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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 1999
ANSALDO SIGNAL N.V.
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(Exact name of registrant as specified in its charter)
Schiphol Boulevard 267
1118 BH Schiphol
The Netherlands
(Address of principal executive office)
Indicate by check mark whether the Registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:
Form 20-F [X] Form 40-F
Indicate by check mark whether the Registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes [ ] No [X]
This document contains 7 pages including this page.
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ANSALDO SIGNAL N.V.
Contact
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Anthony A. Florence
Phone: (412) 688-2102
Fax: (412) 688-2518
ANSALDO SIGNAL SHOWS STRONG PROFIT
PERFORMANCE, BEATS STREET ESTIMATES FOR 1998
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10 MARCH, 1999 (SCHIPHOL, THE NETHERLANDS):
Ansaldo Signal (Nasdaq: ASIGF), a leading provider of signaling, automation, and
control systems, products, and services for the global railroad and mass transit
industries, today reported its fourth quarter and fiscal year 1998 results. The
Company's operational measures improved significantly from year-ago periods and
were significantly higher than consensus street estimates.
For the period ended December 31, 1998, annual revenues were US $354.5 million,
up 11.4% from the US $318.2 million achieved in 1997. Fourth quarter revenues
were US $115.0 million, up 17.7% from the US $97.7 million achieved in the
fourth quarter of 1997.
For the period ended December 31, 1998, annual gross profit was US $77.1
million, up 40.2% from the US $55.0 million of 1997. Annual gross profit
percentage jumped from 17.3% to 21.7% during the same period. Fourth quarter
gross profit was US $27.9 million, up 113.0% from the US $13.1 million of 1997.
Fourth quarter gross profit percentage increased to 24.3% from 13.4% during the
fourth quarter of 1997.
Net income for the year ended December 31, 1998 was US $6.5 million, or US $0.32
per share, compared with Wall Street estimates of $0.15 per share and compared
to a loss in 1997 of US $12.7 million, or US $0.62. Net income for the quarter
ended December 31, 1998 was US $6.6 million, or US $0.32 per share, compared
with a loss in 1997 of US $3.5 million, or US $0.17 per share.
ANSALDO SEGNALAMENTO FERROVIARIO S.P.A. - CSEE TRANSPORT S.A. -
UNION SWITCH & SIGNAL INC.
US&S PTY. LTD. - AT SIGNAL SYSTEM A.B. - ANSALDO TRASPORTI
SIGNALLING (IRELAND) LTD.
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Ansaldo Signal president and chief executive officer James N. Sanders attributed
the strong operating results to improved markets and internal redesign programs.
"In 1997, significant new contract awards pushed our backlog up 45.0% from
end-of-year 1996 to end-of-year 1997. The largest two contracts awarded in 1997
were with the Italian State Railways ("FS") and with New York City Transit
("NYCT"), both for provision of state-of-the-art control centers.
"We began to see the benefits of improved backlog in our results this year. We
also have been able to maintain our higher backlog levels while increasing
revenues 11.4% during 1998."
Backlog for the year ended December 31, 1998 was US$792.2 million, up 2.5% from
the US$773.1 million year-end 1997. The Company maintained its improved backlog
in 1998 through successful contract wins by the Company's subsidiaries in both
domestic and export markets.
Ansaldo Segnalamento Ferroviario S.p.A. ("ASF"), headquartered in Genoa, Italy,
won several contracts from the FS to upgrade its infrastructure with
technologies that bring FS towards compliance with emerging European Rail
Traffic Management Systems ("ERTMS") standards.
AT Signal System AB ("ATSS"), based in Spanga, Sweden, won contracts in Sweden,
Denmark and Norway to provide its discontinuous cab signaling systems and
products.
CSEE Transport S.A. ("CSEE"), the Les Ulis-based French subsidiary, won export
contracts for its hot box detectors from the Spanish National Railway ("RENFE")
and for its UM71(TM) track circuits from various customers in China, through its
joint venture with the Beijing Railway Signal Factory ("BRSF"). In Hong Kong,
CSEE won a contract to provide the Metropolitan Transit Rail Corporation
("MTRC") with a station management system.
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Pittsburgh-based Union Switch & Signal Inc. ("US&S") reinforced its presence in
the automatic train control ("ATC") market, winning contracts from the Delaware
River Port Authority ("DRPA"), the Metropolitan Atlana Rapid Transit Authority
("MARTA"), and the Miami-Dade County Transit Agency ("MDCTA"). US&S also won
contracts for its Microlok(R) II interlocking control system from AMTRAK for its
upgrade of the Northeast Corridor.
US&S also won two contracts in 1998 that position it favorably to enter two new
markets. In partnership with MATRA Transportation International, US&S signed a
demonstration agreement to design and demonstrate a communications-based train
control ("CBTC") system for NYCT. NYCT has announced that it will implement CBTC
technology on its entire system during the early part of the next century.
US&S was also named preferred bidder for a Network Management Center System for
the West Coast Main Line of Railtrack PLC in the U.K., on which work is well
underway. The system will be designed to manage and control conventional and
high speed passenger and freight traffic travelling as much as 140
miles-per-hour, and is part of an overall infrastructure improvement program
expected to take place over 10 years.
Brisbane, Australia-based Union Switch & Signal Pty. Ltd. ("US&S PTY") won
various contracts from its traditional customers, including Queensland Rail and
Hamersley Iron, which contracted for provision of a cab signal system.
