8-K

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 6, 2009

Alliant Techsystems Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-10582	41-1672694
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
7480 Flying Cloud Drive Minneapolis, Minnesota		55344-3720
(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 2.02 Results of Operations and Financial Condition

Alliant Techsystems Inc. (ATK) is filing this Current Report on Form 8-K to reflect the adoption of FASB Staff Position (FSP) APB 14-1, Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement) (FSP APB 14-1) and SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements (SFAS No. 160) as of April 1, 2009. Both FSP APB 14-1 and SFAS No. 160 must be applied retrospectively to all periods presented.  ATK is furnishing this information so that investors can see the impact of these accounting pronouncements on prior periods.

ATK adopted the provisions of FSP APB 14-1 as of April 1, 2009, as required. FSP APB 14-1 applies to convertible debt instruments that, by their stated terms, may be settled in cash (or other assets) upon conversion, including partial cash settlement, unless the embedded conversion option is required to be separately accounted for as a derivative instrument under Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities (SFAS No. 133). FSP APB 14-1 requires that the issuer of a convertible debt instrument within the scope of the rule separately account for the liability and equity components in a manner that reflects the issuer’s nonconvertible debt borrowing rate when interest cost is recognized in subsequent periods. The excess of the principal amount of the liability component over its initial fair value must be amortized to interest cost using the effective interest method.  The disclosure in this Current Report on Form 8-K reflects the application of FSP APB 14-1 to ATK’s $199,453 aggregate principal amount of 3.00% Convertible Notes, the $279,929 aggregate principal amount of 2.75% Convertible Notes due 2024, and the $300,000 aggregate principal amount of 2.75% Convertible Notes due 2011.

In conjunction with the adoption of FSP APB 14-1, ATK estimated the nonconvertible borrowing rates for each of its convertible notes and determined the fair value of the equity component of these notes as stated in the following table:

	Borrowing Rate		Fair Value of the equity component
$199,453 aggregate principal amount of 3.00% Convertible Notes	7.00	%	$	56,850
$279,929 aggregate principal amount of 2.75% Convertible Notes	6.13	%	43,568
$300,000 aggregate principal amount of 2.75% Convertible Notes	6.80	%	50,779

FSP ABP 14-1 requires retrospective treatment of its provisions to all periods presented. Therefore, previously reported balances (prior to April 1, 2009) have been adjusted to effectively record a debt discount equal to the fair value of the equity component, a deferred tax liability for the tax effect of the recorded debt discount and an increase to paid-in capital for the after-tax fair value of the equity component as of the date of issuance of the respective notes. Previously reported balances have also been adjusted to provide for the amortization of the debt discount through interest expense and the associated decrease in the deferred tax liability recorded through income tax expense.

As of March 31, 2009, the unamortized debt discount associated with FSP APB 14-1 related to convertible notes was as follows:

	Unamortized Discount
$199,453 aggregate principal amount of 3.00% Convertible Notes	$	35,452
$279,929 aggregate principal amount of 2.75% Convertible Notes	3,820
$300,000 aggregate principal amount of 2.75% Convertible Notes	27,507

2

The unamortized discount will be amortized through interest expense into earnings over the remaining expected term of the convertible notes. A summary of the effect of applying these provisions on ATK’s fiscal year 2005 through 2009 consolidated statements of income is as follows:

	Fiscal year ended March 31,
	2009			2008			2007			2006			2005
Increase in interest expense	$	(23,921	)	$	(22,326	)	$	(16,719	)	$	(11,610	)	$	(9,277	)
Tax benefit	9,568			8,980			6,688			4,664			3,711
Net income	(14,353		)	(13,346		)	(10,031		)	(6,946		)	(5,566		)
Diluted earnings per share	$	(0.42	)	$	(0.38	)	$	(0.29	)	$	(0.19	)	$	(0.15	)

In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements (SFAS No. 160) which amends Accounting Research Bulletin 51 to establish accounting and reporting standards for the noncontrolling (minority) interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. ATK adopted SFAS No. 160 on April 1, 2009, as required,  and retrospectively reclassified the “Minority interest in joint venture” balance previously included in the “Other long-term liabilities” line of the consolidated balance sheet to a new component of equity with respect to ATK’s noncontrolling interest in a joint venture.  The adoption also impacted certain captions previously used on the consolidated income statement.  The adoption did not have a material impact on ATK’s consolidated financial position or results of operations.

