VOLT INFORMATION SCIENCES INC
8-K, 1998-08-27
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



                   -------------------------------------------

                                    FORM 8-K

                                 Current Report
                     Pursuant to Section 13 or 15(d) of the
                       Securities and Exchange Act of 1934


                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
                                 August 20, 1998

                         VOLT INFORMATION SCIENCES, INC.
              ----------------------------------------------------
              Exact Name of Registrant as Specified in Its Charter



          NEW YORK                      1-9232                   13-5658129
- ----------------------------         -----------             -----------------
(State or Other Jurisdiction         (Commission             (I.R.S. Employer
      of Incorporation)             File Number)            Identification No.)




1221 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK                     10020
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices)                          (Zip Code)

                                 (212) 704-2400
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


                                 NOT APPLICABLE
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)
<PAGE>   2
Item 5.           Other Events
- -------           ------------

                  On August 20, 1998, the Company issued the press release
attached to this report as Exhibit 99.01 concerning the formation of a joint
venture.

                  On August 24, 1998, the Company issued the press release
attached to this report as Exhibit 99.02 concerning the election of two
additional members to the Company's Board of Directors.

Item 7.           Financial Statements, Pro Forma Financial Information and
- -------           ---------------------------------------------------------
                  Exhibits
                  --------

         (a)      Financial statements of business acquired:

                  Not applicable.

         (b)      Pro forma financial information:

                  Not applicable.

         (c)      Exhibits:

                  99.01 Volt Information Sciences, Inc. Press Release dated
                  August 20, 1998.

                  99.02 Volt Information Sciences, Inc. Press Release dated
                  August 24, 1998.

                                S I G N A T U R E
                                -----------------

         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.



                                    VOLT INFORMATION SCIENCES, INC.




Date:  August 26, 1998              By: /s/ James J. Groberg
                                        --------------------------------
                                        James J. Groberg, Senior Vice President
<PAGE>   3
                                EXHIBIT INDEX
                                -------------

<TABLE>
<CAPTION>
Exhibit
Number            Description
- ------            -----------

<S>        <C>
99.01      Volt Information Sciences, Inc. Press Release dated August 20, 1998.

99.02      Volt Information Sciences, Inc. Press Release dated August 24, 1998.
</TABLE>

<PAGE>   1
FOR IMMEDIATE RELEASE

CONTACTS:
- ---------
JAMES J. GROBERG                                   STACY LIPSCHITZ
RON KOCHMAN                                        RUDER FINN, INC.
(212) 704-2400                                     (212) 583-2757
[email protected]                                  [email protected]


                       VOLT INFORMATION SCIENCES AND TELUS
                     ADVERTISING SERVICES FORM JOINT VENTURE


NEW YORK, NY, August 20, 1998 -- Volt Information Sciences, Inc. (NYSE:VOL) and
TELUS Advertising Services ("TAS"), a wholly owned subsidiary of TELUS
Corporation, announced today that they have formed a joint venture for the
publishing of community telephone directories. The two partners have committed
$25 million each for the acquisition, start-up, and operation of a business
engaged in the publication of community telephone directories in the western
half of the United States.

The companies believe that by pooling their resources the joint venture will
have the ability to capture a significant market share in a geographic region
presently undeveloped by either of the companies. The new business will operate
under the supervision of a management committee represented equally by Volt and
TAS.

This joint venture further expands Volt's existing relationship with TELUS.
Under an existing contract, Volt provides TELUS with all publishing and prepress
system services for its Canadian directories through the Year 2005.

"Volt is an ideal collaborative partner for TELUS Advertising Services, as we
prepare to expand beyond the boundaries of our home market in Alberta into the
United States," commented Don Romaniuk, President of TAS. "Given the twenty
years experience with each other in Canada, the chemistry between our two
companies is outstanding. By combining our complementary strengths and skill
sets, we see no barriers to our continued rapid growth in the directory
publishing business," he concluded.


                                  (Page 1 of 2)
<PAGE>   2
Gerard DiPippo, President of Volt Directory Division added, "Our special
relationship has now expanded into a cooperative effort which will certainly
enhance the directory publishing potential for both companies. After many years,
our respective personnel have become extremely familiar with each other, and
this association will help in building this new joint venture."

