Attached files
file | filename |
---|---|
8-K - FORM 8-K - EMS TECHNOLOGIES INC | c17125e8vk.htm |
Exhibit 99.1
NEWS RELEASE Contact: Jennifer Grigas EMS Media Relations 1.770.729.6554 grigas.j@ems-t.com www.ems-t.com |
EMS Technologies Announces First-Quarter Financial Results
Continued Progress on Connectivity Strategy Leads to
Record First-Quarter Operating Income and Adjusted EBITDA
Record First-Quarter Operating Income and Adjusted EBITDA
ATLANTA, May 12, 2011 EMS Technologies, Inc. (NASDAQ: ELMG), a leading provider of aero
connectivity and mobile resource management solutions, today announced higher sales for the first
quarter of 2011 and record first-quarter operating income and Adjusted EBITDA.
For the first quarter of 2011, consolidated revenues were $85.0 million, operating income was $3.6
million and net earnings totaled $2.4 million, or $0.16 per share, compared with consolidated
revenues of $82.9 million, operating income of $1.9 million and net earnings totaling $0.6 million,
or $.04 per share, in the year-ago period.
Adjusted EBITDA (described below under Non-GAAP Financial Measures) for the first quarter of 2011
was $9.5 million an EMS record for the first quarter and 27% higher than the $7.5 million
reported in the first quarter of 2010. First-quarter Adjusted Net Earnings (also described below
under Non-GAAP Financial Measures) totaled $3.0 million, or $0.20 per share.
The strategic plans and market focus put in place by the EMS Board and management team over a year
ago have enabled us to achieve record-setting first-quarter profits, following up on our strong
results in 2010, said President and CEO, Neil Mackay. It is a great credit to the employees of
EMS that they have remained focused on strong execution, cost control; and taking advantage of the
many business opportunities before us.
Global Resource Management Profits Increase Over 40%
EMS Global Resource Management (GRM) combines the LXE and Global Tracking segments to provide
end-to-end solutions for transportation, logistics, mobile assets and workforce management.
(more)
NEWS RELEASE
(Continued)
(Continued)
Business Highlights
| GRM first-quarter 2011 revenues totaled $46.1 million, comprising product and
service totals of $36.2 million for the companys LXE line and $9.9 million for Global
Tracking solutions. |
| GRM first-quarter 2011 revenues exceeded the 2010 level of $40.5 million ($30.6 million
for LXE and $9.9 million for Global Tracking). In addition, sales of LXE rugged wireless
computers in 2011 were a first-quarter record. |
| GRM first-quarter 2011 operating income was $1.9 million ($1.7 million for LXE and $0.2
million for Global Tracking), and Adjusted EBITDA was $3.8 million ($2.7 million for LXE
and $1.1 million for Global Tracking). |
| GRM first-quarter 2011 profitability was considerably higher than in 2010, when the
business reported first-quarter operating income of $1.1 million ($0.9 million for LXE and
$0.2 million for Global Tracking), and Adjusted EBITDA totaled $2.7 million ($1.7 million
for LXE and $1.0 million for Global Tracking). |
First-quarter highlights for GRM include the launch of two LXE wide area network (WAN) devices
the handheld Tecton rugged mobile computer and the vehicle-mounted Thor
computer. Additionally, GRM was chosen by the Australian Defense Force to initiate a study
assessing the benefits of EMSs Multi-User Detection technology for Wideband Global SATCOM (WGS)
satellite communications. EMS also recently unveiled a portfolio of asset-tracking and -monitoring
products compatible with the Russian GLONASS constellation; this expands the GRM offering of
end-to-end tracking solutions for marine- and land-based vehicles in new, growing markets.
