U.S. 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) July 31, 2014

 

AMERICAN SCIENCE AND ENGINEERING, INC.

(Exact Name Of Registrant As Specified In Its Charter)

 

MASSACHUSETTS

(State or Other Jurisdiction of Incorporation)

 

 

 

(978) 262-8700

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(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:

 

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 July 31, 2014, American Science and Engineering, Inc. (the “Company”) issued a press release announcing financial results for the first quarter of fiscal year 2015 ended June 30, 2014.  The Company also posted on its website (http://ir.as-e.com/events.cfm) a slide presentation regarding such financial results.  Copies of the press release and slide presentation are attached herewith as Exhibit 99.1 and 99.2, respectively.

 

Limitation on Incorporation by Reference.    The information furnished in this Form 8-K and the Exhibits attached hereto 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, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Cautionary Note Regarding Forward-Looking Statements.     Except for historical information contained in the press release and slide presentation attached as Exhibits hereto, the press release and slide presentation contain forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release and slide presentation regarding these forward-looking statements.

 

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d)  Exhibits

 

Exhibit Number		Description
99.1		Press Release of American Science and Engineering, Inc. dated July 31, 2014 announcing financial results for first quarter of fiscal year 2015.
99.2		Earnings Call Presentation of American Science and Engineering, Inc. dated July 31, 2014 announcing financial results for first quarter of fiscal year 2015.

 

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 thereunto duly authorized.

 

Date: July 31, 2014	AMERICAN SCIENCE AND ENGINEERING, INC.
	By:	/s/ Kenneth J. Galaznik
		Kenneth J. Galaznik
		Senior Vice President, CFO and Treasurer

 

3

 

EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Press Release of American Science and Engineering, Inc. dated July 31, 2014, announcing financial results for first quarter of fiscal year 2015.
99.2		Earnings Call Presentation of American Science and Engineering, Inc. dated July 31, 2014, announcing financial results for first quarter of fiscal year 2015.

 

4

EXHIBIT 99.1

 

American Science and Engineering, Inc. Reports Results for

First Quarter Fiscal Year 2015

 

·                  Revenue for First Quarter reported at $35.5M

·                  Bookings for First Quarter reported at $22.3M

·                  Company Declaring Quarterly Dividend of $0.50 per share

 

BILLERICA, Mass. — July 31, 2014 — American Science and Engineering, Inc. (NASDAQ: ASEI) (“AS&E”), a leading worldwide supplier of innovative X-ray inspection solutions, today reported its financial results for the first quarter fiscal year 2015 ended June 30, 2014. The Company reported revenues of $35.5 million as compared with revenues of $43.1 million for the first quarter of fiscal year 2014, net income of $1.5 million as compared with net income of $4.9 million for the first quarter of fiscal year 2014, and earnings per share of $0.18 as compared with earnings per share of $0.62 for the first quarter of fiscal year 2014.

 

The Company reported $22.3 million in bookings for the first quarter of fiscal year 2015 as compared with $29.9 million in bookings for the first quarter of the prior fiscal year. Backlog at June 30, 2014 was $162.9 million.

 

The Company is declaring a quarterly cash dividend of $0.50 per share, payable on September 3, 2014 to the holders of record at the close of business on August 20, 2014.

 

“While we continue to make significant progress on our long-term strategic growth initiatives, we are still experiencing quarter-to-quarter volatility,” said Chuck Dougherty, AS&E’s President and Chief Executive Officer. “Escalating conflicts in the Middle East delayed both shipments and anticipated bookings in the quarter. Our pipeline, however, is substantial and continues to steadily grow. The successful introduction of our breakthrough MINI Z™ portable screening system, the launch of a new North American Public Safety channel, and other strategic initiatives now underway will continue to help us leverage our technology leadership to expand the application reach of our offerings into targeted markets.”