TAS is presently the publisher of the telephone directories of TELUS Corporation
in Canada. Volt, through its wholly owned subsidiary, DataNational, is a
publisher of community telephone directories in the United States, primarily in
the mid-Atlantic and southern part of the country.

TELUS Corporation, is Canada's third largest telecommunications company, with
more than 9,000 employees and CDN$4.4 billion in assets. Through its
subsidiaries, TELUS provides local and long distance phone service, Internet,
multimedia, wireless, data and advertising services.

Volt Information Sciences, Inc. operates a technical services and temporary
staffing business, provides varied services to the telecommunications industry,
and furnishes electronic prepress equipment and services to the print media
industry. Revenue in fiscal 1997 was $1.4 billion.


                                       ###

This press release contains forward-looking statements which, in addition to
assuming a continuation of the degree and timing of customer utilization and
rate of renewals of contracts with the Company at historical levels, are subject
to a number of known and unknown risks that, in addition to general economic,
competitive and other business conditions, could cause actual results,
performance and achievements to differ materially from those described or
implied in the forward-looking statements. Additional information concerning the
factors that could cause actual results to differ materially from those in the
forward-looking statements is contained in Company reports filed with the
Securities and Exchange Commission.


                                  (Page 2 of 2)

<PAGE>   1
FOR IMMEDIATE RELEASE

CONTACTS:
- ---------
JAMES J. GROBERG                                   STACY LIPSCHITZ
RON KOCHMAN                                        RUDER FINN, INC.
(212) 704-2400                                     (212) 583-2757
[email protected]                                  [email protected]


                       VOLT ADDS TWO TO BOARD OF DIRECTORS


NEW YORK, NY, August 24, 1998 -- Volt Information Sciences, Inc. (NYSE:VOL)
announced today the election of William H. Turner, 58, and Stephen A. Shaw, 38,
to the Company's Board of Directors. The appointments increase the number of
directors to eight.

Mr. Turner, who retired in 1996 as a Vice Chairman of Chase Bank after a 34-year
career with Chase and its predecessors, is now President of The PNC Bank of New
Jersey. In addition to numerous philanthropic activities, Mr. Turner serves on
several not-for-profit Boards. He also is a member of the Board of Directors of
Standard Motor Products, Inc. and Franklin Electronic Publishers, Inc.

Mr. Shaw is a Corporate Vice President of Volt, overseeing technical staffing
services in the Northeast United States. He joined Volt in 1982 and left in 1986
to start his own telecommunications business. Since rejoining the company in
1995, he has served as a Vice President of Volt Services Group and as a Director
of Operations of Volt's Advanced Technology Group. Mr. Shaw is the son of Jerome
Shaw, Executive Vice President, Director and Co-founder of Volt.

"We are pleased to have Bill and Steve join our board. They both add
considerable talent and experience to our director group," said William Shaw,
Chairman of the Board and President of Volt. "Steve has demonstrated leadership
qualities and innovative thinking throughout his management experiences with
Volt's most profitable business lines. We are confident in his continued, strong
contribution to our prosperity and growth. Bill Turner's seasoned and extensive
knowledge of the banking industry, combined with his work in electronic
publishing,


                                  (Page 1 of 2)
<PAGE>   2
will be invaluable to Volt as we continue to execute our long-term goals. We
look forward to the opportunity to benefit from his strategic thinking and broad
understanding of business practices".

Volt Information Sciences, Inc. operates a technical services and temporary
staffing business, provides varied services to the telecommunications industry,
and furnishes electronic prepress equipment and services to the print media
industry. Revenue in fiscal 1997 was $1.4 billion.

                                       ###

This press release contains forward-looking statements which, in addition to
assuming a continuation of the degree and timing of customer utilization and
rate of renewals of contracts with the Company at historical levels, are subject
to a number of known and unknown risks that, in addition to general economic,
competitive and other business conditions, could cause actual results,
performance and achievements to differ materially from those described or
implied in the forward-looking statements. Additional information concerning the
factors that could cause actual results to differ materially from those in the
forward-looking statements is contained in Company reports filed with the
Securities and Exchange Commission.


                                  (Page 2 of 2)



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