Aviation Announces Higher Profitability and Makes Inroads with Aspire Product Line
Business Highlights
| The Aviation business earned $0.8 million of operating income and $2.8 million of
Adjusted EBITDA in the first quarter of 2011 on revenues of $25.0 million. |
| Aviations first-quarter profits in 2011 were higher than the prior year results of $0.3
million of operating income and $2.2 million of Adjusted EBITDA, on revenues of $26.2
million. |
| The Aviation groups first-quarter revenues were slightly lower in 2011 as compared with
2010, mainly due to lower contract-manufacturing revenues in a niche application. Aviation
connectivity revenues were flat, as the growth in hardware sales offset lower engineering
development revenues. |
Page - 2 -
NEWS RELEASE
(Continued)
(Continued)
Recently, EMS began delivering its newly launched Aspire family of airborne-communication systems,
which are designed to deliver feature-rich connectivity to owners and operators of small- and
medium-sized business aircraft. Aspire Portable AirMail an easy carry-on email access solution
that works through Iridiums network was also launched during the period. EMS recently signed an
agreement with a major business jet manufacturer to serve as the systems integrator for Ku band
equipment that will be standard fit on several aircraft models, confirming EMSs important role as
a Tier 1 integrator for the aviation industry.
Defense & Space Wins Iridium NEXT Order
Business Highlights
| As expected, the changing mix of contracts at Defense & Space contributed to the
somewhat lower short-term results in the first quarter of 2011 as compared with the
previous year. However, EMS expects that the contract mix will improve as Defense & Space
further pursues its strategic focus on opportunities with higher production potential. |
| Operating income in the first quarter of 2011 was $0.4 million and Adjusted EBITDA was
$1.3 million, on revenues of $14.1 million versus first-quarter 2010 operating income of
$0.9 million and Adjusted EBITDA of $1.8 million, on revenues of $16.5 million. |
In March, EMS was awarded a five-year production contract for the Iridium NEXT fast switch matrix,
the key signal-routing hardware for the 81-satellite constellation. In April, EMS also announced
it had won a contract from Boeing to continue supplying key components and assemblies for the
seventh flight set of the WGS satellite architecture.
Confirming Guidance for 2011 Fiscal Year
EMS continues to take steps to increase its profitability and expand its presence across mobile
connectivity markets. EMS also continues to manage its business carefully so as to maintain a
strong balance sheet.
For the full year 2011, EMS expects consolidated revenues in the range of $385 $405 million,
Adjusted EBITDA in the range of $43 $46 million and Adjusted Earnings Per Share (described
below under Non-GAAP Financial Measures) in the range of $1.10 $1.25 per share, assuming an
effective income tax rate of 20%.
Page - 3 -
NEWS RELEASE
(Continued)
(Continued)
We are pleased with the results for the first quarter, and we continue to expect that our earnings
will be weighted toward the second half of the year due to new product rollouts and typical
seasonality, added Mackay. EMS already enjoys a strong position in the Aviation and GRM markets,
and with the launch of LXEs new wide area network devices including Tecton and Thor and our
Aviation units new Aspire product line, we remain optimistic about capturing opportunities in our
marketplace.
Committed to Maximizing Shareholder Value
As previously announced, EMSs Board is currently engaged in a thorough process to evaluate
strategic alternatives, including a potential sale of the Company or its businesses. The Board
remains committed to maximizing shareholder value through a comprehensive process. Furthermore, the
Board is actively involved in this process, working closely with a team of advisors well versed in
mergers and acquisitions processes. BofA Merrill Lynch is serving as financial advisor, and King &
Spalding LLP and Kirkland & Ellis LLP are serving as legal counsel to EMS and its Board of
Directors. The Board is committed to acting in the best interests of its shareholders and looks
forward to updating all shareholders on the results of this process once it has been completed.
