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 8, 2011
Technical Communications Corporation
(Exact name of registrant as specified in its charter)
Massachusetts |
0-8588 |
04-2295040 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
100 Domino Drive, Concord, MA |
01742 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (978) 287-5100
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 2.02. Results of Operations and Financial Condition.
On August 8, 2011, Technical Communications Corporation announced its financial results for the fiscal quarter ended June 25, 2011. A copy of the press release dated August 8, 2011 describing such results is attached as Exhibit 99.1 to this report and incorporated herein.
Item 8.01. Other Events.
On August 4, 2011, the Board of Directors of Technical Communications Corporation declared a dividend of $0.10 per share of common stock payable on September 15, 2011 in cash to all shareholders of record on September 1, 2011. A copy of the press release dated August 8, 2011 describing such dividend declaration is attached as Exhibit 99.1 to this report and incorporated herein.
Item 9.01. Financial Statements and Exhibits.
a.
Financial statements of businesses acquired. Not applicable.
b.
Pro forma financial information. Not applicable.
c.
Shell company transactions. Not applicable
d.
Exhibits.
The following exhibit is furnished pursuant to Item 2.02 hereof, and the information contained in this report and such exhibit 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, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated therein.
Exhibit No.
Title
99.1
Press Release dated August 8, 2011
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Technical Communications Corporation
(Registrant) |
||
| August 8, 2011
(Date) |
/s/ CARL H. GUILD, JR.
Carl H. Guild, Jr. President and Chief Executive Officer |
EXHIBIT 99.1
CONCORD, Mass., Aug. 8, 2011 (GLOBE NEWSWIRE) -- Technical Communications Corporation (Nasdaq:TCCO) today announced its results for the fiscal quarter ended June 25, 2011. For the third quarter of the Company's 2011 fiscal year, the Company reported net income of $1,000,000, or $0.55 per share, on revenue of $4,023,000, as compared to net income of $2,423,000 or $1.33 per share, on revenue of $6,350,000 for the quarter ended June 26, 2010. For the nine months ended June 25, 2011, the Company reported net income of $2,014,000, or $1.10 per share, on revenue of $9,865,000, as compared to net income of $4,692,000, or $2.87 per share, on revenue of $14,690,000 for the nine months ended June 26, 2010.
Technical Communications Corporation today also announced that its Board of Directors has declared a dividend of $0.10 per share of common stock outstanding. The dividend is payable in cash on September 15, 2011 to all shareholders of record on September 1, 2011.
Commenting on corporate performance, Carl H. Guild, Jr., President and Chief Executive Officer of TCC said, "TCC's performance in the third quarter was strong in both the network and radio encryption areas. Shipments in excess of $550,000 of our DLE7050 encryption systems were made to a Mid-East customer as part of a program to continue expansion of its deployment in the country's naval forces. Also included in this program is a planned upgrade of the fielded encryption systems. An initial order for this work, which will be done at our Concord, MA facility, has been received and is expected to be delivered in fiscal 2012.
The third quarter's revenues somewhat exceeded our expectations due to accelerated deliveries of our DSP9000 radio encryption systems into Afghanistan. Certain of the delivery requirements were accelerated to the third quarter, which increased revenues above plan and are therefore expected to correspondingly reduce planned revenues in the fourth quarter. In June, Datron World Communications placed new orders valued in excess of $4,800,000 for DSP9000 encryption handsets and radio encryption modules. These orders are expected to ship largely in the first and second quarters of fiscal 2012.
The Secure Telephone product area has received orders of over $400,000 for new equipment and support. The CSD3324SP now employs the Advanced Encryption Standard (AES) algorithms and a public key management system making it attractive for high security office communications. TCC is offering programs to upgrade our existing CSD3324SE installed base to the AES version-making it possible and practical to use the newer encryption technology without replacing the original telephone.
TCC continues its efforts to expand our markets. In Latin America we have reorganized the company's marketing and business development structure to report to our Director of Latin American Sales, located in San Juan, Puerto Rico. Management believes this structure will provide more in-region management and enable more focused attention on our customers' needs. The Director manages the agents and representatives who are responsible for developing the customer relations and support.
