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):  November 4, 2010

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

On November 4, 2010, Alliant Techsystems Inc. (ATK) issued a press release reporting its financial results for the fiscal quarter and six months ended October 3, 2010. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits

(d)           Exhibits.

Exhibit  No.	Description
99.1	Press release, dated November 4, 2010, reporting ATK’s financial results for the fiscal quarter and six months ended October 3, 2010.

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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:  November 4, 2010

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EX-99.1

Exhibit 99.1

News Release Corporate Communications 7480 Flying Cloud Drive Minneapolis, MN 55344 Phone: 952-351-3087 Fax: 952-351-3009

For Immediate Release

Media Contact:	Investor Contact:
Bryce Hallowell	Jeff Huebschen
Phone: 952-351-3087	Phone: 952-351-2929
E-mail: bryce.hallowell@atk.com	E-mail: jeff.huebschen@atk.com

ATK Reports FY11 Second-Quarter Operating Results

ATK Raises Full-Year EPS Guidance to a Range of $8.90 - - $9.10

Second Quarter Fully-Diluted EPS Rises 33 Percent to $2.91

Minneapolis, November 4, 2010 — ATK (NYSE: ATK) today reported operating results for the second quarter of its Fiscal Year 2011, which ended on October 3, 2010.  Fully diluted earnings per share (EPS) rose 33 percent to $2.91, compared to $2.19 in the prior-year quarter.  The increase primarily reflects a lower effective tax rate resulting from the favorable settlement of IRS audits of the company’s FY07 and FY08 tax returns. Despite $15 million of higher pension expense, second quarter margins remained strong at 11.1 percent compared to 11.2 percent in the prior-year quarter.  The margins benefitted from a continued focus across the company on cost management and efficiency improvement initiatives.  Second quarter sales of $1.2 billion were in line with the prior-year quarter.  Second quarter net income rose 34 percent to $97 million compared to $73 million in the prior-year quarter.

Based on the strength of the company’s performance during the first half of its fiscal year and continued strong margin performance, ATK is raising its full-year EPS guidance.

“I am pleased with our performance year-to-date.  We are focused on margin improvement, driving organic growth domestically and internationally, and identifying strategic acquisitions to deliver long-term shareholder value,” said Mark DeYoung, President and CEO. 

“We are very encouraged by the support Congress has expressed for our NASA business, our operating efficiency improvements and cost-management efforts are yielding results, and we are well positioned for the remainder of the year.  “

SUMMARY OF REPORTED RESULTS

The following table presents the company’s results for the second quarter of the fiscal year which ended October 3, 2010 (in thousands).

Sales:

	Quarters Ended									Six Months Ended
	October 3, 2010		October 4, 2009		$ Change			% Change		October 3, 2010		October 4, 2009		$ Change			% Change
Aerospace Systems	$	376,368	$	417,411	$	(41,043	)	(9.8	)%	$	745,732	$	832,870	$	(87,138	)	(10.5	)%
Armament Systems	442,653		415,457		27,196			6.5	%	881,553		817,445		64,108			7.8	%
Missile Products	159,505		176,700		(17,195		)	(9.7	)%	315,818		353,570		(37,752		)	(10.7	)%
Security and Sporting	230,709		198,396		32,313			16.3	%	468,283		413,213		55,070			13.3	%
Total sales	$	1,209,235	$	1,207,964	$	1,271		0.1	%	$	2,411,386	$	2,417,098	$	(5,712	)	(0.2	)%

Income before Interest, Income Taxes, and Noncontrolling Interest (Operating Profit):

