-----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, CfqG5sxY0YjnMV3ctpHQoPeqX4wEOpvsvyXUKrYJo1FZFyImeMpfKt3WutcokGG0 0FR2Am9pbTIYBlq/cr40gQ== 0001104659-06-016311.txt : 20060314 0001104659-06-016311.hdr.sgml : 20060314 20060314085914 ACCESSION NUMBER: 0001104659-06-016311 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20060309 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060314 DATE AS OF CHANGE: 20060314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANT TECHSYSTEMS INC CENTRAL INDEX KEY: 0000866121 STANDARD INDUSTRIAL CLASSIFICATION: GUIDED MISSILES & SPACE VEHICLES & PARTS [3760] IRS NUMBER: 411672694 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10582 FILM NUMBER: 06683609 BUSINESS ADDRESS: STREET 1: 5050 LINCOLN DRIVE CITY: EDINA STATE: MN ZIP: 55436-1097 BUSINESS PHONE: 9523513000 MAIL ADDRESS: STREET 1: 5050 LINCOLN DRIVE CITY: EDINA STATE: MN ZIP: 55436-1097 8-K 1 a06-6927_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

UNITED STATES
S
ECURITIES 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):  March 9, 2006

 

 

Alliant Techsystems Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-10582

 

41-1672694

(State or other jurisdiction

 

(Commission

 

(I.R.S. Employer Identification

of incorporation)

 

File Number)

 

No.)

 

5050 Lincoln Drive

 

 

Edina, Minnesota

 

55436-1097

(Address of principal executive offices)

 

(Zip Code)

 

 

 

 

 

Registrant’s telephone number, including area code:  (952) 351-3000

 

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 5.02  Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

(b)           On March 9, 2006, Eric S. Rangen, Executive Vice President and Chief Financial Officer of Alliant Techsystems Inc. (“ATK”), and ATK agreed that Mr. Rangen would leave ATK effective April 1, 2006. 

 

(c)           On March 13, 2006, ATK’s Board of Directors elected John L. Shroyer, ATK’s Vice President Operations, as Senior Vice President and Chief Financial Officer of ATK, effective April 1, 2006.  Mr. Shroyer, age 42, has held his present position since November 2005.  He served as Vice President and General Manager, ATK Ordnance Systems, from 2004 to November 2005.  From 2002 to 2004, he was President of ATK Tactical Systems.  He was Vice President, ATK Tactical Systems from 2001 to 2002, and Vice President and Treasurer, ATK Tactical Systems, from 2000 to 2001.

 

Item 8.01  Other Events.

 

On March 13, 2006, ATK announced the realignment of its operations and revised financial guidance for the fiscal years ending March 31, 2006 and 2007.

 

Certain information discussed in this report on Form 8-K and the accompanying press release constitutes forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995.  Although ATK believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved.  Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those factors are: changes in governmental spending, budgetary policies and product sourcing strategies; the company’s competitive environment; the terms and timing of awards and contracts; ATK’s access to capital markets and the costs thereof; actual pension asset returns and assumptions regarding future returns, discount rates and service costs; and economic conditions.  ATK undertakes no obligation to update any forward-looking statements. For further information on factors that could impact ATK, and statements contained herein, reference should be made to ATK’s filings with the Securities and Exchange Commission, including quarterly reports on Form 10-Q, current reports on Form 8-K, and ATK’s Annual Report on Form 10-K for the fiscal year ended March 31, 2005.

 

A copy of the press release announcing the departure of Mr. Rangen, the election of Mr. Shroyer, the realignment and revised guidance is filed with this report as Exhibit 99.1.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)           Exhibits.

 

Exhibit
No.

 

Description

99.1

 

Press release issued by Alliant Techsystems Inc. on March 13, 2006.

 

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 hereunto duly authorized.

 

 

 

ALLIANT TECHSYSTEMS INC.

 

 

Date:  March 14, 2006

By:

/s/  KEITH D. ROSS

 

 

Keith D. Ross
Senior Vice President, General
Counsel and Secretary

 

3


EX-99.1 2 a06-6927_1ex99d1.htm EXHIBIT 99

Exhibit 99.1

 

 

News Release

Corporate Communications

Phone:  952-351-3087

 

MN01-1030

Fax:  952-351-3009

 

5050 Lincoln Drive

 

 

Edina, MN 55436

 

 

For Immediate Release

 

 

 

 

 

Media Contact:

 

Investor Contact:

 

 

 

Bryce Hallowell

 

Steve Wold

Phone: 952-351-3087

 

Phone: 952-351-3056

E-mail: bryce.hallowell@atk.com

 

E-mail: steve.wold@atk.com

 

ATK REALIGNS OPERATIONS TO POSITION BUSINESSES MORE CLOSELY ALONG MARKET AREAS AND ENHANCE EFFICIENCIES

 

ATK INCREASES FY07 EPS AND SALES GUIDANCE AND CONFIRMS OPERATING CASH GUIDANCE

 

FY06 EPS AND OPERATING CASH GUIDANCE REVISED TO REFLECT DEBT RESTRUCTURING COSTS

 

MINNEAPOLIS, March 13 — Alliant Techsystems Inc. (NYSE: ATK - News) announced today a realignment of its operations as part of a continuing strategy to more closely position its businesses along market areas and enhance operating efficiencies.