This Current Report on Form 8-K updates certain financial information for the years ended March 31, 2009, 2008, 2007, 2006, and 2005 presented in Items 6 and 8 of ATK’s Annual Report on Form 10-K for the fiscal year ended March 31, 2009, as well as the quarter ended June 29, 2008, the quarter and six months ended September 28, 2008, and the quarter and nine months ended December 28, 2008 presented in Item 1 of Part I of ATK’s Form 10-Q for the respective periods to reflect the adoption of the provisions of FSP APB 14-1 and SFAS No. 160.

The updated financial information is set forth in Exhibit 99.1 to this Current Report.

3

Item 9.01. Financial Statements and Exhibits

(d)           Exhibits.

Exhibit No.

Description

99.1

Restated financial information for the fiscal years ended March 31, 2009, 2008, 2007, 2006, and 2005 as well as the quarter ended June 29, 2008, the quarter and six months ended September 28, 2008, and the quarter and nine months ended December 28, 2008 in accordance with the provisions of FSP APB 14-1, Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlements) and SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements.

4

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.

	ALLIANT TECHSYSTEMS INC.
By:	/s/ John L. Shroyer
Name:	John L. Shroyer
Title:	Senior Vice President and Chief Financial Officer

Date:  August 6, 2009

5

EX-99.1

Exhibit 99.1

ALLIANT TECHSYSTEMS INC.

SELECTED FINANCIAL DATA

(Unaudited)

	Years Ended March 31
(Amounts in thousands except per share data)	2009			2008			2007			2006			2005
Results of Operations
Sales	$	4,583,224		$	4,171,725		$	3,565,072		$	3,216,142		$	2,801,129
Cost of sales	3,607,312			3,325,410			2,878,711			2,592,842			2,271,040
Gross profit	975,912			846,315			686,361			623,300			530,089
Operating expenses:
Research and development	81,529			68,333			61,533			51,506			39,117
Selling	161,805			131,068			99,687			85,123			68,811
General and administrative	239,621			216,386			185,413			159,522			137,169
Goodwill impairment (4)	108,500			—			—			—			—
Income before interest, income taxes, and noncontrolling interest	384,457			430,528			339,728			327,149			284,992
Interest expense, net (1)	(86,408		)	(102,473		)	(91,651		)	(111,202		)	(73,729		)
Income before income taxes and noncontrolling interest	298,049			328,055			248,077			215,947			211,263
Income tax provision	157,096			118,678			73,530			68,607			62,838
Income before noncontrolling interest	140,953			209,377			174,548			147,340			148,425
Less net income attributable to noncontrolling interest	187			376			451			404			451
Net income attributable to Alliant Techsystems Inc.	$	140,766		$	209,001		$	174,097		$	146,936		$	147,974
Basic shares	32,730			32,924			33,885			36,730			37,576
Diluted shares	34,013			35,208			34,591			37,402			38,145
Alliant Techsystems Inc.’s earnings per common share outstanding:
Basic	$	4.30		$	6.35		$	5.14		$	4.00		$	3.94
Diluted	$	4.14		$	5.94		$	5.03		$	3.93		$	3.88
Financial Position
Net current assets	$	573,434		$	617,029		$	525,746		$	348,507		$	401,674
Net property, plant, and equipment	540,041			492,336			454,748			453,958			456,310
Total assets (3)	3,577,345			3,196,194			2,874,682			2,901,980			3,015,810
Long-term debt (including current portion)	1,387,603			1,364,301			1,341,974			1,046,631			1,043,470
Total ATK’s stockholders’ equity (2)(3)	665,971			810,344			644,131			675,757			740,704
Other Data
Depreciation and amortization of intangible assets	85,753			77,486			76,152			78,334			78,586
Capital expenditures (5)	111,481			100,709			81,086			65,352			62,600
Gross margin (gross profit as a percentage of sales)	21.3		%	20.3		%	19.3		%	19.4		%	18.9		%

