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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
/x/ |
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended July 2, 2000
or
/ / | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission file number 1-10582
ALLIANT TECHSYSTEMS INC.
(Exact name of registrant as specified in its charter)
DELAWARE (State or other jurisdiction of incorporation or organization) |
41-1672694 (I.R.S. Employer Identification No.) |
|
600 SECOND STREET N.E. HOPKINS, MINNESOTA (Address of principal executive office) |
|
55343-8384 (Zip Code) |
(952) 931-6000
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name, former address and former fiscal year
if changed from last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed under Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes /x/ No / /
As of July 31, 2000, the number of shares of the registrant's common stock, par value $.01 per share, outstanding was 9,077,601 (excluding 4,789,012 treasury shares).
ITEM 1. FINANCIAL STATEMENTS
Consolidated Income Statements (Unaudited)
|
Quarters Ended |
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(In thousands except per share data) |
July 2, 2000 |
July 4, 1999 |
|||||||
Sales | $ | 270,084 | $ | 272,721 | |||||
Cost of sales | 216,491 | 217,835 | |||||||
Gross margin | 53,593 | 54,886 | |||||||
Operating expenses: | |||||||||
Research and development | 1,533 | 1,887 | |||||||
Selling | 6,737 | 5,995 | |||||||
General and administrative | 14,086 | 15,094 | |||||||
Other operating activities | | 3,650 | |||||||
Total operating expenses | 22,356 | 26,626 | |||||||
Income before interest and income taxes | 31,237 | 28,260 | |||||||
Interest expense | (8,708 | ) | (9,155 | ) | |||||
Interest income | 214 | 107 | |||||||
Income from continuing operations before income taxes | 22,743 | 19,212 | |||||||
Income tax provision | 7,778 | 4,611 | |||||||
Net income | $ | 14,965 | $ | 14,601 | |||||
Basic earnings per common share: | $ | 1.65 | $ | 1.43 | |||||
Diluted earnings per common share: | $ | 1.62 | $ | 1.39 | |||||
Average number of common shares (thousands) | 9,048 | 10,226 | |||||||
Average number of common and dilutive shares (thousands) | 9,215 | 10,487 | |||||||
See Notes to Consolidated Financial Statements
Consolidated Balance Sheets (Unaudited)
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July 2, 2000 |
March 31, 2000 |
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---|---|---|---|---|---|---|---|---|---|
(In thousands except share and per share data) |
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Assets | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | $ | 24,027 | $ | 45,765 | |||||
Receivables | 260,364 | 244,881 | |||||||
Net inventory | 49,908 | 53,629 | |||||||
Deferred income tax asset | 5,480 | 5,480 | |||||||
Other current assets | 7,719 | 1,295 | |||||||
Total current assets | 347,498 | 351,050 | |||||||
Net property, plant, and equipment | 331,736 | 335,628 | |||||||
Goodwill | 123,733 | 124,718 | |||||||
Prepaid and intangible pension assets | 84,517 | 80,877 | |||||||
Other assets and deferred charges | 15,830 | 13,711 | |||||||
Total assets | $ | 903,314 | $ | 905,984 | |||||
Liabilities and Stockholders' Equity | |||||||||
Current liabilities: | |||||||||
Current portion of long-term debt | $ | 59,038 | $ | 55,650 | |||||
Line of credit borrowings | 69,000 | 49,000 | |||||||
Accounts payable | 65,633 | 77,982 | |||||||
Contract advances and allowances | 65,003 | 71,682 | |||||||
Accrued compensation | 25,596 | 32,969 | |||||||
Accrued income taxes | 14,561 | 7,430 | |||||||
Other accrued liabilities | 58,032 | 61,880 | |||||||
Total current liabilities | 356,863 | 356,593 | |||||||
Long-term debt | 259,809 | 277,109 | |||||||
Post-retirement and post-employment benefits liability | 115,831 | 118,137 | |||||||
Other long-term liabilities | 42,263 | 39,198 | |||||||
