-----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, Wjp3QhPNGtBvtCWv0TlQBgS7jLVuL3wEdC9QFzRgEF5YU5TUQ/82G8w9yRm+H39J cKGOxjrnBINELMcq1bJDYQ== 0000825411-05-000022.txt : 20051212 0000825411-05-000022.hdr.sgml : 20051212 20051212123235 ACCESSION NUMBER: 0000825411-05-000022 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050930 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20051212 DATE AS OF CHANGE: 20051212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECH OPS SEVCON INC CENTRAL INDEX KEY: 0000825411 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 042985631 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-09789 FILM NUMBER: 051257483 BUSINESS ADDRESS: STREET 1: 155 NORTHBORO ROAD CITY: SOUTHBOROUGH STATE: MA ZIP: 01772 BUSINESS PHONE: 5082815510 MAIL ADDRESS: STREET 1: 155 NORTHBORO ROAD CITY: SOUTHBOROUGH STATE: MA ZIP: 01772 8-K/A 1 c.txt 8KA UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 6, 2005 TECH/OPS SEVCON, INC. ( Exact Name of Registrant as Specified in Charter) Delaware 1-9789 04-2985631 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 155 Northboro Road Southborough, MA 01772 (Address of Principal Executive Offices) (Zip Code) (508) 281-5510 (Registrant's telephone number, including area code) 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 (17 CFR 230.425) _ /_/ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) _ /_/ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) _ /_/ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. - ------------------------------------------------------- Compensation Arrangements with Named Executive Officers On December 6, 2005, the Compensation Committee of the Board of Directors of Tech/Ops Sevcon, Inc. fixed the annual salary of Matthew Boyle, President and Chief Executive Officer, for 2006 at GBP 136,000 and awarded him an annual bonus for 2005 of GBP 6,085. The Committee also fixed the annual salary of Paul McPartlin, Vice President, Chief Financial Officer and Treasurer of the Company, at GBP 85,000 and awarded him an annual bonus for 2005 of GBP 6,100. ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. - ---------------------------------------------------------- On December 6, 2005, the Registrant issued a press release announcing earnings for the fiscal quarter ended September 30, 2005. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein in its entirety. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. - ---------------------------------------------- (d) Exhibits 99.1 Press release issued by the registrant on December 6, 2005 is furnished herewith. 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 hereunto duly authorized. TECH/OPS SEVCON, INC. Dated: December 12, 2005 By: /s/ Raymond J. Thibault Jr. Raymond J. Thibault Jr. Assistant Treasurer EX-99 2 p.txt NEWS RELEASE Tech/Ops Sevcon Inc. 155 Northboro Road Southborough, MA 01772 Telephone (508) 281 5510 News Release For release: Immediately For further information contact: Paul McPartlin TECH/OPS SEVCON REPORTS ANNUAL AND FOURTH QUARTER RESULTS AND ANNOUNCES QUARTERLY CASH DIVIDEND Southborough, Mass. December 6, 2005... Tech/Ops Sevcon, Inc. (AMEX symbol TO) reported that net income for the year ended September 30, 2005 was $641,000, or $.20 per diluted share. In fiscal 2004 the Company had net income of $611,000, or $.19 per diluted share. Revenues for fiscal 2005 were $31,675,000, an increase of $2,525,000, or 9%, compared to the prior year's $29,150,000. Foreign currency fluctuations, principally the strength of the Euro and British pound compared to the US dollar, accounted for an increase of $640,000 in reported sales. Excluding the foreign currency impact, volumes were 6% higher than last year due mainly to improved conditions in the aerial lift market served by the controls business segment. Operating income for fiscal 2005 was $999,000, compared to $972,000 last year. Increased volumes, better margins and lower engineering expense contributed to improved operating income; however, increased sales and marketing expense on advanced new products and adverse foreign currency fluctuations during fiscal 2005 partially offset this improvement. Fourth quarter sales were $7,586,000, a decrease of $339,000 or 4%, compared to the prior year's $7,925,000. Foreign currency fluctuations, principally the strength of the dollar compared to European currencies in the fourth quarter, resulted in a decrease in reported sales of $75,000, or 1%. The aerial lift market was over 30% ahead of last year, however most other markets served by the controls business were down in the fourth quarter of the current fiscal year. The capacitor market was down by over 20% compared to the same period last year. Operating income for the fourth quarter was $313,000 compared to $398,000 for the same quarter last year. The decrease in operating income was mainly due to lower volumes and to foreign currency fluctuations, partially offset by better margins. There was net income of $233,000 for the fourth quarter of fiscal 2005 compared to $285,000 for the same quarter last year. The net income per diluted share was $.07 in the fourth quarter of fiscal 2005 compared to $.09 per share for the same quarter last year. The Board of Directors today declared a quarterly cash dividend of $.03 per share for the first quarter of fiscal 2006. The dividend will be paid on January 5, 2006 to stockholders of record on December 21, 2005. Tech/Ops Sevcon, Inc. is a world leader in the design, manufacture and Marketing of microprocessor based controls for electric vehicles. The controls are used to vary the speed and movement of vehicles, to integrate specialized functions, and to prolong the shift life of the vehicles' batteries. Sevcon supplies customers throughout the world from its operations in the United Kingdom, the USA, France, the Far East, and through an international dealer network. The Company's customers are manufacturers of fork lift trucks, aerial lifts, mining vehicles, airport tractors, sweepers, and other battery powered vehicles. Financial Highlights 2005 (in thousands except per share data) Three months ended Twelve months ended Sept 30 Sept 30 Sept 30 Sept 30 2005 2004 2005 2004 Net sales $7,586 $7,925 $31,675 $29,150 ====== ====== ======== ======== Operating income 313 398 999 972 Income before income taxes 323 417 951 918 Net income $ 233 $ 285 $ 641 $ 611 ====== ====== ======== ======== Basic income per share $ .07 $ .09 $ .21 $ .20 ====== ====== ======== ======== Diluted income per share $ .07 $ .09 $ .20 $ .19 ====== ====== ======== ======== Cash dividend per share $ .03 $ .03 $ .12 $ .12 ====== ====== ======== ======== Average shares outstanding 3,125 3,125 3,125 3,125 ====== ====== ======== ======== Summarized Balance Sheet Data (derived from audited statements) (in thousands of dollars) September 30, September 30, 2005 2004 ============ ============ Cash and cash equivalents and short-term investments $ 1,130 $ 905 Receivables 6,193 6,109 Inventories 3,737 4,043 Prepaid expenses and other current assets 915 931 ------------ ------------ Total current assets 11,975 11,988 Long-term assets 4,471 4,620 ------------ ------------ Total assets $ 16,446 $ 16,608 ============ ============ Current liabilities $ 5,824 $ 6,083 Deferred taxes 33 61 Stockholders' investment $ 10,589 $ 10,464 ------------ ------------ Total liabilities and stockholders' investment $ 16,446 $ 16,608 ============ ============ -----END PRIVACY-ENHANCED MESSAGE-----