While the Ansaldo Signal group maintains its focus on successful contract
management, winning new orders, and redesigning operating processes to maximize
efficiency, Sanders indicated that the Company's improving financial performance
would allow it to focus increasingly on providing expanded service to its
customers throughout the worldwide marketplace.
"We welcome the return to profitability as a result of improved and stabilized
markets and greater efficiencies at the operating level. Assuming that these
conditions continue, we expect modest improvements in 1999."
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This news release contains various forward-looking statements and includes
assumptions about future market conditions, operations and results. These
statements are based on current expectations and are subject to risks and
uncertainties. They are made pursuant to safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Among the many factors that could
cause actual results to differ materially from the forward-looking statements
are: changes in the announced investment programs of the Company's largest
customers, both in terms of funding levels and technology employed and failure
to meet customer expectations on the projects which the Company and its
subsidiaries are currently implementing. Other factors are included in the
Company's filings with the Securities and Exchange Commission. The Company
assumes no obligation to update these forward- looking statements or advise of
changes in the assumptions on which they were based.
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CONSOLIDATED STATEMENT OF OPERATIONS
($ IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
THREE MONTHS ENDED TWELVE MONTHS ENDED
DECEMBER 31, DECEMBER 31,
---------------------------- ----------------------------
1998 1997 1998 1997
---- ---- ---- ----
(UNAUDITED)
Revenue ............................................... $ 114,959 $ 97,715 $ 354,532 $ 318,225
Cost of revenue ....................................... 87,064 84,597 277,450 263,274
----------- ----------- ----------- -----------
Gross profit ..................................... 27,895 13,118 77,082 54,951
Operating expenses:
Selling, general and administrative .............. 13,707 10,709 47,685 50,107
Research and development - net ................... 677 1,821 7,025 9,953
Reorganization costs ............................. 0 (1,584) 0 (1,584)
----------- ----------- ----------- -----------
Operating expenses ............................... 14,384 10,946 54,710 58,476
----------- ----------- ----------- -----------
Operating income (loss) .......................... 13,511 2,172 22,372 (3,525)
Interest expense ...................................... 2,834 2,337 10,349 8,834
Other (income) expense ................................ 49 1,908 (1,868) 348
----------- ----------- ----------- -----------
Income (loss) before income taxes and
minority interest in subsidiaries ....... 10,628 (2,073) 13,891 (12,707)
Provision for income taxes ............................ 4,009 1,495 7,300 77
Minority interest in net (income) loss of subsidiaries (20) 88 (69) 106
----------- ----------- ----------- -----------
Net income (loss) ............................ $ 6,599 (3,480) $ 6,522 $ (12,678)
=========== =========== =========== ===========
Basic and diluted net income (loss)
per common share ........................ $ 0.32 $ (0.17) $ 0.32 $ (0.62)
=========== =========== =========== ===========
Basic and diluted weighted average number
common shares outstanding ........................ 20,448,750 20,448,750 20,448,750 20,448,750
=========== =========== =========== ===========
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CONSOLIDATED BALANCE SHEET
($ IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
DECEMBER 31,
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1998 1997
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ASSETS
Current assets:
Cash and cash equivalents ..................................................... $ 12,913 $ 4,530
Receivables - net of allowance for doubtful accounts of $3,657 and $1,735 ..... 104,647 95,689
Receivables from parent and affiliates ........................................ 10,051 15,761
Inventory ..................................................................... 49,305 44,771
Costs and estimated earnings in excess of billings on uncompleted contracts ... 182,253 157,008
Deferred income taxes ......................................................... 6,844 8,059
Prepaid expenses and other current assets ..................................... 13,763 17,587
-------- --------
Total current assets ................................................. 379,776 343,405
Contract retentions receivable ..................................................... 11,275 13,370
Property, plant and equipment - net ................................................ 33,735 54,302
Intangible assets-net .............................................................. 33,658 33,118
Deferred income taxes .............................................................. 9,320 9,653
Other assets ....................................................................... 4,828 3,318
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Total assets ......................................................... $472,592 $457,166
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short term borrowings and current obligations under capital leases ............ $ 75,403 $ 55,843
Accounts payable .............................................................. 91,593 97,844
Accounts payable - parent and affiliates ...................................... 4,956 4,465
Accrued liabilities ........................................................... 27,982 24,331
Accrued reorganization costs .................................................. 2,276 4,160
Billings in excess of costs and estimated earnings on uncompleted contracts ... 53,137 62,672
Long-term borrowings due within one year ...................................... 4,286 4,286
-------- --------
Total current liabilities ............................................ 259,633 253,601
Employee benefit obligations ....................................................... 22,477 21,304
Deferred income taxes .............................................................. 647 606
Other liabilities .................................................................. 10,844 12,721
Long-term borrowings and obligations under capital leases .......................... 40,335 34,003
Long-term borrowings from parent ................................................... 26,282 32,379
-------- --------
Total liabilities .................................................... 360,218 354,614
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Commitments and contingencies ...................................................... -- --
Shareholders' equity:
Priority shares, NLG 0.01 par value, 100 shares authorized,
no shares issued and outstanding .......................................... -- --
Common shares, NLG 0.01 par value, 50,000,000 shares authorized,
20,448,750 and 20,448,750 issued and outstanding .......................... 120 120
Additional paid-in capital .................................................... 139,999 139,999
Accumulated other comprehensive loss - foreign currency translation
adjustments................................................................ (7,262) (10,562)
Accumulated deficit ........................................................... (20,483) (27,005)
-------- --------
Total shareholders' equity ........................................... 112,374 102,552
-------- --------
Total liabilities and shareholders' equity ........................... $472,592 $457,166
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