Non-GAAP Financial Measures
This press release contains information regarding our earnings from continuing operations before
interest expense, income taxes, depreciation and amortization and excluding impairment-related
charges, acquisition-related items, proxy contest costs and stock-based compensation (Adjusted
EBITDA). The press release also references net earnings from continuing operations, excluding
impairment-related charges, acquisition-related items, proxy contest costs and adjustments, if any,
for changes to the valuation allowance for deferred tax assets resulting from changes in judgment
about the potential realization of these assets (Adjusted Net Earnings) and the corresponding per
share amount (Adjusted Earnings Per Share). The Company believes that earnings that are based on
these non-GAAP financial measures provide useful information to investors, lenders and financial
analysts because (i) these measures are more comparable with the results for prior fiscal periods
and (ii) by excluding the potential volatility related to the timing and extent of nonoperating
activities, such as acquisitions or revisions of the estimated value of post-closing earn-outs,
such results provide a useful means of evaluating the success of the Companys ongoing operating
activities. Also, the Company uses this information, together with other appropriate metrics, to
set goals for and measure
the performance of its operating businesses, to determine managements incentive compensation, and
to assess the Companys compliance with debt covenants. Management further considers Adjusted
EBITDA an important indicator of operational strengths and performance of its businesses. EBITDA
measures are used historically by investors, lenders and financial analysts to estimate the value
of a company, to make informed investment decisions and to evaluate performance. Management
believes that Adjusted EBITDA facilitates comparisons of our results of operations with those of
companies having different capital structures. In addition, a measure similar to Adjusted EBITDA is
a component of our bank lending agreement, which requires certain levels of Adjusted EBITDA to be
achieved by the Company. This information should not be considered in isolation or in lieu of the
Companys operating and other financial information determined in accordance with GAAP. In
addition, because EBITDA and adjustments to EBITDA are not determined consistently by all entities,
Adjusted EBITDA as presented may not be comparable to similarly titled measures of other companies.
Page - 4 -
NEWS RELEASE
(Continued)
(Continued)
We have not provided a quantitative reconciliation of projected Adjusted EBITDA or Adjusted
Earnings Per Share for 2011. Not all of the information necessary for quantitative reconciliation
is available to us at this time without unreasonable efforts; this is due primarily to variability
and difficulty in making accurate detailed forecasts and projections. Accordingly, we do not
believe that reconciling information for such projected figures would be meaningful.
About EMS Technologies
As one of the worlds leading providers of wireless connectivity solutions, EMS Technologies, Inc.
keeps people and systems connected on land, at sea, in the air or in space. EMS offers
industry-leading technology to support Aero Connectivity and Global Resource Management markets
though a broad range of cutting-edge satellite and terrestrial network products; helping
businesses, assets and people stay connected and promoting universal mobility, visibility and
intelligence. EMS (NASDAQ: ELMG) serves customers through operations in 12 countries.
www.ems-t.com
Note: President and Chief Executive Officer, Neil Mackay, and Chief Financial Officer, Gary Shell,
will discuss first quarter 2011 results in a conference call at 8:30am ET today. The presentation
can be accessed by dialing +1.888.674.0222. Callers from outside the United States should dial
+1.201.604.0498. A taped replay of the conference call will be available through May 19, 2011 by
dialing 1.888.632.8973 and entering the replay code 61570280 # (international callers use
+1.585.295.6791 and enter same replay code).
Page - 5 -
NEWS RELEASE
(Continued)
(Continued)
SOURCE: EMS Technologies
Investors May Contact:
Gary Shell
CFO, EMS Technologies, Inc.
1.770.729.6512
Gary Shell
CFO, EMS Technologies, Inc.
1.770.729.6512
Reporters May Contact:
Jennifer Grigas
EMS Media Relations
1.770.729.6554
Jennifer Grigas
EMS Media Relations
1.770.729.6554
Forward-Looking Statements
Statements contained in this press release regarding the Companys expectations for its financial
results for 2011 and the potential for various businesses and products are forward-looking
statements. Actual results could differ materially from those statements as a result of a wide
variety of factors. Such factors include, but are not limited to...