	Quarters Ended										Six Months Ended
	October 3, 2010			October 4, 2009		$ Change			% Change		October 3, 2010			October 4, 2009		$ Change			% Change
Aerospace Systems	$	38,765		$	40,529	$	(1,764	)	(4.4	)%	$	74,564		$	81,395	$	(6,831	)	(8.4	)%
Armament Systems	53,495			29,246		24,249			82.9	%	103,136			71,891		31,245			43.5	%
Missile Products	11,776			16,479		(4,703		)	(28.5	)%	28,300			33,033		(4,733		)	(14.3	)%
Security and Sporting	32,289			37,721		(5,432		)	(14.4	)%	65,265			60,104		5,161			8.6	%
Corporate	(1,967		)	10,899		(12,866		)	(118.0	)%	(3,854		)	19,823		(23,677		)	(119.4	)%
Total operating profit	$	134,358		$	134,874	$	(516	)	(0.4	)%	$	267,411		$	266,246	$	1,165		0.4	%

SEGMENT RESULTS

ATK operates in a four business group structure: Aerospace Systems, Armament Systems; Missile Products; and Security and Sporting.

AEROSPACE SYSTEMS

Second quarter sales in the Aerospace Systems group declined by 10 percent to $376 million, compared to $417 million in the prior-year period.  The decrease primarily reflects lower

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sales on the Space Shuttle’s Reusable Solid Rocket Motor program as the program nears completion, partially offset by higher sales on the Ares I program.

Earnings before interest, taxes, and noncontrolling interest (operating profit) in the second quarter declined four percent to $39 million, compared to $41 million in the prior-year period.  The decrease primarily reflects lower sales volume, and the higher costs associated with commercial aircraft programs.

ARMAMENT SYSTEMS

Second quarter sales in the Armament Systems group increased 7 percent to $443 million, compared to $415 million in the prior-year quarter.  The increase was driven by modernization funding at the group’s government-owned, ATK-operated facilities, new sales generated by precision weapons programs, and additional volume on the non-standard ammunition contract, partially offset by lower sales volume in medium and large-caliber ammunition.

Operating profit in the second quarter rose 83 percent to $54 million, compared to $29 million in the prior-year quarter. The prior-year quarter included $11 million of non-cash charges primarily due to the early retirement of assets related to the company’s TNT production facility.  ATK initiated legal action against the designer of the TNT production line, which resulted in a favorable settlement, $6 million of which was recorded in the second quarter.  The higher operating profit primarily reflects the absence of charges incurred in the prior-year quarter, the favorable settlement, and higher sales volume.

MISSILE PRODUCTS

Second quarter sales in the Missile Products group were down 10 percent to $160 million, compared to $177 million in the prior-year quarter.   The decrease reflected lower sales on NASA’s launch abort system and special mission aircraft.

Operating profit decreased by 29 percent to $12 million, compared to $16 million in the prior-year quarter, reflecting lower sales volume and investments made in the group’s precision missile programs.

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SECURITY AND SPORTING

Second quarter sales in the Security and Sporting group grew by 16 percent to $231 million, compared to $198 million in the prior-year quarter.  The increase reflects the ability to meet demand for commercial ammunition as the result of new capacity coming on line, and $22 million of new sales from a recently acquired business.

Operating profit in the second quarter decreased by 14 percent to $32 million, compared to $38 million in the prior-year quarter.  The decrease primarily reflects the reversal of approximately $6 million of bad debt reserves in the prior-year quarter from a vendor that emerged from bankruptcy, as well as the timing of general overhead expenditures.

CORPORATE AND OTHER

In the second quarter, corporate and other expenses totaled $2 million, compared to income of $11 million in the prior-year quarter.  The decrease was the result of $15 million of higher pension expense, partially offset by cost-management initiatives.  The tax rate for the quarter was 14.6 percent compared to 37.2 percent in the prior-year quarter.  The improvement reflects the favorable settlement of IRS audits of the company’s FY07 and FY08 tax returns.

OUTLOOK

Based on better visibility into the remainder of the year, and continued strong margin performance, ATK is raising its full-year EPS guidance to a range of $8.90 - $9.10, up from previous guidance of $8.50 - $8.80.  The new EPS guidance includes full-year interest expense that is expected to be $88 million, which reflects additional interest expense related to the company’s debt refinancing.  ATK continues to expect full-year sales of $4.775 - $4.85 billion.