Total liabilities | 774,766 | 791,037 | |||||||
Contingencies | |||||||||
Common stock$.01 par value | |||||||||
Authorized20,000,000 shares | |||||||||
Issued and outstanding 9,063,112 shares at July 2, 2000 and 9,073,752 at March 31, 2000 | 139 | 139 | |||||||
Additional paid-in-capital | 235,070 | 236,416 | |||||||
Retained earnings | 212,225 | 197,259 | |||||||
Unearned compensation | (2,137 | ) | (2,520 | ) | |||||
Pension liability adjustment | (3,768 | ) | (3,768 | ) | |||||
Common stock in treasury, at cost (4,800,501 shares held at July 2, 2000 and 4,789,861 at March 31, 2000) | (312,981 | ) | (312,579 | ) | |||||
Total stockholders' equity | 128,548 | 114,947 | |||||||
Total liabilities and stockholders' equity | $ | 903,314 | $ | 905,984 | |||||
See Notes to Consolidated Financial Statements
Consolidated Statements of Cash Flows (Unaudited)
|
Quarters Ended |
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---|---|---|---|---|---|---|---|---|---|
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July 2, 2000 |
July 4, 1999 |
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(In thousands) |
|
|
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Operating activities | |||||||||
Net income | $ | 14,965 | $ | 14,601 | |||||
Adjustments to net income to arrive at cash used for operations: | |||||||||
Depreciation | 9,355 | 10,578 | |||||||
Amortization of intangible assets and unearned compensation | 1,844 | 2,653 | |||||||
Loss on disposal of property | 508 | 270 | |||||||
Changes in assets and liabilities: | |||||||||
Receivables | (15,483 | ) | (13,799 | ) | |||||
Inventory | 3,721 | 506 | |||||||
Accounts payable | (12,349 | ) | (33,182 | ) | |||||
Contract advances and allowances | (6,679 | ) | (5,844 | ) | |||||
Accrued compensation | (7,373 | ) | (7,987 | ) | |||||
Accrued income taxes | 7,131 | 4,064 | |||||||
Pension and post-retirement benefits | (2,306 | ) | (2,113 | ) | |||||
Other assets and liabilities | (13,843 | ) | (10,619 | ) | |||||
Cash used for operations | (20,509 | ) | (40,872 | ) | |||||
Investing activities | |||||||||
Capital expenditures | (5,491 | ) | (6,549 | ) | |||||
Cash used for investing activities | (5,491 | ) | (6,549 | ) | |||||
Financing activities | |||||||||
Net borrowings on line of credit | 20,000 | 47,000 | |||||||
Payments made on bank debt | (13,912 | ) | (7,500 | ) | |||||
Proceeds from issuance of long-term debt | | 29,000 | |||||||
Net purchase of treasury shares | (3,043 | ) | (6,308 | ) | |||||
Proceeds from exercised stock options | 1,217 | 1,242 | |||||||
Cash provided by financing activities | 4,262 | 63,434 | |||||||
Increase (decrease) in cash and cash equivalents | (21,738 | ) | 16,013 | ||||||
Cash and cash equivalentsbeginning of period | 45,765 | 21,078 | |||||||
Cash and cash equivalentsend of period | $ | 24,027 | $ | 37,091 | |||||
See Notes to Consolidated Financial Statements
Notes to Financial Statements (Unaudited)
Scheduled minimum loan payments on outstanding long-term debt are $41.7 million for the remainder of fiscal 2001, and $69.2 million in each of fiscal years 2002 through 2005. Final debt payment will be made in fiscal year 2005. The Company's total debt (line of credit borrowings, current portion of debt and long-term debt) as a percentage of total capitalization was 75 percent on July 2, 2000, compared to 77 percent on March 31, 2000.
The Company currently has interest rate swaps with a total notional amount of $200 million. Of this total, swaps with a total notional amount of $100 million have six-year terms and swap interest rates between 6.32 and 6.55 percent (6.43 percent average). The remaining swap has a $100 million notional amount, a swap rate of 6.06 percent, and is effective for ten years, with a bank cancellation option in January 2001. The fair market value of the Company's interest rate swaps is $2.7 million at July 2, 2000.