 

Chuck Dougherty, President and Chief Executive Officer, and Ken Galaznik, Senior Vice President, Chief Financial Officer and Treasurer, will host a conference call and simultaneous webcast to discuss the results and respond to questions. The conference call and webcast will include a presentation and are scheduled for Thursday, July 31, 2014 at 8:30 a.m. ET.

 

To participate in the conference call, please dial 1-877-303-9143 at least 10 minutes prior to its starting time. For international participants, please dial +1-760-536-5194. The conference identification number is 76073890. You will be placed on hold until the conference call is ready to begin. The live webcast and presentation can be accessed through the investor relations section of the Company’s website at http://ir.as-e.com/events.cfm.

 

An audio replay of the teleconference will be available, in its entirety, starting Thursday, July 31, 2014 at 11:30 a.m. ET for a one-week period by dialing 1-855-859-2056. Internationally, please dial +1-404-537-3406. The conference identification number is 76073890. The replay and presentation will also be available through the Company’s web site at http://ir.as-e.com/events.cfm.

 

-continued-

 

 

About AS&E

 

American Science and Engineering, Inc. (AS&E) is the trusted global provider of threat and contraband detection solutions for ports, borders, military, critical infrastructure, law enforcement, and aviation. With over 50 years of experience, AS&E offers proven, advanced X-ray inspection systems to combat terrorism, drug smuggling, illegal immigration and trade fraud. AS&E systems are designed in a variety of configurations for cargo and vehicle inspection, parcel inspection, and personnel screening. Using a combination of technologies, these systems provide superior detection capabilities, with high-energy, dual-energy, and Z Backscatter X-rays. Learn more about AS&E products and technologies at www.as-e.com and follow us on Twitter @ase_detects.

 

Public Relations Contact:

Dana Harris	Laura Berman
Red Javelin Communications, Inc.	American Science and Engineering, Inc.
978-440-8392	978-262-8700
dana@redjavelin.com	lberman@as-e.com

 

Safe Harbor Statement: The foregoing press release contains statements concerning AS&E’s financial performance, markets and business operations that may be considered “forward-looking” under applicable securities laws. AS&E wishes to caution readers of this press release that actual results might differ materially from those projected in any forward-looking statements. Factors which might cause actual results to differ materially from those projected in the forward-looking statements contained herein include the following: significant reductions, delays or cancellations (in full or in part) in procurements of the Company’s systems by the United States and other governments; disruption in the supply of any source component incorporated into AS&E’s products; litigation seeking to restrict the use of intellectual property used by the Company; limitations under certain laws on the Company’s ability to protect its own intellectual property; potential product liability claims against the Company; global political trends and events which affect public perception of the threat presented by drugs, explosives and other contraband; global economic developments and the ability of governments and private organizations to fund purchases of the Company’s products to address such threats; the potential insufficiency of Company resources, including human resources, capital, plant and equipment and management systems, to accommodate any future growth; technical problems and other delays that could impact new product development and the Company’s ability to adapt to changes in technology and customer requirements; competitive pressures; lengthy sales cycles both in United States government procurement and procurement abroad; future delays in federal funding, the market price of the company’s stock prevailing from time to time, the nature of other investment opportunities presented to the company from time to time, the company’s cash flows from operations and market and general economic conditions. These and certain other factors which might cause actual results to differ materially from those projected are detailed from time to time in AS&E’s periodic reports and registration statements filed with the Securities and Exchange Commission, which important factors are incorporated herein by reference. AS&E undertakes no obligation to update forward looking statements to reflect changed assumptions, the occurrence of unanticipated events, or changes in future operating results, financial condition or business over time. Readers are further advised to review the “Risk Factors” set forth in the Company’s most recent Form 10-Q and Form 10-K, which further detail and supplement the factors described in this Safe Harbor Statement. Among other disclosures, the Risk Factors disclose risks pertaining to that portion of the Company’s business that is dependent on United States government contracting as well as international customers.