 

The company also announced the appointment of John Shroyer to serve as Chief Financial Officer of ATK and issued revised financial guidance for FY06 and FY07.

 

Operations aligned under three business groups

 

Under the realignment, which becomes effective April 1, ATK will conduct its operations under three business groups: Mission Systems, Launch Systems, and Ammunition Systems.

 

The new Mission Systems Group will comprise the businesses previously operated by the Precision Systems Group, the Advanced Propulsion and Space Systems Group, and ATK Mission Research. Operations will be conducted within five divisions: Advanced Weapons, Space Systems and Sensors, Propulsion and Controls, Integrated Systems, and Tactical Systems. The group will have annual sales in excess of $1.3 billion and approximately 5,000 employees working at facilities in 18 states. The President of the Mission Systems Group will be announced on April 5.

 

The Launch Systems Group comprises the operations of ATK Thiokol as well as several missile defense propulsion and launch vehicle programs previously managed by the Advanced Propulsion and Space Systems Group. Ron Dittemore, who has served as President of ATK Thiokol since 2004, will lead

 



 

the Launch Systems Group, whose new name more closely reflects its growing position as a systems-level provider of space launch platforms. With annual sales in excess of $900 million and more than 4,300 employees, the group will conduct its operations across three divisions: Space Launch Systems, Strategic and Commercial Systems, and Advanced Strategic Programs.

 

The Ammunition Systems Group will operate the same businesses it has as the ATK Ammunition Group, but under a new name that reflects its expanding systems-level work in military and commercial ammunition. Mark DeYoung will continue to serve as President of the group, which operates across three divisions: Lake City Ammunition, Ammunition and Energetics, and Civil Ammunition. The Ammunition Systems Group has annual sales in excess of $1.1 billion and more than 5,500 employees.

 

Effective April 1, John Shroyer will become Chief Financial Officer for ATK, with responsibility for finance, audit, treasury, tax, and risk management. Shroyer will replace Eric Rangen, who will be departing ATK for other business opportunities. Rangen completes five years as a key participant in the execution of ATK’s growth strategy. The company is grateful for his many contributions.

 

Blake Larson, currently President of ATK Advanced Propulsion and Space Systems Group, will become Executive Vice President of the new Mission Systems Group. Thomas Wilson, currently President of ATK Precision Systems Group, will become Senior Vice President, Combatant Command Relations. Wilson will be responsible for establishing a senior ATK presence in the Tidewater, Virginia area to gain better alignment between ATK capabilities and the requirements that flow from the training and combatant commands.

 

Shroyer, who has been Vice President of ATK Operations since 2005, will bring to his new position a strong combination of finance and operations leadership experience gained over the course of a 20-year career with ATK and Honeywell. Shroyer concurrently serves as President, ATK Mission Research. He previously served as Vice President and General Manager, ATK Ordnance Systems, and President, ATK Tactical Systems, both divisions within the Precision Systems Group. He was also Vice President of Finance for ATK Tactical Systems. In addition, he has held a series of accounting, finance, and program management positions in ATK’s international, precision fuze, and tactical systems businesses.

 

FY07 and FY06 Financial Guidance

 

ATK is increasing FY07 revenue and earnings per share guidance due to greater visibility into sales as a result of the U.S. government’s FY06 supplemental defense budget authorization and efficiencies expected to be gained from the business realignment.

 

FY07 sales guidance is increased to $3.35 billion from the previous expectation of more than $3.3 billion. Earnings per share guidance is raised to between $4.75 and $4.90 from the previous range of between $4.65 and $4.80. The company is confirming FY07 operating cash guidance in excess of $240 million.

 

As previously announced, ATK has issued a tender offer and consent solicitation for its 8-1/2 percent outstanding senior subordinated notes due in 2011, to be replaced with new senior subordinated

 



 

notes. The new notes are scheduled to mature in 2016 and carry an interest rate of 6-3/4 percent. The company anticipates after-tax charges related to the tender premium and swap terminations related to this transaction to total approximately $21 million or 57 cents per share, and is revising its FY06 guidance accordingly.

 

The company now projects FY06 EPS to be between $3.98 and $4.01, compared with a prior expectation of between $4.55 and $4.58. Operating cash guidance is revised to $225 million versus previous guidance of $240 million, reflecting swap terminations and accelerated interest payments in conjunction with the tender offer, offset by stronger operating performance.

 

The company is confirming guidance for FY06 sales of approximately $3.1 billion and capital expenditures of approximately $70 million.

 

ATK is a $3.1 billion advanced weapon and space systems company employing approximately 15,000 people in 23 states. News and information can be found on the Internet at http://www.atk.com .

 

#          #          #

 


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