As of July 2, 2000, repurchases of approximately 1.5 million shares have been made under the Company's currently authorized share repurchase programs, aggregating approximately $98.1 million. Any repurchases made under this plan are subject to market conditions and the Company's compliance with its debt covenants. As of July 2, 2000, the Company's debt covenants permit the Company to make "restricted payments" (as defined in the Company's debt covenants) of up to an additional $41.1 million, which would allow for payment of future stock repurchases. While it is currently the Company's intention to make stock repurchases under this program, there can be no assurance that the Company will purchase all or any portion of the remaining shares, or as to the timing or terms thereof.
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Quarter Ended |
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July 2, 2000 |
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March 31, 2000 |
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Employee benefits and insurance | $ | 25,490 | $ | 28,804 | |||
Legal accruals | 5,673 | 5,897 | |||||
Other accruals | 26,869 | 27,179 | |||||
Other accrued liabilities-current | $ | 58,032 | $ | 61,880 | |||
Environmental remediation liability | $ | 16,798 | $ | 16,529 | |||
Deferred tax liability | 10,802 | 10,802 | |||||
Supplemental employee retirement plan and deferred compensation | 14,663 | 11,867 | |||||
Other long-term liabilities | $ | 42,263 | $ | 39,198 | |||
The decrease in employee benefits and insurance since March 31, 2000 is reflective of payments made during the quarter ended July 2, 2000, for previously accrued employee payroll taxes. The increase in supplemental employee retirement plan and deferred compensation is due to the creation of a deferred compensation plan in late fiscal 2000.
The Company's provision for income taxes included both federal and state income taxes. Income tax expense was $7.8 million for the three-month period ended July 2, 2000, compared to $4.6 million for the comparable period of the prior year, representing an effective tax rate of 34.2 percent and
24.0 percent for the periods ended July 2, 2000 and July 4, 1999, respectively. Income tax provisions for interim periods are based on estimated effective annual income tax rates. The estimated effective tax rate for the current fiscal year ending March 31, 2001, is reflective of the Company's best estimate of the fiscal 2001 tax implications associated with its business strategies, as well as the resolution of tax contingencies during the year.
Environmental MattersThe Company is subject to various local and national laws relating to protection of the environment and is in various stages of investigation or remediation of potential, alleged, or acknowledged contamination. At July 2, 2000, the accrued liability for environmental remediation of $27.7 million represents management's best estimate of the present value of the probable and reasonably estimable costs related to the Company's known remediation obligations. It is expected that a significant portion of the Company's environmental costs will be reimbursed to the Company. As collection of those reimbursements is estimated to be probable, the Company has recorded a receivable of $8.0 million, representing the present value of those reimbursements at July 2, 2000. Such receivable primarily represents the expected reimbursement of costs associated with the Aerospace operations acquired from Hercules in March 1995 (Aerospace acquisition), whereby the Company generally assumed responsibility for environmental compliance at Aerospace facilities. It is expected that much of the compliance and remediation costs associated with these facilities will be reimbursable under U.S. Government contracts, and that those environmental remediation costs not covered through such contracts will be covered by Hercules under various indemnification agreements, subject to the Company having appropriately notified Hercules of issues identified prior to the expiration of the stipulated notification periods (March 2000 or March 2005, depending on site ownership). The Company has performed environmental condition evaluations and notified Hercules of its findings prior to the expiration of the March 31, 2000 deadline. The Company's accrual for environmental remediation liabilities and the associated receivable for reimbursement thereof, have been discounted to reflect the present value of the expected future cash flows, using a discount rate, net of estimated inflation, of approximately 4.5 percent. The following is a summary of the Company's amounts recorded for environmental remediation at July 2, 2000: (in thousands)
|
Accrued Environmental Liability |
Environmental Costs Reimbursement Receivable |
||||||
---|---|---|---|---|---|---|---|---|
Amounts (Payable)/Receivable | $ | (35,861 | ) | $ | 10,144 | |||
Unamortized Discount | 8,133 | (2,136 | ) | |||||
Present Value Amounts (Payable)/Receivable | $ | (27,728 | ) | $ | 8,008 | |||
At July 2, 2000, the estimated discounted range of reasonably possible costs of environmental remediation is between $27 and $43 million. The Company does not anticipate that resolution of the environmental contingencies in excess of amounts accrued, net of recoveries, will materially affect future operating results.