(1) In fiscal 2006, ATK made a cash tender offer for its outstanding $400 million principal aggregate amount 8.50% Senior Subordinated Notes.  Fiscal 2006 interest expense reflects $18.8 million for the premium to extinguish the debt, $7.1 million related to deferred financing costs that were written off, and $6.0 million for termination of the related interest-rate swaps.

(2) In fiscal 2007, ATK adopted the recognition provisions of Statement of Financial Accounting Standards (SFAS) No. 158, Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans — an amendment of FASB Statements No. 87, 88, 106 and 132(R) (“SFAS No. 158”), which required recognition of the funded status of defined benefit pension and other postretirement plans, with a corresponding after-tax adjustment to accumulated other comprehensive loss. The adoption of SFAS No. 158 resulted in a net $368.8 million decrease in total stockholders’ equity.  See Note 10 to the consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended March 31, 2009.

(3)  In fiscal 2008, ATK adopted the measurement provisions of SFAS No. 158 and remeasured its defined benefit pension and other postretirement plan assets and benefit obligations.  The after-tax cumulative effect changes of this adoption included a net decrease in total stockholders’ equity of $38.6 million and an increase of $30.7 million in total assets.  See Note 10 to the consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended March 31, 2009.

(4)  As part of ATK’s annual goodwill impairment testing, ATK recorded a goodwill impairment charge of $108.5 million in fiscal 2009.  See Note 7 to the consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended March 31, 2009.

(5)  Capital expenditures are shown net of capital expenditures included in accounts payable and financed through operating leases.

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED INCOME STATEMENTS

(Unaudited)

	Years ended March 31
(Amounts in thousands except per share data)	2009			2008
Sales	$	4,583,224		$	4,171,725
Cost of sales	3,607,312			3,325,410
Gross profit	975,912			846,315
Operating expenses:
Research and development	81,529			68,333
Selling	161,805			131,068
General and administrative	239,621			216,386
Goodwill impairment	108,500			—
Income before interest, income taxes, and noncontrolling interest	384,457			430,528
Interest expense	(87,313		)	(103,904		)
Interest income	905			1,431
Income before income taxes and noncontrolling interest	298,049			328,055
Income tax provision	157,096			118,678
Income before noncontrolling interest	140,953			209,377
Less net income attributable to noncontrolling interest	187			376
Net income attributable to Alliant Techsystems Inc.	$	140,766		$	209,001
Alliant Techsystems Inc.’s earnings per common share:
Basic	$	4.30		$	6.35
Diluted	$	4.14		$	5.94
Alliant Techsystems Inc.’s weighted average number of common shares outstannding
Basic	32,730			32,924
Diluted	34,013			35,208

