-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UIjYZQEoEFpKdzEA7Z9m6Jw1QZCLye+Cb9SK9mqY1ej9zJBClUGMME/rSHWcnEah oihWPPLPkjFBlK+50fQugw== 0001157523-05-000181.txt : 20050111 0001157523-05-000181.hdr.sgml : 20050111 20050111095725 ACCESSION NUMBER: 0001157523-05-000181 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050111 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050111 DATE AS OF CHANGE: 20050111 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VOLT INFORMATION SCIENCES, INC. CENTRAL INDEX KEY: 0000103872 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 135658129 STATE OF INCORPORATION: NY FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09232 FILM NUMBER: 05522340 BUSINESS ADDRESS: STREET 1: 560 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-2928 BUSINESS PHONE: 2127042400 MAIL ADDRESS: STREET 1: 560 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-2928 FORMER COMPANY: FORMER CONFORMED NAME: VOLT INFORMATION SCIENCES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VOLT TECHNICAL CORP DATE OF NAME CHANGE: 19680913 8-K 1 a4797543.txt VOLT INFORMATION SCIENCES 8-K 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 11, 2005 VOLT INFORMATION SCIENCES, INC. ------------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) New York 1-9232 13-5658129 - ------------------------------ ---------------- ------------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 560 Lexington Avenue, New York, New York 10022 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (212) 704-2400 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ------------------------------------------------------------- (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: [ ] 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)) Item 2.02. Results of Operations and Financial Condition. - ---------- ---------------------------------------------- The information in this Form 8-K, including the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing. On January 11, 2005, the Company issued a press release announcing its results of operations for the fourth quarter and fiscal year ended October 31, 2004. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. - ---------- ---------------------------------- (a) Financial statements of businesses acquired: Not applicable. (b) Pro forma financial information: Not applicable. (c) Exhibits: 99.1 Volt Information Sciences, Inc. Press Release dated January 11, 2005. S I G N A T U R E ----------------- 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. VOLT INFORMATION SCIENCES, INC. Date: January 11, 2005 By: /s/ James J. Groberg ----------------------------------- James J. Groberg, Senior Vice President -2- EXHIBIT INDEX ------------- Exhibit Number Description - ------- ----------- 99.1 Volt Information Sciences, Inc. Press Release dated January 11, 2005. -3- EX-99.1 2 a4797543ex991.txt PRESS RELEASE EXHIBIT 99.1 Volt Information Sciences Reports Fourth Quarter and Fiscal Year Earnings NEW YORK--(BUSINESS WIRE)--Jan. 11, 2005--Volt Information Sciences, Inc. (NYSE:VOL) today reported financial results for the Company's fourth quarter and fiscal year ended October 31, 2004. Volt will conduct a conference call webcast at 11:00 A.M. (EST) today to discuss fourth quarter and 2004 fiscal year results. The conference call dial-in number is 1-888-664-9852 (domestic) or 1-517-319-9392 (international), passcode: Fourth Quarter. The conference call will be broadcast live over the Internet and can be accessed for the next 30 days at http://www.volt.com/investor/press_release.cfm. Attached is a summary of the Company's results of operations and the notes thereto. The notes are an integral part of the summary. FOURTH QUARTER - FISCAL 2004 RESULTS For the fourth quarter ended October 31, 2004, the Company reported net income of $11.5 million, or $0.75 per share, on net sales of $531.6 million, compared to net income of $6.2 million, or $0.40 per share, for the comparable quarter of the previous year, on net sales of $436.2 million as restated. (See Restatement below and Note A as to the restatement of the results of its directory operations in Uruguay, which resulted in moving $2.5 million in net sales and $0.7 million in net income from the fourth quarter of fiscal 2003 to the first half of fiscal 2004.) Income from continuing operations for the 2004 fiscal fourth quarter included a gain from the sale of real estate of $3.3 million ($2.0 million, net of taxes, or $0.13 per share). FISCAL YEAR 2004 RESULTS For the twelve months of fiscal 2004, the Company reported net income of $33.7 million, or $2.20 per share, on net sales of $1.9 billion, compared to net income of $4.2 million, or $0.28 per share, on net sales of $1.6 billion for the previous year as restated. (See Restatement below and Note A.) The Company reported income from continuing operations of $24.2 million, or $1.58 per share, in fiscal 2004 compared with $4.2 million, or $0.28 per share, in fiscal 2003 as restated. Income from continuing operations for the