In future periods, new laws or regulations, advances in technologies, outcomes of negotiations/litigations with regulatory authorities and other parties, additional information about the ultimate remedy selected at new and existing sites, the Company's share of the cost of such remedies, changes in the extent and type of site utilization, the number of parties found liable at each site and their ability to pay are all factors that could significantly change the Company's estimates. It is reasonably possible that management's current estimates of liabilities for the above contingencies could change in the near term, as more definitive information becomes available.
Legal MattersAs a U.S. Government contractor, the Company is subject to defective pricing and cost accounting standards non-compliance claims by the Government. Additionally, the Company has substantial Government contracts and subcontracts, the prices of which are subject to adjustment. The Company believes that resolution of such claims and price adjustments made or to be made by the
Government for open fiscal years (1995 through 2000) will not materially exceed the amount provided in the accompanying balance sheets.
The Company is a defendant in a number of lawsuits that arise out of, and are incidental to, the conduct of its business. Such matters arise out of the normal course of business and relate to product liability, intellectual property, government regulations, including environmental issues, and other issues. Certain of the lawsuits and claims seek damages in very large amounts. In these legal proceedings, no director, officer, or affiliate is a party or a named defendant.
While the results of litigation cannot be predicted with certainty, management believes, based upon the advice of counsel, that the actions seeking to recover damages against the Company either are without merit, are covered by insurance and reserves, do not support any grounds for cancellation of any contract, or are not likely to materially affect the financial condition or results of operations of the Company, although the resolution of any such matters during a specific period could have a material adverse effect on the quarterly or annual operating results for that period.
|
Quarter Ended |
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July 2, 2000 |
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July 4, 1999 |
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Sales from External Customers | |||||||||
Conventional Munitions | $ | 116,957 | $ | 89,042 | |||||
Aerospace | 100,304 | 118,145 | |||||||
Defense Systems | 52,823 | 65,534 | |||||||
Corporate | | | |||||||
Total External Sales | $ | 270,084 | $ | 272,721 | |||||
Intercompany Sales | |||||||||
Conventional Munitions | 699 | 137 | |||||||
Aerospace | | 234 | |||||||
Defense Systems | 5,978 | 2,047 | |||||||
Corporate | (6,677 | ) | (2,418 | ) | |||||
Total Intercompany Sales | $ | | $ | | |||||
Total Sales | $ | 270,084 | $ | 272,721 | |||||
Earnings before Income Taxes (EBT) | |||||||||
Conventional Munitions | $ | 9,377 | $ | (34 | ) | ||||
Aerospace | 11,729 | 19,566 | |||||||
Defense Systems | (1,534 | ) | (1,993 | ) | |||||
Corporate | 3,171 | 1,673 | |||||||
Total Earnings before income taxes | $ | 22,743 | $ | 19,212 | |||||
average number of common shares and common equivalent shares. Common equivalent shares represent the effect of redeemable common stock and stock options outstanding during each period presented, which, if exercised, would have a dilutive effect on EPS.
In computing EPS for the three month periods ended July 2, 2000 and July 4, 1999, net income as reported for each respective period, is divided by:
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Quarter Ended |
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July 2, 2000 |
July 4, 1999 |
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Basic EPS: | ||||||
Average Shares Outstanding | 9,048 | 10,226 | ||||
Diluted EPS: | ||||||
Average Shares Outstanding | 9,048 | 10,226 | ||||
Dilutive effect of options and redeemable common shares | 167 | 261 | ||||
Diluted EPS Shares Outstanding | 9,215 | 10,487 | ||||
There were 349,500 and 121,700 stock options that were not included in the computation of diluted EPS for the quarters ended July 2, 2000, and July 4, 2000, respectively, due to the option price being greater than the average market price of the common shares.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Sales
In the quarter ended July 2, 2000, the Company's sales were $270.1 million, compared to $272.7 million for the comparable quarter in the prior year.