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	March 31
(In thousands except share data)	2009			2008
Assets
Current assets:
Cash and cash equivalents	$	336,700		$	119,773
Net receivables	899,543			798,468
Net inventories	238,600			205,825
Income tax receivable	34,835			—
Deferred income tax assets	29,223			88,282
Other current assets	39,843			35,568
Total current assets	1,578,744			1,247,916
Net property, plant, and equipment	540,041			492,336
Goodwill	1,195,986			1,236,196
Prepaid and intangible pension assets	—			25,280
Deferred income tax assets	69,582			—
Deferred charges and other non-current assets	192,992			194,466
Total assets	$	3,577,345		$	3,196,194
Liabilities and Stockholders’ Equity
Current liabilities:
Cash overdrafts	$	—		$	—
Current portion of long-term debt	289,859			—
Accounts payable	294,971			215,755
Contract advances and allowances	86,080			81,624
Accrued compensation	168,059			147,287
Accrued income taxes	—			41,681
Other accrued liabilities	166,341			144,540
Total current liabilities	1,005,310			630,887
Long-term debt (non-convertible)	1,097,744			1,364,301
Deferred income tax liabilities	—			59,780
Postretirement and postemployment benefits liabilities	121,689			138,378
Accrued pension liability	552,671			84,267
Other long-term liabilities	125,362			99,827
Total liabilities	2,902,776			2,377,440
Contingencies
Common stock - $.01 par value Authorized - 90,000,000 shares Issued and outstanding 32,783,496 shares at March 31, 2009 and 32,795,800 at March 31, 2008	328			328
Additional paid-in-capital	574,674			573,321
Retained earnings	1,420,462			1,279,696
Unearned compensation	(651,652		)	(376,636		)
Accumulated other comprehensive loss	—			—
Common stock in treasury, at cost, 8,771,565 shares held at March 31, 2009 and 8,759,261 at March 31, 2008	(677,841		)	(666,365		)
Total ATK’s stockholders’ equity	665,971			810,344
Noncontrolling interest	8,598			8,411
Total equity	674,569			818,755
Total liabilities and stockholders’ equity	$	3,577,345		$	3,196,194

ALLIANT TECHSYSTEMS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Years ended March 31
(In thousands)	2009			2008
Operating activities
Net income	$	140,953		$	209,377
Adjustments to net income to arrive at cash provided by operating activities:
Depreciation	80,137			71,511
Amortization of intangible assets	5,616			5,975
Amortization of debt discount	23,921			22,326
Amortization of deferred financing costs	2,857			3,851
Impairment of goodwill	108,500			—
Write-off of debt issuance costs associated with convertible notes	—			5,600
Write-off of acquisition related costs	—			6,567
Deferred income taxes	108,353			(21,054		)
Loss on disposal of property	9,030			2,505
Share-based plans expense	18,952			23,415
Excess tax benefits from share-based plans	(3,287		)	(9,459		)
Changes in assets and liabilities:
Net receivables	(94,239		)	(27,508		)
Net inventories	(15,610		)	(33,608		)
Accounts payable	64,345			49,066
Contract advances and allowances	4,456			720
Accrued compensation	15,312			(1,143		)
Accrued income taxes	(70,019		)	48,469
Pension and other postretirement benefits	23,306			33,865
Other assets and liabilities	2,403			(7,725		)
Cash provided by operating activities	424,987			382,751
Investing activities
Capital expenditures	(111,481		)	(100,709		)
Acquisition of business, net of cash acquired	(75,615		)	(103,685		)
Proceeds from the disposition of property, plant, and equipment	569			362
Cash used for investing activities	(186,527		)	(204,032		)
Financing activities
Payments made to extinguish debt	(618		)	—
Payments made for debt issue costs	(5		)	(740		)
Net purchase of treasury shares	(31,609		)	(100,068		)
Proceeds from employee stock compensation plans	7,412			16,310
Excess tax benefits from share-based plans	3,287			9,459
Cash used for financing activities	(21,533		)	(75,039		)
Increase in cash and cash equivalents	216,927			103,680
Cash and cash equivalents - beginning of period	119,773			16,093
Cash and cash equivalents - end of period	$	336,700		$	119,773

ALLIANT TECHSYSTEMS INC.

QUARTERLY FINANCIAL DATA

(Unaudited)

