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) February 5, 2014
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
(Registrants Telephone Number, Including Area Code)
N/A
(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:
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))
Item 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 5, 2014, American Science and Engineering, Inc. issued a press release announcing financial results for the third quarter of fiscal year 2014 ended December 31, 2013. A copy of the Press Release issued on February 5, 2014 regarding those results is submitted herewith 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.
(d) Exhibits
Exhibit |
|
Description |
|
|
|
99.1 |
|
Press Release of American Science and Engineering, Inc. dated February 5, 2014 announcing financial results for third quarter of fiscal year 2014. |
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: February 5, 2014 |
AMERICAN SCIENCE AND ENGINEERING, INC. | |
|
| |
|
By: |
/s/ Kenneth J. Galaznik |
|
|
Kenneth J. Galaznik |
|
|
Senior Vice President, CFO and Treasurer |
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
American Science and Engineering, Inc. Reports Results for
Third Quarter Fiscal Year 2014
· Company Declaring Quarterly Dividend of $0.50 per share
· New Customers Accounted for 36% of Bookings in Q3
· 38 ZBVs booked in the Quarter 700 booked to-date
BILLERICA, Mass. February 5, 2014 American Science and Engineering, Inc. (NASDAQ: ASEI) (AS&E), a leading worldwide supplier of innovative X-ray detection solutions, today reports its financial results for the third quarter of fiscal year 2014 ended December 31, 2013. The Company is reporting revenues of $37.8 million as compared with revenues of $50.8 million for the third quarter of fiscal year 2013, net income of $1.6 million as compared with net income of $6.1 million for the third quarter of fiscal year 2013, and earnings per share of $0.20 as compared with earnings per share of $0.73 for the third quarter of fiscal year 2013.
For the first nine months of fiscal year 2014 ended December 31, 2013, the Company is reporting revenues of $124.7 million compared with revenues of $144.4 million for the same period in the prior fiscal year, net income of $11.2 million compared with net income of $16.7 million for the same period in the prior fiscal year, and earnings per share of $1.41 compared with earnings per share of $1.95 for the prior fiscal year.
The Company is reporting $43.7 million in bookings for the third quarter of fiscal year 2014 and $119.4 million for the first nine months of fiscal year 2014. Backlog at December 31, 2013 was $180.9 million.
Continuing with its dividend program started in August 2007, the Company is declaring a quarterly cash dividend of $0.50 per share, payable on March 3, 2014 to the holders of record at the close of business on February 18, 2014.
Quarterly results for revenue and EPS were negatively impacted by a sizable shipment that was delayed while in transit to the customer, said Chuck Dougherty, AS&Es President and Chief Executive Officer. Absent this delay, revenues would have been consistent with previous quarters, as we continue to make excellent progress on our key growth initiatives. New customers accounted for 36% of our third quarter bookings with new clients added in the Middle East, the European Union, North America, and the Commonwealth of Independent States (CIS). Additionally, we continue to successfully execute on our solid ZBV pipeline in key geographic markets, with six new ZBV customers added and 38 ZBV systems booked in the quarter, including the largest single international ZBV booking in the Companys history.
Chuck Dougherty, President and Chief Executive Officer, and Ken Galaznik, Senior Vice President, Chief Financial Officer and Treasurer, will host a conference call and simultaneous audio webcast on Wednesday, February 5, 2014 at 8:30 a.m. ET to discuss the results and respond to questions. To participate in the conference call, please dial 1-877-303-9143 at least 10 minutes prior to its starting time. For international participants, please dial 1-760-536-5194. The conference identification number is 35133713. You will be placed on hold until the conference call is ready to begin. The live audio webcast can be accessed through the investor relations section of the Companys website at http://ir.as-e.com/events.cfm.
An audio replay of the teleconference will be available, in its entirety, starting Wednesday, February 5, 2014 at 11:30 a.m. ET for a one-week period by dialing 1-855-859-2056. Internationally, please dial 1-404-537-3406. The conference identification number is 35133713. The replay will also be available through the Companys web site at http://ir.as-e.com/events.cfm.
About AS&E
American Science and Engineering, Inc. (AS&E) is the trusted global provider of threat and contraband detection solutions for ports, borders, military, critical infrastructure, law enforcement, and aviation. With over 50 years of experience, AS&E offers proven, advanced, X-ray inspection systems to combat terrorism, drug smuggling, illegal immigration and trade fraud. AS&E systems are designed in a variety of configurations for cargo and vehicle inspection, parcel inspection, and personnel screening. Using a combination of technologies, these systems provide superior detection capabilities, with high-energy, dual-energy, and Z Backscatter X-rays pioneered by AS&E. Learn more about AS&E products and technologies at www.as-e.com.