fiscal year 2004 included the fourth quarter gain from the sale of real estate of $3.3 million ($2.0 million, net of taxes, or $0.13 per share). The results of fiscal 2004 also included income from discontinued operations of $14.1 million ($9.5 million net of taxes, or $0.62 per share) from the second quarter gain on the sale of real estate previously leased to the Company's formerly 59% owned subsidiary, Autologic Information International, Inc. The Company's interest in the subsidiary was sold in November 2001. William Shaw, President and Chairman stated, "The improvement in results for each of our segments, not only for the year, but also continuing into the fourth quarter against comparable fiscal 2003 year and quarter comparison, is a strong signal of the continuing growth of all of our major business units. While increased profitability of a fiscal year that has now passed is always satisfying, it is the raised platform of business in many areas that provides optimism for the coming year." Mr. Shaw also commented, "Of particular note is the strong performance of the Computer Systems segment, both for the year and the fourth quarter, and its successful integration of the Operator Services business of Nortel, acquired in August of this year." RESTATEMENT The Company will restate its previously issued financial statements for fiscal years 2000 through 2003 and the first two quarters of fiscal year 2004 as a result of inappropriate application of accounting principles for revenue recognition by its telephone directory publishing operation in Uruguay. The operations in Uruguay are not a significant part of the Company's business. Uruguay reported for fiscal year 2004 net sales of $6.2 million, compared to the Company's net sales of $1.9 billion, and reported a net loss of $2.1 million, compared to the Company's net income of $33.7 million. For fiscal year 2003 Uruguay reported net sales of $6.8 million, compared to the Company's net sales of $1.6 billion, and reported a net loss of $1.6 million compared to the Company's net income of $4.2 million. The operation in Uruguay printed and distributed its Montevideo directory each year during the October - November time frame, and the Company has determined that revenue recognition should have been taken in the first six months of each year instead of in the fourth quarter of the prior fiscal year. Thus, the restatement involves only the timing of when certain advertising revenue and related costs and expenses are recognized. The revised results will include reduced revenue and earnings in some periods and increased amounts in others. In connection with such restatement, the Company will file an amended Annual Report on Form 10-K for the fiscal year ended November 2, 2003. (See Note A.) The Company recently became aware of deficiencies in internal controls which gave rise to the restatement of revenue of its Uruguayan directory unit. Mr. Shaw stated, "The Company has instituted a review of its internal controls to address any deficiencies and remediate them as soon as possible." STAFFING SERVICES The domestic Technical Placement traditional staffing business continued its growth in both revenue and profitability, with a 21 percent increase in revenue and a 52 percent increase in operating profit over the comparable fiscal 2003 quarter. Technical staffing placement continues to be strong for these divisions, producing 45 percent of the segment's revenue in the fourth quarter. VMC Consulting also increased operating profit by 14 percent, with annual revenue crossing the $100 million mark for the first time. However, a $0.9 million decrease in ProcureStaff operating profit and a $2.0 million loss by Volt Europe negatively offset these gains, with operating profit of the segment increasing by 13 percent over the 2003 fourth quarter. The loss in Volt Europe resulted primarily from accruals for management and employee separation charges and costs incurred for a software development unit of the division recently incorporated into VMC Consulting. Revenue for the Administrative and Industrial division increased by 21 percent from fourth quarter 2003, but increases in employee taxes, as well as increased overhead necessary to handle the increased revenue, flattened operating profit to slightly above a break even. COMPUTER SYSTEMS Strengthened by the acquisition in August of the Nortel operator services business, this segment produced excellent results in both the Information Systems and Maintech divisions. Of particular significance is the continued increase in transaction revenue for the operator service outsourcing. Transactions for this fourth quarter increased to 303 million, compared to 173 million in the fourth quarter of 2003. This increase, along with revenue from the contracts acquired from Nortel, were the primary reasons for the $11.4 million segment operating profit, a 106 percent increase from the fiscal 2003 quarter. TELEPHONE DIRECTORY The 54 percent increase in operating profit for this segment, compared to the comparable 2003 