================================================================================
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) December 21, 2005
RESOURCES CONNECTION, INC.
---------------------------------------------------
(Exact Name of Registrant as Specified Its Charter)
Delaware 0-32113 33-0832424
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
695 Town Center Drive, Suite 600, Costa Mesa, California 92626
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (714) 430-6400
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.
On December 21, 2005, Resources Connection, Inc. issued a press release
announcing its financial results for the quarterly period ended November 30,
2005. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this current report on Form 8-K, including
Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, and shall not be incorporated
by reference into any registration statement or other document pursuant to the
Securities Act of 1933, as amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
EXHIBIT NO. DESCRIPTION
- ------------ --------------------------------------
Exhibit 99.1 Press Release issued December 21, 2005
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.
RESOURCES CONNECTION, INC.
Date: December 21, 2005
By: /s/ Donald B. Murray
-------------------------------
Donald B. Murray
Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ------------ --------------------------------------
Exhibit 99.1 Press Release issued December 21, 2005
Exhibit 99.1
RESOURCES CONNECTION, INC. REPORTS SECOND QUARTER RESULTS
Revenue Year-to-Date Up 22%; Second Quarter Revenue Improves 15%
COSTA MESA, Calif., Dec. 21 /PRNewswire-FirstCall/ -- Resources
Connection, Inc. (Nasdaq: RECN), an international professional services firm,
today announced financial results for its second quarter ended November 30,
2005. Through its operating subsidiary, Resources Global Professionals, the
Company provides experienced accounting and finance, risk management and
internal audit, information management, human capital, supply chain management
and legal professionals to clients on a project basis.
Total revenue for the second quarter of fiscal 2006 improved 15.4% to $158.1
million from $137.0 million for the same quarter in fiscal 2005. Net income for
the quarter ended November 30, 2005, was $16.0 million, or $0.31 per diluted
share, compared to net income of $15.6 million, or $0.31 per diluted share, in
the quarter ended November 30, 2004.
For the first six months of fiscal 2006, revenue grew 21.9% to $307.7
million compared to $252.4 million for the six-month period in the prior year.
Net income for the six months ended November 30, 2005 was $31.1 million, or
$0.60 per diluted share versus $27.2 million, or $0.54 per diluted share, in the
prior year period.
"Our continued success is a direct result of our collective focus,
innovative approach and the needed talent we are able to provide to our growing
roster of global clients," said Donald Murray, Chairman and CEO of Resources
Global Professionals. "Led by strong demand in our Accounting and Finance
practice and significant expansion of our European and Asian presence, Resources
Global Professionals delivered record revenue in the second quarter. Looking
ahead to the second half of our fiscal 2006, we are confident in our strategy
and will continue with our strategy of balanced growth and investments with
targeted operational performance."
On February 8, 2005, the Company announced that its board of directors had
declared a 2 for 1 split of its common stock for all stockholders of record as
of February 18, 2005. All prior year information is presented reflecting this
common stock split.
ABOUT RESOURCES GLOBAL PROFESSIONALS
Resources Global Professionals is an international professional services
firm that provides accounting and finance, human capital, information
management, supply chain management, internal audit/risk management and legal
services on a project basis. The Company was originally part of Deloitte &
Touche LLP in North America. Its legacy in Europe is from Ernst & Young and in
Asia Pacific from Deloitte Touche Tohmatsu Australia. Today, the Company is
completely independent, autonomous and publicly traded on NASDAQ under its
parent entity's name, Resources Connection, Inc. In addition to its project
professional services, Resources Global Professionals has established itself as
a leading business services provider for companies seeking independent and cost
effective assistance for meeting or complying with many of the complex business
and regulatory issues in today's marketplace.
Headquartered in Costa Mesa, California, the Company operates from more than
70 worldwide offices. The U.S. client portfolio boasts more than 30 of the
Fortune 50 companies. The Company was recently named to Forbes' 200 Best Small
Companies list for the fourth consecutive year. More information about the
Company is available at http://www.resourcesglobal.com.
Resources Global Professionals will hold a conference call for interested
analysts and investors at 5:00 pm, EST today, December 21, 2005. This conference
call will be available for listening via a webcast on the Company's Internet web
site, at http://www.resourcesglobal.com/.
Certain statements in this press release are "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. Such forward-looking statements may be
identified by words such as "anticipates," "believes," "can," "continue,"
"could," "estimates," "expects," "intends," "may," "plans," "potential,"
"predicts," "should," or "will" or the negative of these terms or other
comparable terminology. Such statements and all phases of Resources Connection's
operations are subject to known and unknown risks, uncertainties and other
factors, including seasonality, overall economic conditions and other factors
and uncertainties as are identified in Resources Connection's Form 10-K for the
year ended May 31, 2005 (File No. 0-32113). Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of the
date hereof. Resources Connection's, and its industry's, actual results, levels
of activity, performance or achievements may be materially different from any
future results, levels of activity, performance or achievements expressed or
implied by these forward-looking statements. The Company undertakes no
obligation to update the forward- looking statements in this press release.
RESOURCES CONNECTION, INC.
SUMMARY OF OPERATIONS
(in thousands, except per share amounts)
Quarter Ended Six Months Ended
November 30, November 30,
--------------------------- ---------------------------
2005 2004 2005 2004
------------ ------------ ------------ ------------
(unaudited) (unaudited)
Revenue $ 158,138 $ 137,027 $ 307,726 $ 252,428
Direct costs of services 95,171 81,851 185,821 151,785
Gross profit 62,967 55,176 121,905 100,643
Selling, general and
administrative expenses 36,826 28,170 70,918 53,351
Operating income before
amortization and depreciation 26,141 27,006 50,987 47,292
Amortization of intangible
assets 435 411 870 822
Depreciation expense 545 567 1,037 1,110
Operating income 25,161 26,028 49,080 45,360
Interest income (1,114) (411) (2,086) (715)
Income before provision for
income taxes 26,275 26,439 51,166 46,075
Provision for income taxes 10,250 10,840 20,082 18,891
Net income $ 16,025 $ 15,599 $ 31,084 $ 27,184
Diluted net income per share $ 0.31 $ 0.31 $ 0.60 $ 0.54
Diluted shares 52,034 50,218 51,722 50,088
RESOURCES CONNECTION, INC.
SELECTED BALANCE SHEET INFORMATION
(in thousands)
November 30, May 31,
2005 2005
------------ ------------
(unaudited)
Cash, cash equivalents, short-term
investments and long-term marketable
securities $ 153,061 $ 134,741
Accounts receivable, less allowances $ 87,652 $ 80,848
Total assets $ 354,437 $ 319,762
Current liabilities $ 59,894 $ 63,298
Total stockholders' equity $ 286,455 $ 248,367
SOURCE Resources Connection, Inc.
-0- 12/21/2005
/CONTACT: David Bray, +1-212-367-6824, David.Bray@eurorscg.com, for
Resources Connection, Inc.; or Steve Giusto, Chief Financial Officer of
Resources Connection, Inc., +1-714-430-6500, steve.giusto@resources-us.com/
/Web site: http://www.resourcesglobal.com /
(RECN)