Conventional Munitions segment sales were $117.7 million, an increase of $28.5 million, or 32.0 percent, compared to $89.2 million for the comparable quarter of the prior year. The increase was primarily attributable to $43 million in small caliber ammunition sales as the Company started production at its Lake City Army and Ammunition Plant in April 2000. This ten-year contract was awarded to the Company in late fiscal 2000. Total revenues from this contract and other Lake City sales are expected to approximate $125 million per year. Partially offsetting this increase was a decrease in sales of $18 million on medium caliber ammunition programs due to technical issues which caused a delay in shipments. Aerospace segment sales were $100.3 million, a decrease of $18.1 million, or 15.3 percent, from $118.4 million for the comparable quarter in the prior year. The decrease is attributable to lower volume from solid propulsion programs, down $19 million compared to the same quarter of the prior year. This decrease is primarily driven by decreased sales on the Titan program as it is in the wind-down phase and reduced Delta propulsion sales. Defense Systems segment sales were $58.8 million, a decrease of $8.8 million, or 13.0 percent, from $67.6 million for the comparable quarter in the prior year. The decrease was driven primarily by reduced volume on anti-tank munitions programs.
Company sales for fiscal 2001 are expected to be approximately $1.1 billion.
Gross Margin
The Company's gross margin in the quarter ended July 2, 2000, was $53.6 million or 19.8 percent of sales, compared to $54.9 million, or 20.1 percent of sales for the comparable quarter of the prior year. While the Company's overall gross margin in the current year period was comparable with that of the prior year period, the current year included a lower gross margin rate in the Defense Systems segment due to approximately $4 million of cost growth on various fuzing programs. Offsetting this was a higher gross margin at the Company's Conventional Munitions segment due primarily to the absence of prior year costs of approximately $5.0 million associated with ordnance reclamation projects.
Fiscal 2001 gross margin, as a percent of sales, is expected to be in the 20.0 - 20.5 percent range.
Operating Expenses
The Company's operating expenses for the quarter ended July 2, 2000, totalled $22.4 million, or 8.3 percent of sales, compared to $26.6 million, or 9.8 percent of sales for the comparable quarter of the prior year. The current period decrease was driven primarily by a prior year one-time $3.7 million charge associated with non-recurring costs to revalue certain assets to their net realizable value.
Fiscal 2001 operating expenses (research and development, selling, and general and administrative), stated as a percent of sales, are expected to be in the 8.5 to 9.0 percent range.
Interest Expense
The Company's net interest expense for the quarter ended July 2, 2000, was $8.5 million, compared to $9.0 million for the comparable quarter in the prior year. The decrease was driven by lower average outstanding debt during the current quarter.
Income from Continuing Operations before Income Taxes
The Company's income from continuing operations before income taxes (earnings before taxes, or "EBT") for the quarter ended July 2, 2000 was $22.7 million, compared to $19.2 million for the comparable quarter of the prior year, the result of lower operating expenses.
Conventional Munitions segment EBT for the quarter ended July 2, 2000, was $9.4 million, compared to a break-even EBT for the comparable quarter of the prior year. The increase is primarily reflective of increased sales and margins on small caliber ammunition and propellant and the absence of approximately $5.0 million of prior year costs associated with ordnance reclamation contracts partially offset by reduced current year medium caliber ammunition margins due to lower sales. Aerospace segment EBT for the quarter ended July 2, 2000, was $11.7 million, a decrease of $7.9 million, compared to $19.6 million for the comparable quarter of the prior year. The decrease was driven primarily due to lower current quarter incentives on the Titan program and reduced Delta propulsion sales. Defense Systems segment EBT for the quarter ended July 2, 2000 was $(1.5) million, compared to $(2.0) million for the comparable quarter of the prior year. The current year improvement is due to higher prior year operating expenses and the absence of a non-recurring $3.7 million charge to revalue certain long-term assets (primarily fixed assets) to the estimated net realizable value, as the Group's management elected to pursue disposal by sale of certain assets no longer deemed critical to the business. The current year results include charges of approximately $4.0 million due to cost growth on various fuzing programs.
