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) August 9, 2006
AMERICAN SCIENCE AND ENGINEERING, INC.
(Exact Name Of Registrant As Specified In Its Charter)
MASSACHUSETTS
(State or Other Jurisdiction of Incorporation)
1-6549 | | 04-2240991 |
(Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
829 MIDDLESEX TURNPIKE, BILLERICA, | | |
MASSACHUSETTS | | 01821 |
(Address of Principal Executive Offices) | | (Zip Code) |
(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 7.01. REGULATION FD.
On August 9, 2006, American Science and Engineering, Inc. (the “Company” or “AS&E”) released its first fiscal quarter ended June 30, 2006 financial results. Following the release of its financial results, the Company held a conference call to discuss the earnings release and answer relevant questions. In response to a question regarding ZBV order bookings asked during the call, Mr. Fabiano, AS&E’s President and Chief Executive Officer, stated that “Although they have been delayed several weeks longer than we anticipated, we have recently been informed that we can expect two very significant government contracts as early as next week, but in all likelihood no later than the end of the current quarter. Until such formal receipt of these orders, we cannot comment upon their specific nature or magnitude, but, as of today, we are comfortable reporting on these expectations with a high level of certainty, barring any unforeseen occurrence. An audio transcript of the entire conference call is available on the Company’s website.
The information in the preceding paragraph shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, or the Exchange Act, unless the Company expressly so incorporates such information by reference.
This report 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 report 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 or delays 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; 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; and the potential insufficiency of Company resources, including human resources, capital, plant and equipment and management systems, to accommodate any future growth, and future delays in federal funding. 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.
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: August 9, 2006 | | |
| | AMERICAN SCIENCE AND ENGINEERING, INC. |
| | |
| By: | /s/ KENNETH J. GALAZNIK |
| | Kenneth J. Galaznik |
| | Treasurer and Chief Financial Officer |