quarter, resulted from increases in operating profit for the combined DataNational directory publishing division and its directory production unit. The increase for DataNational resulted from both an increase in revenue and an increase in operating margins, the latter primarily because of the tighter control of the credit process. With Uruguay remaining in a depressed economic condition, our printing and directory publishing operations in that country reported operating losses of $0.6 million for the 2004 fourth quarter as well as the 2003 fourth quarter. (See Note A.) Ongoing strategy for DataNational calls for continued development of paperless directories on the internet. The directory production unit will concentrate on cost control, both from improvement in productivity and overhead control, as well as aggressive marketing to existing and new customers. TELECOMMUNICATIONS SERVICES This segment continues to feel the effects of the reduced spending and problems existing in the telecommunications industry. While the Business Systems division remains profitable and the Construction and Engineering division almost broke even in fourth quarter, substantial losses in the Central Office division resulted in a loss for the segment in the quarter. Strategy for the next fiscal year calls for implementation of the design, engineering and installation and services for Voice over IP equipment and continuing marketing and sales efforts to create even greater brand capability awareness with large regional, national and global private sector companies, as well as federal and state governmental agencies. LIQUIDITY Cash and cash equivalents, excluding restricted cash, increased to $44.3 million at October 31, 2004 from $43.2 million at November 2, 2003. At October 31, 2004, the Company had sold a continuing participating interest in accounts receivable of $70.0 million under its securitization program, and had the ability to finance up to an additional $80.0 million under the facility. The Company may also borrow under its $30.0 million revolving secured credit facility. At October 31, 2004, the Company had borrowed 2.0 million British pounds ($3.7 million), under this facility. Volt Information Sciences, Inc. is a leading national provider of Staffing Services and Telecommunications and Information Solutions with a Fortune 100 customer base. Operating through a network of over 300 Volt Services Group branch offices, the Staffing Services segment fulfills IT and other technical, commercial and industrial placement requirements of its customers, on both a temporary and permanent basis. The Telecommunications and Information Solutions businesses, which includes the Telecommunications Services, Computer Systems and Telephone Directory segments, provide complete telephone directory production and directory publishing; a full spectrum of telecommunications construction, installation and engineering services; and advanced information and operator services systems for telephone companies. For additional information, please visit the Volt Information Sciences, Inc., web site at http://www.volt.com. This press release contains forward-looking statements which are subject to a number of known and unknown risks, including general economic, competitive and other business conditions, the degree and timing of customer utilization and the rate of renewals of contracts with the Company, that could cause actual results, performance and achievements to differ materially from those described or implied in the forward-looking statements. Information concerning these and other factors that could cause actual results to differ materially from those in the forward-looking statements is contained in Company reports filed with the Securities and Exchange Commission. Copies of the Company's latest Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, as filed with the Securities and Exchange Commission and the New York Stock Exchange, are available without charge upon request to Volt Information Sciences, Inc., 560 Lexington Avenue, New York, New York 10022, 212-704-2400, Attention: Shareholder Relations. These and other SEC filings by the Company are also available to the public over the Internet at the SEC's website at http://www.sec.gov and at the Company's website at http://www.volt.com in the Investor Information section. VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS FOURTH QUARTER FISCAL YEAR ENDED ENDED October November October November 31, 2004 2, 2003 31, 2004 2, 2003 (Restated) (Restated) --------- --------- --------- ----------- (In thousands, except per share amounts) Net sales $531,607 $436,243 $1,924,777 $1,609,491 ========= ========= ========== =========== Income before items shown below $21,191 $10,224 $42,133 $7,121 Minority interest-Note B (2,420) (2,420) --------- --------- ---------- ----------- Income from continuing operations before income taxes 18,771 10,224 39,713 7,121 Income tax provision (7,269) (4,064) (15,517) (2,916) --------- --------- ---------- ----------- Income from