| the progress and results of the Companys formal process to pursue strategic
alternatives, including a possible sale transaction; |
| the cost, time required of our management and employees and general disruption
to our operations associated with responding to the proxy contest by MMI Investments, L.P.; |
| economic conditions in the U.S. and abroad and their effect on capital spending in our
principal markets; |
| difficulty predicting the timing of receipt of major customer orders, and the effect of
customer timing decisions on our results; |
| our successful completion of technological development programs and the effects of
technology that may be developed by, and patent rights that may be held or obtained by,
competitors; |
| U.S. defense budget pressures on near-term spending priorities; |
| uncertainties inherent in the process of converting contract awards into firm contractual
orders in the future; |
| volatility of foreign currency exchange rates relative to the U.S. dollar and their
effect on purchasing power by international customers, and on the cost structure of our
operations outside the U.S., as well as the potential for realizing foreign exchange gains
and losses associated with assets and liabilities denominated in foreign currencies; |
| successful resolution of technical problems, proposed scope changes, or proposed funding
changes that may be encountered on contracts; |
| changes in our consolidated effective income tax rate caused by the extent to which
actual taxable earnings in the U.S., Canada and other taxing jurisdictions may vary from
expected taxable earnings, changes in tax laws, and the extent to which deferred tax assets
are considered realizable; |
| successful transition of products from development stages to an efficient manufacturing
environment; |
Page - 6 -
NEWS RELEASE
(Continued)
(Continued)
| changes in the rates at which our products are returned for repair or replacement under
warranty; |
| customer response to new products and services, and general conditions in our target
markets (such as logistics and space-based communications) and whether these responses and
conditions develop according to our expectations; |
| the increased potential for asset impairment charges as unfavorable economic or financial
market conditions or other developments might affect the estimated fair value of one or more
of our business units; |
| the success of certain of our customers in marketing our line of high-speed commercial
airline communications products as a complementary offering with their own lines of avionics
products; |
| the availability of financing for various mobile and high-speed data communications
systems; |
| risk that unsettled conditions in the credit markets may make it more difficult for some
customers to obtain financing and adversely affect their ability to pay, which in turn could
have an adverse impact on our business, operating results and financial condition; |
| development of successful working relationships with local business and government
personnel in connection with distribution and manufacture of products in foreign countries; |
| the demand growth for various mobile and high-speed data communications services; |
| our ability to attract and retain qualified senior management and other personnel,
particularly those with key technical skills; |
| our ability to effectively integrate our acquired businesses, products or technologies
into our existing businesses and products, and the risk that any such acquired businesses,
products or technologies do not perform as expected, are subject to undisclosed or
unanticipated liabilities, or are otherwise dilutive to our earnings; |
| the potential effects, on cash and results of discontinued operations, of final
resolution of potential liabilities under warranties and representations that we made, and
obligations assumed by purchasers, in connection with our dispositions of discontinued
operations; |
| the availability, capabilities and performance of suppliers of basic materials,
electronic components and sophisticated subsystems on which we must rely in order to perform
according to contract requirements, or to introduce new products on the desired schedule; |
| uncertainties associated with U.S. export controls and the export license process, which