	QUARTER ENDED			QUARTER ENDED			QUARTER ENDED			QUARTER ENDED			SIX MONTHS ENDED			NINE MONTHS ENDED
	June 29,			September 28,			December 28,			March 31,			September 28,			December 28,
(Amounts in thousands except per share data)	2008			2008			2008			2009			2008			2008
Sales	$	1,124,865		$	1,091,951		$	1,109,450		$	1,256,958		$	2,216,816		$	3,326,266
Cost of sales	905,593			851,720			879,866			970,134			1,757,313			2,637,179
Gross profit	219,272			240,231			229,584			286,824			459,503			689,087
Operating expenses:
Research and development	21,721			25,419			16,105			18,284			47,140			63,245
Selling	38,687			39,121			39,584			44,413			77,808			117,392
General and administrative	50,532			55,046			54,611			79,432			105,578			160,189
Goodwill impairment	—			—			—			108,500			—			—
Income before interest, income taxes, and noncontrolling interest	108,332			120,645			119,284			36,195			228,977			348,261
Interest expense	(22,550		)	(22,728		)	(21,551		)	(20,484		)	(45,277		)	(66,828		)
Interest income	367			232			142			164			599			741
Income before income taxes and noncontrolling interest	86,149			98,149			97,875			15,875			184,299			282,174
Income tax provision	31,667			36,672			36,528			52,229			68,339			104,867
Income before noncontrolling interest	54,482			61,478			61,347			(36,355		)	115,960			177,307
Less net income attributable to noncontrolling interest	90			16			(61		)	142			106			45
Net income attributable to Alliant Techsystems Inc.	$	54,392		$	61,462		$	61,408		$	(36,497	)	$	115,854		$	177,262
Alliant Techsystems Inc.’s earnings per common share:
Basic	$	1.66		$	1.87		$	1.88		$	(1.12	)	$	3.53		$	5.41
Diluted	$	1.55		$	1.77		$	1.85		$	(1.12	)	$	3.31		$	5.17
Alliant Techsystems Inc.’s weighted average number of common shares outstannding
Basic	32,826			32,819			32,628			32,647			32,823			32,758
Diluted	35,184			34,796			33,117			32,647		*	34,994			34,283

* Excludes 620 shares that are anti-dilutive

ALLIANT TECHSYSTEMS INC.

QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	QUARTER ENDED			SIX MONTHS ENDED			NINE MONTHS ENDED
	June 29,			September 28,			December 28,
	2008			2008			2008
Operating activities
Net income	$	54,482		$	115,960		$	177,307
Adjustments to net income to arrive at cash provided by operating activities:
Depreciation	18,781			38,148			57,412
Amortization of intangible assets	1,405			2,808			4,213
Amortization of debt discount	5,841			11,718			17,751
Amortization of deferred financing costs	728			1,438			2,148
Deferred income taxes	59			(18		)	18,431
Loss on disposal of property	58			314			331
Share-based plans expense	4,898			9,718			14,753
Excess tax benefits from share-based plans	(2,392		)	(3,151		)	(3,235		)
Changes in assets and liabilities:
Net receivables	(147,604		)	(147,178		)	(121,375		)
Net inventories	18,055			2,934			295
Accounts payable	(12,482		)	(10,063		)	(16,299		)
Contract advances and allowances	(8,283		)	(6,036		)	1,385
Accrued compensation	(54,614		)	(32,606		)	(24,075		)
Accrued income taxes	11,520			(17,004		)	(32,052		)
Pension and other postretirement benefits	7,565			13,435			19,744
Other assets and liabilities	24,470			51,168			40,779
Cash (used for) provided by operating activities	(77,513		)	31,586			157,514
Investing activities
Capital expenditures	(31,579		)	(59,000		)	(80,352		)
Acquisition of business	(7,511		)	(7,511		)	(13,560		)
Proceeds from the disposition of property, plant, and equipment	106			321			489
Cash used for investing activities	(38,984		)	(66,190		)	(93,423		)
Financing activities
Change in cash overdrafts	10,598			—			—
Payments made to extinguish debt	—			—			(10		)
Payments made for debt issue costs	(5		)	(5		)	(5		)
Net purchase of treasury shares	—			(31,616		)	(31,609		)
Proceeds from employee stock compensation plans	3,887			6,454			6,617
Excess tax benefits from share-based plans	2,392			3,151			3,235
Cash provided by (used for) financing activities	16,872			(22,016		)	(21,772		)
Decrease (increase) in cash and cash equivalents	(99,625		)	(56,620		)	42,319
Cash and cash equivalents - beginning of period	119,773			119,773			119,773
Cash and cash equivalents - end of period	$	20,148		$	63,153		$	162,092