In another region of the world, India, TCC has established the office of Director, Indian Business Development located in New Delhi. The view in India is for the longer term as we expect to establish the TCC reputation and brand for high quality communications security to be ready to benefit from the opening of a cyber security market."
About Technical Communications Corporation
TCC designs, manufactures, and supports superior grade secure communications systems that protect highly sensitive information transmitted over a wide range of data, voice and fax networks. TCC's security solutions protect information privacy on every continent in over 115 countries. Government agencies, militaries, financial institutions, telecommunications carriers and multinational corporations worldwide rely on TCC to protect their communications networks.
Statements made in this press release, including any discussion of our anticipated operating results, financial condition and earnings, including statements about the Company's ability to achieve and sustain growth and profitability and expand product lines and market share, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, identified by the use of such terms as "anticipates," "believes," "expects," "may," "plans" and "estimates," among others, involve known and unknown risks. The Company's results may differ significantly from the results expressed or implied by such forward-looking statements. The Company's results may be affected by many factors, including but not limited to future changes in export laws or regulations, changes in technology, the effect of foreign political unrest, the ability to hire, retain and motivate technical, management and sales personnel, the risks associated with the technical feasibility and market acceptance of new products, changes in telecommunications protocols, the effects of changing costs, exchange rates and interest rates, and the Company's ability to secure adequate capital resources. These and other risks are detailed from time to time in the Company's filings with the Securities and Exchange Commission, including the Company's Quarterly Reports on Form 10-Q for the quarters ended March 26, 2011 and December 25, 2010 and its Annual Report on Form 10-K for the fiscal year ended September 25, 2010.
| Technical Communications Corporation | ||
| Condensed consolidated income statements | ||
|
Quarter Ended (Unaudited) |
||
| 6/25/2011 | 6/26/2010 | |
| Net sales | $4,023,000 | $6,350,000 |
| Gross profit | 3,257,000 | 4,489,000 |
| S, G & A expense | 767,000 | 696,000 |
| Product development costs | 879,000 | 781,000 |
| Operating income | 1,611,000 | 3,012,000 |
| Income tax expense | 611,000 | 590,000 |
| Net income | 1,000,000 | 2,423,000 |
| Net income per share: | ||
| Basic | $0.55 | $1.33 |
| Diluted | $0.54 | $1.29 |
|
Nine Months Ended (Unaudited) |
||
| 6/25/2011 | 6/26/2010 | |
| Net sales | $9,865,000 | $14,690,000 |
| Gross profit | 7,939,000 | 10,192,000 |
| S, G & A expense | 2,166,000 | 2,327,000 |
| Product development costs | 2,736,000 | 1,639,000 |
| Operating income | 3,037,000 | 6,226,000 |
| Income tax expense | 1,025,000 | 1,537,000 |
| Net income | 2,014,000 | 4,692,000 |
| Net income per share: | ||
| Basic | $1.10 | $2.87 |
| Diluted | $1.07 | $2.72 |
| Condensed consolidated balance sheets | ||
| 6/25/2011 | 9/25/2010 | |
| (unaudited) |
(derived from audited financial statements) |
|
| Cash | $10,735,000 | $11,034,000 |
| Accounts receivable, net | 6,000 | 131,000 |
| Inventory | 2,957,000 | 2,613,000 |
| Deferred income taxes | 607,000 | 469,000 |
| Other current assets | 183,000 | 154,000 |
| Total current assets | 14,488,000 | 14,401,000 |
| Property and equipment, net | 486,000 | 425,000 |
| Total assets | $14,974,000 | $14,826,000 |
| Accounts payable | 220,000 | 314,000 |
| Accrued expenses and other current liabilities | 1,444,000 | 2,927,000 |
| Total current liabilities | 1,664,000 | 3,241,000 |
| Total stockholders' equity | 13,310,000 | 11,585,000 |
| Total liabilities and stockholders' equity | $14,974,000 | $14,826,000 |
CONTACT: Michael P. Malone
Chief Financial Officer
(978) 287-5100
www.tccsecure.com