restrict our ability to hold technical discussions with customers, suppliers and internal
engineering resources and can reduce our ability to obtain sales from customers outside the
U.S. or to perform contracts with the desired level of efficiency or profitability; and |
| our ability to maintain compliance with the requirements of the Federal Aviation
Administration and the Federal Communications Commission, and with other government
regulations affecting our products and their production, service and functioning. |
Further information concerning relevant factors and risks are identified under the caption Risk
Factors in our Annual Report on Form 10-K for the year ended December 31, 2010.
Page - 7 -
NEWS RELEASE
(Continued)
(Continued)
EMS Technologies, Inc. and Subsidiaries
Consolidated Statements of Operations
(In millions, except per-share data)
Unaudited
Three Months Ended | ||||||||
April 2 | April 3 | |||||||
2011 | 2010 | |||||||
Net sales |
$ | 85.0 | 82.9 | |||||
Cost of sales |
53.5 | 53.3 | ||||||
Gross profit |
31.5 | 29.6 | ||||||
Selling, general and administrative |
22.2 | 21.7 | ||||||
Research and development |
5.7 | 5.4 | ||||||
Impairment loss on goodwill related charges |
| 0.4 | ||||||
Acquisition-related items |
| 0.2 | ||||||
Operating income |
3.6 | 1.9 | ||||||
Interest income |
0.1 | 0.2 | ||||||
Interest expense |
(0.5 | ) | (0.5 | ) | ||||
Foreign exchange loss |
(0.2 | ) | (0.7 | ) | ||||
Earnings before income taxes |
3.0 | 0.9 | ||||||
Income tax expense |
0.6 | 0.3 | ||||||
Net earnings |
$ | 2.4 | 0.6 | |||||
Earnings per share |
$ | 0.16 | 0.04 | |||||
Outstanding shares diluted |
15.4 | 15.2 | ||||||
Supplemental data: |
||||||||
Adjusted EBITDA |
$ | 9.5 | 7.5 | |||||
Adjusted EPS |
0.20 | 0.07 | ||||||
Net cash provided by operating activities |
6.3 | 7.6 |
Page - 8 -
NEWS RELEASE
(Continued)
(Continued)
EMS Technologies, Inc. and Subsidiaries
Consolidated Condensed Balance Sheets
(In millions)
Unaudited
April 2 | December 31 | |||||||
2011 | 2010 | |||||||
Assets |
||||||||
Cash and cash equivalents |
$ | 71.5 | 55.9 | |||||
Trade accounts receivable |
64.4 | 68.7 | ||||||
Revenue in excess of billings on long-term contracts |
21.2 | 22.0 | ||||||
Inventories |
45.2 | 41.6 | ||||||
Other current assets |
12.6 | 11.3 | ||||||
Current assets |
214.9 | 199.5 | ||||||
Net property, plant and equipment |
48.6 | 48.4 | ||||||
Goodwill |
60.5 | 60.5 | ||||||
Other assets |
64.4 | 64.5 | ||||||
$ | 388.4 | 372.9 | ||||||
Liabilities and Shareholders Equity |
||||||||
Current installments of long-term debt |
$ | 1.5 | 1.5 | |||||
Accounts payable |
30.7 | 25.0 | ||||||
Other current liabilities |
39.5 | 47.0 | ||||||
Current liabilities |
71.7 | 73.5 | ||||||
Long-term debt, less current installments |
38.0 | 27.5 | ||||||
Other noncurrent liabilities |
14.9 | 14.9 | ||||||
Shareholders equity |
263.8 | 257.0 | ||||||
$ | 388.4 | 372.9 | ||||||
Page - 9 -
NEWS RELEASE
(Continued)
(Continued)
EMS Technologies, Inc. and Subsidiaries
Segment Data
(In millions)
Unaudited
Segment Data
(In millions)
Unaudited
Three Months Ended | ||||||||
April 2 | April 3 | |||||||
2011 | 2010 | |||||||
Net sales |
||||||||
LXE |
$ | 36.2 | 30.6 | |||||
Global Tracking |
9.9 | 9.9 | ||||||
Total Global Resource Management |
46.1 | 40.5 | ||||||
Aviation |
25.0 | 26.2 | ||||||
Defense & Space |
14.1 | 16.5 | ||||||
Less intercompany sales |
(0.2 | ) | (0.3 | ) | ||||
Total |
$ | 85.0 | 82.9 | |||||
Operating income (loss) |
||||||||
LXE |
$ | 1.7 | 0.9 | |||||
Global Tracking |
0.2 | 0.2 | ||||||
Total Global Resource Management |
1.9 | 1.1 | ||||||
Aviation |
0.8 | 0.3 | ||||||
Defense & Space |
0.4 | 0.9 | ||||||
Corporate & Other |
0.5 | 0.2 | ||||||
Impairment loss on goodwill related charges |
| (0.4 | ) | |||||
Acquisition-related items |
| (0.2 | ) | |||||
Total |
$ | 3.6 | 1.9 | |||||
Adjusted EBITDA |
||||||||
LXE |
$ | 2.7 | 1.7 | |||||
Global Tracking |
1.1 | 1.0 | ||||||
Total Global Resource Management |
3.8 | 2.7 | ||||||
Aviation |
2.8 | 2.2 | ||||||
Defense & Space |
1.3 | 1.8 | ||||||
Corporate & Other |
1.6 | 0.8 | ||||||
Total |
$ | 9.5 | 7.5 | |||||
Page - 10 -
NEWS RELEASE
(Continued)
(Continued)
Non-GAAP Financial Measures
This press release contains information regarding our earnings and earnings per share, excluding