Investor Relations Contact: | |
Annemarie Sadowski | |
American Science and Engineering, Inc. | |
asadowski@as-e.com | |
978-262-8828 | |
| |
Public Relations Contact: |
|
Dana Harris |
Laura Berman |
Red Javelin Communications, Inc. |
American Science and Engineering, Inc. |
dana@redjavelin.com |
lberman@as-e.com |
978-440-8392 |
978-262-8713 |
Safe Harbor Statement: The foregoing press release contains statements concerning AS&Es 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, delays or cancellations (in full or in part) in procurements of the Companys systems by the United States and other governments; disruption in the supply of any source component incorporated into AS&Es products; litigation seeking to restrict the use of intellectual property used by the Company; limitations under certain laws on the Companys ability to protect its own intellectual property; potential product liability claims against the Company; 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 Companys products to address such threats; the potential insufficiency of Company resources, including human resources, capital, plant and equipment and management systems, to accommodate any future growth; technical problems and other delays that could impact new product development and the Companys ability to adapt to changes in technology and customer requirements; competitive pressures; lengthy sales cycles both in United States government procurement and procurement abroad; future delays in federal funding, the market price of the companys stock prevailing from time to time, the nature of other investment opportunities presented to the company from time to time, the companys cash flows from operations and market and general economic conditions. These and certain other factors which might cause actual results to differ materially from those projected are detailed from time to time in AS&Es 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. Readers are further advised to review the Risk Factors set forth in the Companys most recent Form 10-Q and Form 10-K, which further detail and supplement the factors described in this Safe Harbor Statement. Among other disclosures, the Risk Factors disclose risks pertaining to that portion of the Companys business that is dependent on United States government contracting as well as international customers.
AMERICAN SCIENCE AND ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
|
|
Quarter Ended |
|
Nine Months Ended |
| ||||||||
|
|
December 31, |
|
December 31, |
|
December 31, |
|
December 31, |
| ||||
Total net sales and contract revenues |
|
$ |
37,773 |
|
$ |
50,803 |
|
$ |
124,673 |
|
$ |
144,400 |
|
|
|
|
|
|
|
|
|
|
| ||||
Total cost of sales and contract revenues |
|
20,905 |
|
28,103 |
|
69,452 |
|
79,230 |
| ||||
Gross profit |
|
16,868 |
|
22,700 |
|
55,221 |
|
65,170 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Expenses: |
|
|
|
|
|
|
|
|
| ||||
Selling, general and administrative expenses |
|
8,396 |
|
8,280 |
|
22,718 |
|
21,173 |
| ||||
Research and development costs |
|
6,139 |
|
5,242 |
|
15,725 |
|
18,862 |
| ||||
Total operating expenses |
|
14,535 |
|
13,522 |
|
38,443 |
|
40,035 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Operating income |
|
2,333 |
|
9,178 |
|
16,778 |
|
25,135 |
| ||||
Interest and other, net |
|
11 |
|
54 |
|
8 |
|
159 |
| ||||
Income before provision for income taxes |
|
2,344 |
|
9,232 |
|
16,786 |
|
25,294 |
| ||||
Provision for income taxes |
|
786 |
|
3,139 |
|
5,624 |
|
8,600 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income |
|
$ |
1,558 |
|
$ |
6,093 |
|
$ |
11,162 |
|
$ |
16,694 |
|
|
|
|
|
|
|
|
|
|
| ||||
Income per share - Basic |
|
$ |
0.20 |
|
$ |
0.74 |
|
$ |
1.42 |
|
$ |
1.97 |
|
Income per share - Diluted |
|
$ |
0.20 |
|
$ |
0.73 |
|
$ |
1.41 |
|
$ |
1.95 |
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average shares - Basic |
|
7,850 |
|
8,247 |
|
7,837 |
|
8,488 |
| ||||
Weighted average shares - Diluted |
|
7,889 |
|
8,307 |
|
7,873 |
|
8,542 |
|