ATK continues to expect a full-year tax rate of approximately 30 percent, which assumes a retroactive extension of the Federal R&D tax credit.  Pension expenses are still expected to be approximately $130 million.  Average share count is expected to be approximately 34 million. The company continues to expect to generate free cash flow in a range of $275 - $300 million, with capital expenditures of approximately $120 million (see reconciliation table for details).

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Reconciliation of Non-GAAP Financial Measures

Free Cash Flow

Free cash flow is defined as cash provided by (used for) operating activities less capital expenditures.  ATK management believes free cash flow provides investors with an important perspective on the cash available for debt repayment, share repurchase, and acquisitions after making the capital investments required to support ongoing business operations.  ATK management uses free cash flow internally to assess both business performance and overall liquidity.

	Projected Year Ending March 31, 2011
Cash provided by operating activities	$395,000 - $420,000
Capital expenditures	~(120,000)
Free cash flow	$275,000 - $300,000

ATK is a premier aerospace and defense company with operations in 24 states, Puerto Rico and internationally, and revenues in excess of $4.8 billion.  News and information can be found on the Internet at www.atk.com.

Certain information discussed in this 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 these factors are: the challenges of developing new launch vehicles and the uncertainty regarding the Administration’s next-generation heavy lift vehicle architecture; changes in governmental spending, budgetary policies and product sourcing strategies; the company’s competitive environment; risks inherent in the development and manufacture of advanced technology; risks associated with the diversification into new markets; increases in commodity costs, energy prices, and production costs; the terms and timing of awards and contracts; program performance; program terminations; changes in cost estimates related to relocation of facilities; the outcome of contingencies, including litigation and environmental remediation; actual pension asset returns and assumptions regarding future returns, discount rates and service costs; capital market volatility and corresponding assumptions related to the company’s shares outstanding; the availability of capital market financing; changes to accounting standards; changes in tax rules or pronouncements; economic conditions; and the

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company’s capital deployment strategy, including debt repayment, share repurchases, pension funding, mergers and acquisitions and any integration thereof. ATK undertakes no obligation to update any forward-looking statements. For further information on factors that could impact ATK, and statements contained herein, please refer to ATK’s most recent Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with the U.S. Securities and Exchange Commission.

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ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED INCOME STATEMENTS

(unaudited)

	QUARTERS ENDED						SIX MONTHS ENDED
(In thousands except per share data)	October 3, 2010			October 4, 2009			October 3, 2010			October 4, 2009
Sales	$	1,209,235		$	1,207,964		$	2,411,386		$	2,417,098
Cost of sales	958,145			962,262			1,908,032			1,911,551
Gross profit	251,090			245,702			503,354			505,547
Operating expenses:
Research and development	15,767			15,886			29,655			31,264
Selling	38,889			45,202			79,250			90,296
General and administrative	62,076			49,740			127,038			117,741
Income before interest, income taxes, and noncontrolling interest	134,358			134,874			267,411			266,246
Interest expense	(20,345		)	(19,361		)	(38,044		)	(40,296		)
Interest income	58			124			128			210
Income before income taxes and noncontrolling interest	114,071			115,637			229,495			226,160
Income tax provision	16,686			43,020			57,333			84,060
Net income	97,385			72,617			172,162			142,100
Less net income attributable to noncontrolling interest	139			107			272			159
Net income attributable to Alliant Techsystems Inc.	$	97,246		$	72,510		$	171,890		$	141,941
Alliant Techsystems Inc.’s earnings per common share:
Basic	$	2.93		$	2.21		$	5.19		$	4.33
Diluted	2.91			2.19			5.14			4.28
Alliant Techsystems Inc.’s weighted-average number of common shares outstanding:
Basic	33,162			32,718			33,104			32,681
Diluted	33,426			33,139			33,413			33,151

ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(In thousands except share data)	October 3, 2010			March 31, 2010
Assets
Current assets:
Cash and cash equivalents	$	265,660		$	393,893
Net receivables	1,052,048			902,750
Net inventories	268,165			236,074
Income tax receivable	23,032			—
Deferred income tax assets	68,766			67,813
Other current assets	85,564			118,448
Total current assets	1,763,235			1,718,978
Net property, plant, and equipment	553,158			561,931
Goodwill	1,249,874			1,183,910
Deferred income tax assets	126,737			140,439
Deferred charges and other non-current assets	410,813			264,366
Total assets	$	4,103,817		$	3,869,624
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of long-term debt	$	300,000		$	13,750
Accounts payable	271,917			273,718
Contract advances and allowances	118,464			106,819
Accrued compensation	137,075			172,630
Accrued income taxes	—			14,609
Other accrued liabilities	204,180			206,289
Total current liabilities	1,031,636			787,815
Long-term debt	1,190,743			1,379,804
Postretirement and postemployment benefits liabilities	136,810			142,541
Accrued pension liability	627,650			622,576
Other long-term liabilities	114,878			129,466
Total liabilities	3,101,717			3,062,202
Commitments and contingencies
Common stock - $.01 par value
Authorized - 180,000,000 shares
Issued and outstanding 33,290,652 shares at October 3, 2010 and 33,047,018 shares at March 31, 2010	333			330
Additional paid-in-capital	567,500			578,046
Retained earnings	1,871,066			1,699,176
Accumulated other comprehensive loss	(806,764		)	(821,086		)
Common stock in treasury, at cost, 8,264,797 shares held at October 3, 2010 and 8,508,431 at March 31, 2010	(639,135		)	(657,872		)
Total Alliant Techsystems Inc. stockholders’ equity	993,000			798,594
Noncontrolling interest	9,100			8,828
Total stockholders’ equity	1,002,100			807,422
Total liabilities and stockholders’ equity	$	4,103,817		$	3,869,624

ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	SIX MONTHS ENDED
(In thousands)	October 3, 2010			October 4, 2009
Operating activities
Net income	$	172,162		$	142,100
Adjustments to net income to arrive at cash provided by (used for) operating activities:
Depreciation	47,416			49,571
Amortization of intangible assets	5,500			2,479
Amortization of debt discount	8,439			11,708
Amortization of deferred financing costs	2,405			1,419
Asset impairment	—			11,405
Deferred income taxes	4,344			1,365
Loss (gain) on disposal of property	2,727			(483		)
Share-based plans expense	5,269			8,580
Excess tax benefits from share-based plans	(170		)	(981		)
Changes in assets and liabilities:
Net receivables	(221,485		)	(90,798		)
Net inventories	(32,165		)	45,707
Accounts payable	12,398			(113,315		)
Contract advances and allowances	11,645			9,875
Accrued compensation	(48,423		)	(54,405		)
Accrued income taxes	(47,358		)	33,260
Pension and other postretirement benefits	39,101			(124,960		)
Other assets and liabilities	50,422			20,039
Cash provided by (used for) operating activities	12,227			(47,434		)
Investing activities
Capital expenditures	(53,174		)	(67,147		)
Acquisition of business, net	(172,251		)	5,002
Proceeds from the disposition of property, plant, and equipment	45			1,267
Cash used for investing activities	(225,380		)	(60,878		)
Financing activities
Payments made on bank debt	(3,438		)	(7,041		)
Payments made to extinguish debt	(257,813		)	—
Proceeds from issuance of long-term debt	350,000			—
Payments made for debt issue costs	(5,819		)	—
Proceeds from employee stock compensation plans	1,820			2,651
Excess tax benefits from share-based plans	170			981
Cash provided by (used for) financing activities	84,920			(3,409		)
Decrease in cash and cash equivalents	(128,233		)	(111,721		)
Cash and cash equivalents - beginning of year	393,893			336,700
Cash and cash equivalents - end of year	$	265,660		$	224,979