continuing operations 11,502 6,160 24,196 4,205 Discontinued operations- Note C - - 9,520 - --------- --------- ---------- ----------- Net income $11,502 $6,160 $33,716 $4,205 ========= ========= ========== =========== Per Share Data Basic: Income from continuing operations $0.75 $0.40 $1.59 $0.28 Discontinued operations - - 0.62 - --------- --------- ---------- ----------- Net income $0.75 $0.40 $2.21 $0.28 ========= ========= ========== =========== Weighted average number of shares outstanding 15,257 15,220 15,234 15,218 ========= ========= ========== =========== Diluted: Income from continuing operations $0.75 $0.40 $1.58 $0.28 Discontinued operations - - 0.62 - --------- --------- ---------- ----------- Net income $0.75 $0.40 $2.20 $0.28 ========= ========= ========== =========== Weighted average number of shares outstanding 15,390 15,235 15,354 15,225 ========= ========= ========== =========== VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET DATA October 31, November 2, 2004 2003 ----------- ----------- (Restated) Assets (In thousands) Current Assets Cash and cash equivalents, including restricted cash of $43,722 (2004) and $18,870 (2003)-Note D $88,031 $62,057 Short-term investments 4,248 4,149 Trade receivables, net-Note E 409,130 313,946 Inventories 32,676 37,787 Recoverable income taxes - 3,080 Deferred income taxes 9,385 8,722 Prepaid and other assets 14,847 17,008 ----------- ----------- Total Current Assets 558,317 446,749 Property, plant and equipment, net 85,038 82,452 Deposits and other assets 1,539 2,300 Intangible assets, net-Note B 45,142 8,982 ----------- ----------- Total Assets $690,036 $540,483 =========== =========== Liabilities and Stockholders' Equity Current Liabilities Notes payable to bank $7,955 $4,062 Current portion of long-term debt 399 371 Accounts payable 192,163 153,979 Accrued wages and commissions 54,200 45,834 Accrued taxes other than income taxes 17,729 16,741 Other accruals 36,036 14,673 Deferred income and other liabilities 36,909 30,180 Income taxes payable 4,270 - ----------- ----------- Total Current Liabilities 349,661 265,840 Accrued insurance 86 4,098 Long-term debt 15,588 14,098 Deferred income taxes 11,764 15,252 Minority interest-Note B 36,420 Stockholders' Equity 276,517 241,195 ----------- ----------- Total Liabilities and Stockholders' Equity $690,036 $540,483 =========== =========== VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT (UNAUDITED) FOURTH QUARTER FISCAL YEAR ENDED ENDED October November October November 31, 2004 2, 2003 31, 2004 2, 2003 (Restated) (Restated) (Dollars in thousands) Net Sales - --------- Staffing Services-Note D Staffing $434,038 $342,393 $1,584,064 $1,269,242 Managed services 312,266 276,135 1,148,116 1,043,572 ----------- --------- ----------- ---------- Total gross sales 746,304 618,528 2,732,180 2,312,814 Less non-recourse managed services (305,309) (257,576) (1,120,079) (967,379) ----------- --------- ----------- ---------- Net Staffing Services 440,995 360,952 1,612,101 1,345,435 Telephone Directory-Note A 20,077 17,901 72,195 69,793 Telecommunications Services 34,953 32,613 135,398 112,839 Computer Systems 39,467 28,080 120,017 93,639 Elimination of intersegment sales (3,885) (3,303) (14,934) (12,215) ----------- --------- ----------- ---------- Total Net Sales $531,607 $436,243 $1,924,777 $1,609,491 =========== ========= =========== ========== Income from Continuing Operations before Income Taxes and Minority Interest: - --------------------------------- Segment Operating Profit Staffing Services $14,118 $12,495 $36,718 $21,072 Telephone Directory-Note A 2,900 1,881 10,115 6,748 Telecommunications Services (1,183) (2,039) (2,838) (3,986) Computer Systems 11,367 5,521 30,846 14,679 -------- -------- -------- -------- Total Segment Operating Profit 27,202 17,858 74,841 38,513 General corporate expenses (7,915) (7,665) (30,812) (27,668) -------- -------- -------- -------- Total Operating Profit 19,287 10,193 44,029 10,845 Interest income and other expense (1,090) (150) (3,471) (1,953) Gain on sale of real estate-Note F 3,295 3,295 Foreign exchange gain, net 195 573 97 299 Interest expense (496) (392) (1,817) (2,070) -------- -------- -------- -------- Income from Continuing Operations before Income Taxes and Minority Interest $21,191 $10,224 $42,133 $7,121 ======== ======== ======== ======== VOLT INFORMATION SCIENCES, INC. AND SUBSIDIARIES SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT (UNAUDITED) Note A - The following tables summarize the impact of the restatement on the previously issued Summary of Results of Operations, Summary of Results of Operations by Segment and Balance Sheet Data as at and for the fourth quarter and year ended November 2, 2003: FOURTH QUARTER ENDED November 2, 2003 (In thousands, except per share amounts) SUMMARY OF RESULTS As OF OPERATIONS Previously Increase As Reported (Decrease) Restated Net Sales $438,758 ($2,515) $436,243 =========================================== Income from continuing operations before income taxes $11,433 ($1,209) $10,224 