Income Taxes
Income tax expense was $7.8 million for the three-month period ended July 2, 2000, compared to $4.6 million for the comparable prior period, representing an effective tax rate of 34.2% and 24.0% for the periods ended July 2, 2000 and July 4, 1999, respectively. Income tax provisions for interim periods are based on estimated effective annual income tax rates. The estimated effective tax rate for the current fiscal year ending March 31, 2001, is reflective of the Company's best estimate of the fiscal 2001 tax implications associated with its business strategies, as well as the resolution of tax contingencies during the year.
Net Income
Net income reported for the quarter ended July 2, 2000, was $15.0 million, compared to $14.6 million for the comparable quarter of the prior year. The overall increase is due to decreased operating and interest expense, partially offset by increased income tax expense.
LIQUIDITY, CAPITAL RESOURCES, AND FINANCIAL CONDITION
Cash used by operations totaled $20.5 million for the quarter ended July 2, 2000, representing an improvement in cash used of $20.4 million, compared to $40.9 million used in the comparable quarter of the prior year. The improved level of cash usage during the quarter was primarily driven by reduced payments made for payables during the current year quarter.
Cash used by investing activities for the quarter ended July 2, 2000, was $5.5 million, a $1.0 million improvement in cash used, compared to $6.5 million used in the comparable quarter of the prior year. This improvement primarily represents reduced capital expenditures in the current year quarter. Capital expenditures in fiscal 2001 are expected to be down approximately $10 million, compared to fiscal 2000 expenditures of $45.6 million. This decrease primarily represents the absence of move and facilitization costs incurred in fiscal 2000.
As of July 2, 2000, the Company had borrowings of $69.0 million against its $250.0 million bank revolving credit facility. Additionally, the Company has outstanding letters of credit of $48.8 million, which further reduced amounts available on the revolving credit facility to $132.2 million at July 2, 2000. Scheduled minimum loan payments on the Company's outstanding long-term debt are $41.7 million for the remainder of fiscal 2001, and $69.2 million in each of fiscal years 2002 through 2005. Final debt payment will be made in fiscal 2005. The Company's total debt (line of credit borrowings, current portion of
long-term debt, and long-term debt) as a percentage of total capitalization, was 75 percent on July 2, 2000 and 77 percent on March 31, 2000.
As of July 2, 2000, repurchases of approximately 1.5 million shares have been made under the Company's currently authorized share repurchase programs, aggregating approximately $98.1 million. Any repurchases made under this plan would be subject to market conditions and the Company's compliance with its debt covenants. As of July 2, 2000, the Company's debt covenants permit the Company to make restricted payments (as defined in the Company's debt covenants) of up to an additional $41.1 million, which would allow for payment of future stock repurchases. While it is currently the Company's intention to make stock repurchases under this program, there can be no assurance that the Company will purchase all or any portion of the remaining shares, or as to the timing or terms thereof.
Based on the financial condition of the Company at July 2, 2000, the Company believes that future operating cash flows, combined with the availability of funding, if needed, under its bank revolving credit facilities, will be adequate to fund future growth of the Company as well as service its long-term obligations.
