted average shares - Basic

 

9,073

 

8,376

 

Weighted average shares - Diluted

 

9,372

 

8,984

 

 

 

 

 

 

 

 

The results of operations reported herein may not be indicative of future financial conditions or results of future operations.




 

AMERICAN SCIENCE AND ENGINEERING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

 (in thousands)
(unaudited)

 

 

June 30,
2006

 

March 31,
2006

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and investments

 

$

105,362

 

$

93,870

 

Accounts receivable, net

 

30,807

 

25,868

 

Inventories

 

17,476

 

16,886

 

Other current assets

 

10,758

 

17,300

 

Total current assets

 

164,403

 

153,924

 

 

 

 

 

 

 

Non-current assets:

 

 

 

 

 

Building, equipment and leasehold improvements, net

 

19,835

 

18,717

 

Other assets

 

1,775

 

748

 

Total assets

 

$

186,013

 

$

173,389

 

 

 

 

 

 

 

Liabilities & Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

3,717

 

$

6,659

 

Warrant liability

 

772

 

 

Customer deposits

 

14,363

 

6,103

 

Other current liabilities

 

14,329

 

16,131

 

Total current liabilities

 

33,181

 

28,893

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

Lease financing liability

 

9,435

 

9,630

 

Warrant liability

 

 

4,038

 

Other non-current liabilities

 

2,772

 

630

 

Total liabilities

 

45,388

 

43,191

 

 

 

 

 

 

 

Total stockholders’ equity

 

140,625

 

130,198

 

Total liabilities and stockholders’ equity

 

$

186,013

 

$

173,389

 

-30-



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