 

 

AMERICAN SCIENCE AND ENGINEERING, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

 

		For the Three Months Ended
		June 30, 2014			June 30, 2013
Total net sales and contract revenues		$	35,537		$	43,084
Total cost of sales and contracts		19,068			23,937
Gross profit		16,469			19,147
Expenses:
Selling, general and administrative		8,191			7,409
Research and development		6,006			4,414
Total expenses		14,197			11,823
Operating income		2,272			7,324
Interest and other, net		(85		)	(8		)
Income before provision for income taxes		2,187			7,316
Provision for income taxes		733			2,451
Net income		$	1,454		$	4,865
Income per share - Basic		$	0.18		$	0.62
Income per share - Diluted		$	0.18		$	0.62
Weighted average shares - Basic		7,891			7,842
Weighted average shares - Diluted		7,913			7,882

 

The results of operations reported herein may not be indicative of future financial conditions or results of future operations.

 

 

AMERICAN SCIENCE AND ENGINEERING, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

 

		June 30, 2014			March 31, 2014
Assets
Current assets:
Cash and cash equivalents		$	50,120		$	62,143
Restricted cash and investments		14,570			14,603
Short-term investments, at fair value		87,479			88,649
Accounts receivable, net		30,242			34,317
Unbilled costs and fees		3,169			2,491
Inventories		38,100			32,935
Other current assets		14,417			10,234
Total current assets		238,097			245,372
Non-current assets:
Building, equipment and leasehold improvements, net		11,612			12,969
Restricted cash and investments		346			313
Other assets		7,148			6,857
Total assets		$	257,203		$	265,511
Liabilities & Stockholders’ Equity
Current liabilities:
Accounts payable		$	7,494		$	10,618
Customer deposits		20,985			16,589
Deferred revenue		12,198			10,934
Other current liabilities		16,682			24,350
Total current liabilities		57,359			62,491
Non-current liabilities:
Lease financing liability		1,023			1,404
Other non-current liabilities		3,082			4,221
Total liabilities		61,464			68,116
Stockholders’ equity		195,739			197,395
Total liabilities and stockholders’ equity		$	257,203		$	265,511

 

 

AMERICAN SCIENCE AND ENGINEERING, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

		For the Three Months Ended
		June 30, 2014			June 30, 2013
Cash flows from operating activities:
Net income		$	1,454		$	4,865
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization		1,312			1,291
Provision for contracts, inventory, and accounts receivable reserves		(420		)	32
Amortization of bond premium		289			470
Stock compensation expense		779			308
Changes in assets and liabilities:
Accounts receivable		4,068			3,139
Unbilled costs and fees		(678		)	(355		)
Inventories		(4,297		)	(2,287		)
Prepaid expenses and other assets		(4,474		)	1,959
Accounts payable		(3,124		)	633
Accrued income taxes		(2,072		)	844
Customer deposits		4,396			4,766
Deferred revenue		115			(1,373		)
Accrued expenses and other liabilities		(5,591		)	(2,666		)
Net cash provided by (used for) operating activities		(8,243		)	11,626
Cash flows from investing activities:
Purchases of short-term investments		(21,133		)	—
Proceeds from sales and maturities of short-term investments		22,000			47,638
Purchases of property and equipment, net		(396		)	(707		)
Net cash provided by investing activities		471			46,931
Cash flows from financing activities:
Increase in restricted cash and investments		—			(1,797		)
Proceeds from exercise of stock options		116			1,452
Repurchase of shares of common stock		—			(12,306		)
Repayment of leasehold financing liability		(376		)	(369		)
Payment of common stock dividend		(3,991		)	(3,893		)
Net cash used for financing activities		(4,251		)	(16,913		)
Net increase (decrease) in cash and cash equivalents		(12,023		)	41,644
Cash and cash equivalents at beginning of period		62,143			40,418
Cash and cash equivalents at end of period		$	50,120		$	82,062

 

#######

 

Exhibit 99.2