http://www.sec.gov/Archives/edgar/data/866121/000110465905025134/... 10-K 1 a05-8111_110k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2005 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-10582 Alliant Techsystems Inc. (Exact name of Registrant as specified in its charter) Delaware 41-1672694 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 5050 Lincoln Drive Edina, Minnesota 55436-1097 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (952) 351-3000 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, par value $.01 New York Stock Exchange Preferred Stock Purchase Rights New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the Registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes ⌧ No As of October 1, 2004, the aggregate market value of the Registrant’s voting common stock held by non-affiliates was approximately $2.243 billion (based upon the closing price of these shares on the New York Stock Exchange). As of April 30, 2005, 36,900,774 shares of the Registrant’s voting common stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the definitive Proxy Statement for the 2005 Annual Meeting of Stockholders are incorporated by reference into Part III. 1 of 121 8/21/2006 11:09 AM http://www.sec.gov/Archives/edgar/data/866121/000110465905025134/... TABLE OF CONTENTS Page PART I Item 1. Business 2 Item 2. Properties 35 Item 3. Legal Proceedings 38 Item 4. Submission of Matters to a Vote of Security Holders 38 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 39 Item 6. Selected Financial Data 42 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 43 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 71 Item 8. Financial Statements and Supplementary Data 72 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 110 Item 9A. Controls and Procedures 110 Item 9B. Other Information 113 PART III Item 10. Directors and Executive Officers of the Registrant 113 Item 11. Executive Compensation 113 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 113 Item 13. Certain Relationships and Related Transactions 113 Item 14. Principal Accounting Fees and Services 113 PART IV Item 15. Exhibits and Financial Statement Schedules 114 SIGNATURES 115 EXHIBIT INDEX 116 2 of 121 8/21/2006 11:09 AM http://www.sec.gov/Archives/edgar/data/866121/000110465905025134/... PART I ITEM 1. BUSINESS Alliant Techsystems Inc. (ATK), which is sometimes called the Registrant in this report, is a supplier of aerospace and defense products to the U.S. Government, U.S. allies, and major prime contractors. ATK is also a supplier of ammunition to federal and local law enforcement agencies and commercial markets. ATK was incorporated as a Delaware corporation as a wholly-owned subsidiary of Honeywell Inc. in May 1990 in connection with Honeywell’s plan to spin-off to its stockholders certain of its businesses. The spin-off became effective in September 1990, when Honeywell transferred to ATK substantially all of the assets and liabilities of those businesses. Honeywell subsequently distributed to its stockholders in October 1990 all of ATK’s outstanding common stock on a pro rata basis. The following table summarizes ATK’s recent significant acquisitions: Date Company Involved April 2001 Thiokol Propulsion Corp. December 2001 Sporting Equipment Group of Blount International, Inc. (now known as the civil ammunition business) May 2002 Ordnance business of The Boeing Company (now known as ATK Gun Systems) October 2002 The business of Science and Applied Technology, Inc. (now known as ATK Missile Systems) January 2003 Composite Optics, Inc. (COI) November 2003 Micro Craft and GASL (now known together as ATK GASL) March 2004 Mission Research Corporation (now known as ATK Mission Research) September 2004 The PSI Group ATK conducts its business through a number of separate legal entities that are listed on Exhibit 21 to this report. These legal entities are grouped into ATK’s operating segments. Effective April 1, 2004, ATK realigned its business operations, forming a new segment, Advanced Propulsion and Space Systems. Following this realignment and the acquisition of Mission Research Corporation, ATK has five segments: ATK Thiokol, Ammunition, Precision Systems, Advanced Propulsion and Space Systems, and ATK Mission Research. The fiscal 2005 segments are as follows: • The ATK Thiokol segment is a solid propellant rocket motor manufacturer, providing motors for human access to space (Space Shuttle), land- and sea-based strategic missiles, commercial and government space launch vehicles, and missile defense interceptors. The segment also provides advanced ordnance products, demilitarization products and services, operations and technical support for space launches, energetic materials, materials and structures for high temperature and hypersonic environments, and engineering and technical services for the advancement of propulsion systems and energetic materials. • The Ammunition segment supplies small-caliber military ammunition, medium-caliber ammunition, medium-caliber gun systems, ammunition and rocket propellants, energetic materials, commercial and military smokeless powder, law enforcement and sporting ammunition, and ammunition-related products. • The Precision Systems segment develops, demonstrates, and manufactures gun-launched guided and conventional large-caliber ammunition, tactical missile systems, tactical rocket motors and warheads, composite structures for aircraft and weapons systems, soldier weapon systems, air 2 3 of 121 8/21/2006 11:09 AM http://www.sec.gov/Archives/edgar/data/866121/000110465905025134/... weapon systems, fuzes and proximity sensors, missile warning and radar jamming systems, electronic warfare support systems, barrier systems, and lithium and lithium-ION batteries for military and aerospace applications. • The Advanced Propulsion and Space Systems segment supplies highly engineered propulsion solutions for missile defense, space, strategic, tactical, and commercial applications, and advanced ordnance and control systems; high-performance structures for space launch vehicles, rocket motor casings, military and commercial aircraft; telescope, satellite and spacecraft, launch vehicles, satellite pressurant and liquid propellant tanks, optical benches, and antenna reflectors; and advanced hypervelocity and air-breathing propulsion systems for aerospace vehicles and weapon systems. • The ATK Mission Research segment is a developer of advanced technologies that address emerging national security and homeland defense requirements in such areas as directed energy; electro-optical and infrared sensors; aircraft sensor integration; high-performance antennas and radomes; advanced signal processing; and specialized composites. ATK Mission Research is reported within “Corporate” or “Corporate and Other”. Effective May 1, 2005, ATK Gun Systems, which was previously reported within the Precision Systems segment, is now reported within the Ammunition segment. All periods presented have been restated to reflect this change. Sales, income before interest and income taxes, total assets, and other financial data for each segment for the three years ended March 31, 2005 are set forth in Note 14 to the consolidated financial statements, included in Item 8 of this report. References in this report to a particular fiscal year are to the year ended March 31 of that calendar year. Many of ATK’s products and programs are customarily referred to by customers or in the marketplace by acronyms. Many of these acronyms are included in this report (in parentheses following the product or program name) for the convenience of subsequent reference, and for the benefit of readers who may be more familiar with the acronyms than with the actual product or program names. 3 4 of 121 8/21/2006 11:09 AM http://www.sec.gov/Archives/edgar/data/866121/000110465905025134/... ATK Thiokol The following table summarizes the principal programs in the ATK Thiokol segment, including identification of the customer and the ultimate end-user: Principal Programs Primary Customer Ultimate End-User Description Civil Manned Space Launch Vehicles: Reusable Solid Rocket NASA NASA