Ems (ELMG) 8-K Results of Operations and Financial Condition

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

July 31, 2007
Date of report (Date of earliest event reported)

EMS TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Georgia	000-06072	58-1035424
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

660 Engineering Drive
Norcross, Georgia 30092
(770) 263-9200
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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 (see General Instruction A.2. below):

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))

Section 1  Financial Information

Item 2.02  Results of Operation and Financial Condition

In December 2006, the Company closed the sale of its EMS Wireless division and has accounted for its results of operations as discontinued operations. The Company recast its consolidated statements of operations and earnings per share data for each quarter of 2005 and 2006 to reflect this change. On July 31, 2007, the Company is publicly releasing its recast financial results of operations and earnings per share data for each of the quarters of 2005 and 2006.

Item 9.01  Financial Statements and Exhibits

(b)	Financial Information
	Recast Consolidated Statements of Operations for the quarters ending April 2, July 2, October 1, and December 31, 2005 furnished pursuant to Item 2.02. Recast Consolidated Statements of Operations for the quarters ending April 1, July 1, September 30, and December 31, 2006 furnished pursuant to Item 2.02.

EMS Technologies, Inc. and Subsidiaries
Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)

	2005 Quarters Ended
	April 2			July 2			Oct 1			Dec 31
Net sales	$	47,963			57,054			58,525			62,345
Cost of sales		31,972			36,660			37,959			40,374
Selling, general and administrative expenses		13,662			13,776			13,730			15,776
Research and development expenses		2,485			3,067			2,975			3,227
Operating (loss) income		(156	)		3,551			3,861			2,968
Interest income		68			90			295			135
Interest expense		(736	)		(872	)		(843	)		(853	)
Foreign exchange gain (loss)		7			(101	)		(252	)		58
(Loss) earnings from continuing operations before income taxes		(817	)		2,668			3,061			2,308
Income tax benefit (expense)		237			(774	)		(888	)		(669	)
Net (loss) earnings from continuing operations		(580	)		1,894			2,173			1,639
Discontinued operations:
Loss from discontinued operations before income taxes		(123	)		(6,266	)		(2,248	)		(5,334	)
Income tax benefit (expense)		399			(1,274	)		(926	)		(797	)
Earnings (loss) from discontinued operations		276			(7,540	)		(3,174	)		(6,131	)
Net loss	$	(304	)		(5,646	)		(1,001	)		(4,492	)
Net (loss) earnings per share:
Basic:
From continuing operations	$	(0.05	)		0.17			0.19			0.15
From discontinued operations		0.02			(0.68	)		(0.28	)		(0.55	)
Net loss	$	(0.03	)		(0.51	)		(0.09	)		(0.40	)
Diluted:
From continuing operations	$	(0.05	)		0.17			0.19			0.15
From discontinued operations		0.02			(0.67	)		(0.28	)		(0.55	)
Net loss	$	(0.03	)		(0.50	)		(0.09	)		(0.40	)
Weighted average number of shares:
Basic		11,164			11,165			11,165			11,210
Diluted		11,164			11,186			11,245			11,249

EMS Technologies, Inc. and Subsidiaries
Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)

	2006 Quarters Ended
	April 1			July 1			Sept 30			Dec 31
Net sales	$	59,045			65,046			64,661			72,367
Cost of sales		37,901			41,150			40,697			44,863
Selling, general and administrative expenses		14,962			16,481			17,124			17,768
Research and development expenses		3,804			4,050			4,100			3,862
Operating income		2,378			3,365			2,740			5,874
Interest income		341			621			628			664
Interest expense		(595	)		(446	)		(411	)		(469	)
Foreign exchange (loss) gain		(318	)		(337	)		(143	)		88
Earnings from continuing operations before income taxes		1,806			3,203			2,814			6,157
Income tax (expense) benefit		(542	)		(962	)		2,676			651
Net earnings from continuing operations		1,264			2,241			5,490			6,808
Discontinued operations:
(Loss) earnings from discontinued operations before income taxes		(614	)		(556	)		368			25,229
Income tax expense		(422	)		(13	)		(286	)		(6,501	)
(Loss) earnings from discontinued operations		(1,036	)		(569	)		82			18,728
Net earnings	$	228			1,672			5,572			25,536
Net earnings (loss) per share:
Basic:
From continuing operations	$	0.10			0.15			0.36			0.45
From discontinued operations		(0.08	)		(0.04	)		0.01			1.23
Net earnings	$	0.02			0.11			0.37			1.68
Diluted:
From continuing operations	$	0.10			0.15			0.36			0.44
From discontinued operations		(0.08	)		(0.04	)		0.01			1.23
Net earnings	$	0.02			0.11			0.37			1.67
Weighted average number of shares:
Basic		13,247			15,185			15,226			15,260
Diluted		13,309			15,252			15,263			15,328

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.

	EMS TECHNOLOGIES, INC.
Date: July 31, 2007		By:	/s/ Don T. Scartz
			Don T. Scartz Executive Vice President, Chief Financial Officer and Treasurer