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)
|
|
December 31, 2013 |
|
March 31, 2013 |
| ||
Assets |
|
|
|
|
| ||
Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
65,965 |
|
$ |
40,418 |
|
Restricted cash and investments |
|
14,753 |
|
12,618 |
| ||
Short-term investments, at fair value |
|
86,428 |
|
108,546 |
| ||
Accounts receivable, net |
|
22,591 |
|
28,477 |
| ||
Unbilled costs and fees |
|
2,484 |
|
4,875 |
| ||
Inventories, net |
|
50,144 |
|
48,051 |
| ||
Other current assets |
|
9,101 |
|
11,984 |
| ||
Total current assets |
|
251,466 |
|
254,969 |
| ||
|
|
|
|
|
| ||
Non-current assets: |
|
|
|
|
| ||
Building, equipment and leasehold improvements, net |
|
13,972 |
|
16,451 |
| ||
Restricted cash and investments |
|
397 |
|
899 |
| ||
Other assets |
|
8,687 |
|
9,130 |
| ||
Total assets |
|
$ |
274,522 |
|
$ |
281,449 |
|
|
|
|
|
|
|
|
|
Liabilities & Stockholders Equity |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Accounts payable |
|
$ |
8,913 |
|
$ |
8,371 |
|
Customer deposits |
|
33,131 |
|
16,199 |
| ||
Deferred revenue |
|
11,410 |
|
15,770 |
| ||
Other current liabilities |
|
19,884 |
|
28,148 |
| ||
Total current liabilities |
|
73,338 |
|
68,488 |
| ||
|
|
|
|
|
| ||
Non-current liabilities: |
|
|
|
|
| ||
Lease financing liability |
|
1,783 |
|
2,914 |
| ||
Other non-current liabilities |
|
3,695 |
|
5,802 |
| ||
Total liabilities |
|
78,816 |
|
77,204 |
| ||
|
|
|
|
|
| ||
Stockholders equity |
|
195,706 |
|
204,245 |
| ||
Total liabilities and stockholders equity |
|
$ |
274,522 |
|
$ |
281,449 |
|
AMERICAN SCIENCE AND ENGINEERING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
|
|
For the Nine Months Ended |
| ||||
|
|
December 31, |
|
December 31, |
| ||
Cash flows from operating activities: |
|
|
|
|
| ||
Net income |
|
$ |
11,162 |
|
$ |
16,694 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
3,942 |
|
3,821 |
| ||
Provisions for contracts, inventory and accounts receivable reserves |
|
1,233 |
|
3,503 |
| ||
Amortization of bond premium |
|
1,192 |
|
2,151 |
| ||
Deferred income taxes |
|
1,894 |
|
152 |
| ||
Other |
|
|
|
(59 |
) | ||
Stock compensation expense (credit) |
|
1,527 |
|
(85 |
) | ||
|
|
|
|
|
| ||
Changes in assets and liabilities: |
|
|
|
|
| ||
Accounts receivable |
|
5,952 |
|
(14,907 |
) | ||
Unbilled costs and fees |
|
2,391 |
|
(859 |
) | ||
Inventories |
|
(3,392 |
) |
453 |
| ||
Prepaid expenses and other assets |
|
1,432 |
|
684 |
| ||
Accounts payable |
|
542 |
|
(892 |
) | ||
Accrued income taxes |
|
(2,094 |
) |
879 |
| ||
Customer deposits |
|
16,932 |
|
9,580 |
| ||
Deferred revenue |
|
(6,472 |
) |
81 |
| ||
Accrued expenses and other liabilities |
|
(6,181 |
) |
(296 |
) | ||
Net cash provided by operating activities |
|
30,060 |
|
20,900 |
| ||
|
|
|
|
|
| ||
Cash flows from investing activities: |
|
|
|
|
| ||
Purchases of short-term investments |
|
(47,805 |
) |
(99,719 |
) | ||
Proceeds from sales and maturities of short-term investments |
|
68,755 |
|
150,514 |
| ||
Purchases of property and equipment, net |
|
(1,463 |
) |
(2,500 |
) | ||
Net cash provided by investing activities |
|
19,487 |
|
48,295 |
| ||
|
|
|
|
|
| ||
Cash flows from financing activities: |
|
|
|
|
| ||
Increase in restricted cash and investments |
|
(1,633 |
) |
(1,384 |
) | ||
Proceeds from exercise of stock options |
|
2,889 |
|
1,079 |
| ||
Repurchase of shares of common stock |
|
(12,306 |
) |
(45,347 |
) | ||
Repayment of leasehold financing liability |
|
(1,115 |
) |
(1,003 |
) | ||
Payment of common stock dividend |
|
(11,749 |
) |
(12,760 |
) | ||
Reduction of income taxes paid due to the tax benefit from employee stock option exercises |
|
(86 |
) |
|
| ||
Net cash used for financing activities |
|
(24,000 |
) |
(59,415 |
) | ||
|
|
|
|
|
| ||
Net increase in cash and cash equivalents |
|
25,547 |
|
9,780 |
| ||
Cash and cash equivalents at beginning of period |
|
40,418 |
|
24,369 |
| ||
Cash and cash equivalents at end of period |
|
$ |
65,965 |
|
$ |
34,149 |
|
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