Contingencies
Environmental MattersThe Company is subject to various local and national laws relating to protection of the environment and is in various stages of investigation or remediation of potential, alleged, or acknowledged contamination. At July 2, 2000, the accrued liability for environmental remediation of $27.7 million represents management's best estimate of the present value of the probable and reasonably estimable costs related to the Company's known remediation obligations. It is expected that a significant portion of the Company's environmental costs will be reimbursed to the Company. As collection of those reimbursements is estimated to be probable, the Company has recorded a receivable of $8.0 million, representing the present value of those reimbursements at July 2, 2000. Such receivable primarily represents the expected reimbursement of costs associated with the Aerospace operations acquired from Hercules in the Aerospace acquisition, whereby the Company generally assumed responsibility for environmental compliance at Aerospace facilities. It is expected that much of the compliance and remediation costs associated with these facilities will be reimbursable under U.S. Government contracts, and that those environmental remediation costs not covered through such contracts will be covered by Hercules under various indemnification agreements, subject to the Company having appropriately notified Hercules of issues identified prior to the expiration of the stipulated notification periods (March 2000 or March 2005, depending on site ownership). The Company performed environmental condition evaluations and notified Hercules of its findings prior to the expiration of the March 31, 2000 deadline. The Company's accrual for environmental remediation liabilities and the associated receivable for reimbursement thereof, have been discounted to reflect the present value of the expected future cash flows, using a discount rate, net of estimated inflation, of approximately 4.5 percent. The following is a summary of the Company's amounts recorded for environmental remediation at July 2, 2000: (in thousands)
|
Accrued Environmental Liability |
Environmental Costs Reimbursement Receivable |
||||||
---|---|---|---|---|---|---|---|---|
Amounts (Payable)/Receivable | $ | (35,861 | ) | $ | 10,144 | |||
Unamortized Discount | 8,133 | (2,136 | ) | |||||
Present Value Amounts (Payable)/Receivable | $ | (27,728 | ) | $ | 8,008 | |||
At July 2, 2000, the estimated discounted range of reasonably possible costs of environmental remediation is between $27 and $43 million. The Company does not anticipate that resolution of the environmental contingencies in excess of amounts accrued, net of recoveries, will materially affect future operating results.
In future periods, new laws or regulations, advances in technologies, outcomes of negotiations/litigations with regulatory authorities and other parties, additional information about the ultimate remedy selected at new and existing sites, the Company's share of the cost of such remedies, changes in the extent and type of site utilization, the number of parties found liable at each site and their ability to pay are all
factors that could significantly change the Company's estimates. It is reasonably possible that management's current estimates of liabilities for the above contingencies could change in the near term, as more definitive information becomes available.
Legal MattersAs a U.S. Government contractor, the Company is subject to defective pricing and cost accounting standards non-compliance claims by the Government. Additionally, the Company has substantial Government contracts and subcontracts, the prices of which are subject to adjustment. The Company believes that resolution of such claims and price adjustments made or to be made by the Government for open fiscal years (1995 through 2000) will not materially exceed the amount provided in the accompanying balance sheets.
The Company is a defendant in a number of lawsuits that arise out of, and are incidental to, the conduct of its business. Such matters arise out of the normal course of business and relate to product liability, intellectual property, government regulations, including environmental issues, and other issues. Certain of the lawsuits and claims seek damages in very large amounts. In these legal proceedings, no director, officer, or affiliate is a party or a named defendant.
While the results of litigation cannot be predicted with certainty, management believes, based upon the advice of counsel, that the actions seeking to recover damages against the Company either are without merit, are covered by insurance and reserves, do not support any grounds for cancellation of any contract, or are not likely to materially affect the financial condition or results of operations of the Company, although the resolution of any such matters during a specific period could have a material adverse effect on the quarterly or annual operating results for that period.
INFLATION
In the opinion of management, inflation has not had a significant impact upon the results of the Company's operations. The selling prices under contracts, the majority of which are long term, generally include estimated cost to be incurred in future periods. These cost projections can generally be negotiated into new buys under fixed-price government contracts, while actual cost increases are recoverable on cost-type contracts.
RISK FACTORS
Certain of the statements made and information contained in this report, excluding historical information, are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements include those relating to fiscal 2001 sales, gross margin, operating expenses, tax payment and capital expenditures. Also included are statements relating to the realization of net deferred tax benefits, the repurchase of Company common stock, the funding of future growth, long-term debt repayment, environmental remediation costs and reimbursement prospects, and in general, the financial and operating impact of the resolution of environmental and litigation contingencies. Such forward-looking statements involve risks and uncertainties that could cause actual results or outcomes to differ materially. Some of these risks and uncertainties are set forth in connection with the applicable statements. Additional risks and uncertainties include, but are not limited to, changes in government spending and budgetary policies, government laws and other rules and regulations surrounding various matters such as environmental remediation, contract pricing, changing economic and political conditions in the United States and in other countries, commercial space launch manifest, international trading restrictions, outcome of union negotiations, customer product acceptance, the Company's success in program pursuits, program performance, continued access to technical and capital resources, and supply and availability of raw materials and components. All forecasts and projections in this report are "forward-looking statements," and are based on management's current expectations of the Company's near-term results, based on current information available pertaining to the Company, including the aforementioned risk factors. Actual results could differ materially.
