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
Date of Report (date of earliest event reported): January 10, 2006
Innovex, Inc.
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(Exact name of Registrant as Specified in its Charter)
Minnesota
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(State Or Other Jurisdiction Of Incorporation)
000-13143 41-1223933
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(Commission File Number) (I.R.S. Employer Identification No.)
5540 Pioneer Creek Drive
Maple Plain, MN 55359
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(Address Of Principal Executive Offices) (Zip Code)
(763) 479-5300
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Registrant's Telephone Number, Including Area Code
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):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Items under Sections 1, 3 through 8 are not applicable and therefore omitted.
ITEM 2.02 Results Of Operations And Financial Condition.
The Company hereby furnishes a press release issued on January 16, 2006 and
attached hereto as Exhibit 99.1 disclosing material non-public information
regarding the Company's results of operations for the quarter ended December 31,
2005.
The Company also furnishes a transcript of the Company's conference call which
took place on January 17, 2006 at 7:30 am CST and attached hereto as Exhibit
99.2 disclosing material non-public information regarding the Company's results
of operations for the quarter ended Dec. 31, 2005.
ITEM 2.05 Costs Associated with Exit or Disposal Activities
On January 10, 2006, the board of directors approved a plan to move all of the
Company's prototyping and high volume manufacturing to its Asian operation over
the next twelve months in order to reduce the Company's cost structure and
ensure profitable future operations. The Company will divest the low volume,
high density etched metal and flexible circuit manufacturing business located at
its Litchfield, Minnesota manufacturing operation while retaining one Litchfield
manufacturing facility for use in a development role once the products currently
being manufactured in that facility reach their end of life. The restructuring
charge could total up to $13 million over the next twelve months. Included in
the total are non-cash asset impairment charges of $8.1 million that were
recorded in the fiscal 2006 first quarter. The remaining expected restructuring
charges will be recorded as the liabilities are incurred over the next twelve
months. The additional cash related charges are expected to include severance
costs of up to $2.5 million and facility abandonment costs of up to $2.4
million.
The Company expects annual cost savings of approximately $8 million once the
transition is complete with interim cost savings being realized as the operation
dispositions are completed. Capital expenditures related to the restructuring
plan will be minimal.
ITEM 2.06 Material Impairments
On January 10, 2006, the Company's board of directors approved a plan to move
the Company's prototyping and high volume manufacturing to its Asian operation
over the next twelve months in order to reduce the Company's cost structure and
ensure profitable future operations. As a result, based on management's review
of long lived assets as of December 31, 2005, it was determined that the value
of the Company's Litchfield, Minnesota facilities and much of the manufacturing
equipment located within those facilities was impaired. The review considered
the cash flow related to the expected future use of those assets and resulted in
the write down of those assets to their appraised value as discussed in Item
2.05.
ITEM 9.01 Financial Statements And Exhibits.
Exhibit No. Description
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99.1 Press Release issued January 16, 2006
99.2 Conference Call Transcript of January 17, 2006.
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.
INNOVEX, INC.
By: /s/ Thomas Paulson
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Thomas Paulson
Senior Vice President and Chief
Financial Officer
Date: January 16, 2006