Income tax provision (4,548) 484 (4,064) ------------------------------------------- Net income $6,885 ($725) $6,160 =========================================== Per Share Data Basic: Net income $0.45 ($0.04) $0.41 Diluted: Net income $0.45 ($0.05) $0.40 SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT Net Sales Telephone Directory Segment $20,416 ($2,515) $17,901 Total Net Sales $438,758 ($2,515) $436,243 Operating Profit Telephone Directory Segment $3,090 ($1,209) $1,881 Total Operating Profit $11,402 ($1,209) $10,193 Income from continuing operations before income taxes $11,433 ($1,209) $10,224 FISCAL YEAR ENDED November 2, 2003 (In thousands, except per share amounts) SUMMARY OF RESULTS As OF OPERATIONS Previously Increase As Reported (Decrease) Restated Net Sales $1,609,857 ($366) $1,609,491 =============================================== Income from continuing operations before income taxes $8,047 ($926) $7,121 Income tax provision (3,286) 370 (2,916) ----------------------------------------------- Net income $4,761 ($556) $4,205 =============================================== Per Share Data Basic: Net income $0.31 ($0.04) $0.28 Diluted: Net income $0.31 ($0.04) $0.28 SUMMARY OF RESULTS OF OPERATIONS BY SEGMENT Net Sales Telephone Directory Segment $70,159 ($366) $69,793 Total Net Sales $1,609,857 ($366) $1,609,491 Operating Profit Telephone Directory Segment $7,674 ($926) $6,748 Total Operating Profit $11,771 ($926) $10,845 Income from continuing operations before income taxes $8,047 ($926) $7,121 November 2, 2003 (In thousands, except per share amounts) As CONDENSED CONSOLIDATED Previously Increase As BALANCE SHEET DATA Reported (Decrease) Restated Inventories $37,357 $430 $37,787 Recoverable income taxes $2,596 $484 $3,080 Prepaid and Other Assets $16,132 $876 $17,008 Total Assets $538,693 $1,790 $540,483 Deferred income and other liabilities $27,665 $2,515 $30,180 Total current liabilities $263,325 $2,515 $265,840 Stockholders' Equity $241,920 ($725) $241,195 B - On August 2, 2004, Volt Delta Resources, LLC ("VoltDelta"), a wholly-owned subsidiary of the Company, closed a Contribution Agreement signed with Nortel Networks, Inc. ("Nortel Networks") on June 11, 2004 under which Nortel Networks contributed certain of the assets (consisting principally of customer base and contracts, intellectual property and inventory) and certain specified liabilities of its directory and operator services ("DOS") business to VoltDelta in exchange for a 24% minority equity interest in VoltDelta. Together with its subsidiaries, VoltDelta is reported as the Company's Computer Systems Segment. VoltDelta is using the assets acquired from Nortel Networks to enhance the operation of its DOS business. The acquisition will allow VoltDelta to provide the newly combined customer base with new solutions, an expanded suite of products, content and enhanced services. The preliminary allocation of the purchase price resulted in $20.2 million of goodwill, $15.9 million of other intangible assets, $34.0 million of minority interest and $2.1 million of various liabilities assumed in excess of assets acquired. The income attributable to the minority interest for the fourth quarter and the fiscal year 2004 was $2.4 million. C - The results of discontinued operations reflect the sale of real estate, in the second quarter of 2004, previously leased by the Company to its former 59% owned subsidiary, Autologic Information International, Inc., which interest was sold in November 2001. The cash transaction resulted in a $9.5 million gain, net of taxes of $4.6 million. D - Under certain contracts with customers, the Company manages the customers' alternative staffing requirements, including transactions between the customer and other staffing vendors ("associate vendors"). When payments to associate vendors are subject to the receipt of the customers' payment to the Company, the arrangements are considered non-recourse against the Company and revenue, other than management fees to the Company, is excluded from sales. Cash restricted to cover such obligations is included in cash and cash equivalents on the October 31, 2004 and November 2, 2003 balance sheets. E - Under an accounts receivable securitization program, the Company, through a 100%-owned consolidated special purpose subsidiary, sold a participation interest of $70.0 million out of a pool approximating $248.7 million of receivables to an unaffiliated third party. The outstanding balance of the participation interest sold at October 31, 2004 was $70.0 million. Accordingly, the trade receivables included on the October 31, 2004 and November 2, 2003 balance sheets have been reduced to reflect the $70.0 million participation interest sold, respectively. F - The gain on sale of real estate is from the sale of land and a building in Anaheim, California for cash. The property is no longer used by the Company. CONTACT: Volt Information Sciences, Inc. James J. Groberg/Ron Kochman, 212-704-2400 voltinvest@volt.com -----END PRIVACY-ENHANCED MESSAGE-----