ITEM 2. LEGAL PROCEEDINGS
As a U.S. Government contractor, the Company is subject to defective pricing and cost accounting standards non-compliance claims by the Government. Additionally, the Company has substantial Government contracts and subcontracts, the prices of which are subject to adjustment. The Company believes that resolution of such claims and price adjustments made or to be made by the Government for open fiscal years (1994 through 1999) will not materially exceed the amount provided in the accompanying balance sheets.
The Company is a defendant in a number of lawsuits that arise out of, and are incidental to, the conduct of its business. Such matters arise out of the normal course of business and relate to product liability, intellectual property, government regulations, including environmental issues, and other issues. Certain of the lawsuits and claims seek damages in very large amounts. In these legal proceedings, no director, officer, or affiliate is a party or a named defendant.
While the results of litigation cannot be predicted with certainty, management believes, based upon the advice of counsel, that the actions seeking to recover damages against the Company either are without merit, are covered by insurance and reserves, do not support any grounds for cancellation of any contract, or are not likely to materially affect the financial condition or results of operations of the Company, although the resolution of any such matters during a specific period could have a material adverse effect on the quarterly or annual operating results for that period.
Incorporated herein by reference is note 5 of Notes to Financial Statements included in Item 1 of Part I of this report.
ITEM 5. OTHER INFORMATION
Attached to this report as Exhibit 99 is a list of the registrant's directors and executive officers, as of the date of this report, which reflects the following changes since June 1, 2000: new titles: Robert E. Gustafson, Vice President, Compensation, Benefits and Talent Management; Scott S. Meyers, Executive Vice President and Chief Financial Officer; and Paula J. Patineau, Senior Financial Officer and Vice President, Human Resources. Scott S. Meyers was elected to the additional position as Director.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit No. |
Description |
Method of Filing |
||
---|---|---|---|---|
10.1 | Amendment 1 to Alliant Techsystems Inc. Management Compensation Plan |
Filed herewith electronically | ||
10.2 |
|
First Amendment to Employment Agreement between the Registrant and Paul David Miller |
|
Filed herewith electronically |
10.3 |
|
Addendum to First Amendment to Employment Agreement |
|
Filed herewith electronically |
10.4 |
|
Form of Performance Share Agreement |
|
Filed herewith electronically |
27 |
|
Financial Data Schedule |
|
Filed herewith electronically |
99 |
|
Alliant Techsystems Inc. Directors and Executive Officers |
|
Filed herewith electronically |
|
|
|
|
|
During the quarterly period ended July 2, 2000, the registrant filed the following reports on Form 8-K:
Date of Report |
Items Reported |
|
---|---|---|
May 16, 2000 | Item 5. Other Events |
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.
ALLIANT TECHSYSTEMS INC. | ||||
Date: August 15, 2000 |
|
By: |
|
/s/ DARYL L. ZIMMER |
Name: | Daryl L. Zimmer | |||
Title: | Vice President, General Counsel and Secretary (On behalf of the registrant) |
|||
Date: August 15, 2000 |
|
By: |
|
/s/ SCOTT S. MEYERS |
Name: | Scott S. Meyers | |||
Title: | Executive Vice President and Chief Financial Officer (Principal Financial Officer) |
ALLIANT TECHSYSTEMS INC.
FORM 10-Q
EXHIBIT INDEX
Exhibit No. |
Description |
Method of Filing |
||
---|---|---|---|---|
10.1 | Amendment 1 to Alliant Techsystems Inc. Management Compensation Plan | Filed herewith electronically | ||
10.2 | First Amendment to Employment Agreement between the Registrant and Paul David Miller | Filed herewith electronically | ||
10.3 | Addendum to First Amendment to Employment Agreement | Filed herewith electronically | ||
10.4 | Form of Performance Share Agreement | Filed herewith electronically | ||
27 | Financial Data Schedule | Filed herewith electronically | ||
99 | Alliant Techsystems Inc. Directors and Executive Officers | Filed herewith electronically |
|