impairment loss on goodwill related charges, acquisition-related items, and proxy contest costs,
(Adjusted Earnings Per Share) and earnings before interest expense, income taxes, depreciation
and amortization and excluding stock-based compensation, impairment loss on goodwill related
charges, acquisition-related items and proxy contest costs (Adjusted EBITDA). The Company
believes that earnings that are based on these non-GAAP financial measures provide useful
information to investors, lenders and financial analysts because (i) these measures are more
comparable with the results for prior fiscal periods, and (ii) by excluding the potential
volatility related to the timing and extent of nonoperating activities, such as acquisitions or
revisions of the estimated value of post-closing earn-outs, such results provide a useful means of
evaluating the success of the Companys ongoing operating activities. Also, the Company uses this
information, together with other appropriate metrics, to set goals for and measure the performance
of its operating businesses, to determine managements incentive compensation, and to assess the
Companys compliance with debt covenants. Management further considers Adjusted EBITDA an important
indicator of operational strengths and performance of its businesses. EBITDA measures are used
historically by investors, lenders and financial analysts to estimate the value of a company, to
make informed investment decisions and evaluate performance. Management believes that Adjusted
EBITDA facilitates comparisons of our results of operations with those of companies having
different capital structures. In addition, a measure similar to Adjusted EBITDA is a component of
our bank lending agreement, which requires certain levels of Adjusted EBITDA to be achieved by the
Company. This information should not be considered in isolation or in lieu of the Companys
operating and other financial information determined in accordance with GAAP. In addition, because
EBITDA and adjustments to EBITDA are not determined consistently by all entities, Adjusted EBITDA
as presented may not be comparable to similarly titled measures of other companies.
Following is a reconciliation of our net earnings and earnings per share to the non-GAAP financial
measures that exclude impairment loss on goodwill related charges, acquisition-related items and
proxy contest costs for the three months ended April 2, 2011 and April 3, 2010 (in millions, except
per share data unaudited):
Three Months Ended | ||||||||||||||||
April 2, 2011 | April 3, 2010 | |||||||||||||||
Net | Earnings | Net | Earnings | |||||||||||||
earnings | per share | earnings | per share | |||||||||||||
As reported |
$ | 2.4 | 0.16 | 0.6 | 0.04 | |||||||||||
Impairment loss on goodwill related charges, net of tax |
| | 0.2 | 0.02 | ||||||||||||
Acquisition-related items |
| | 0.2 | 0.01 | ||||||||||||
Proxy contest costs, net of tax |
0.6 | 0.04 | | | ||||||||||||
As adjusted |
$ | 3.0 | 0.20 | 1.0 | 0.07 | |||||||||||
Page - 11 -
NEWS RELEASE
(Continued)
(Continued)
Following is a reconciliation of our net earnings to Adjusted EBITDA and earnings (loss) before
income taxes to Adjusted EBITDA by segment, for the three months ended April 2, 2011 and April 3,
2010 (in millions unaudited):
Global | Corp & | |||||||||||||||||||||||
LXE | Tracking | Aviation | D&S | Other | Total | |||||||||||||||||||
Three Months Ended April 2, 2011 |
||||||||||||||||||||||||
Net earnings |
$ | 2.4 | ||||||||||||||||||||||
Income tax expense |
0.6 | |||||||||||||||||||||||
Earnings (loss) before income taxes |
$ | 1.7 | 0.2 | 0.8 | 0.4 | (0.1 | ) | 3.0 | ||||||||||||||||
Interest expense |
| | | | 0.5 | 0.5 | ||||||||||||||||||
Depreciation and amortization |
0.9 | 0.9 | 1.9 | 0.8 | 0.3 | 4.8 | ||||||||||||||||||
Stock-based compensation |
0.1 | | 0.1 | 0.1 | 0.2 | 0.5 | ||||||||||||||||||
Proxy contest costs |
| | | | 0.7 | 0.7 | ||||||||||||||||||
Adjusted EBITDA |
$ | 2.7 | 1.1 | 2.8 | 1.3 | 1.6 | $ | 9.5 | ||||||||||||||||
Three Months Ended April 3, 2010 |
||||||||||||||||||||||||
Net earnings |
$ | 0.6 | ||||||||||||||||||||||
Income tax expense |
0.3 | |||||||||||||||||||||||
Earnings (loss) before income taxes |
$ | 0.8 | 0.1 | (0.1 | ) | 0.9 | (0.8 | ) | 0.9 | |||||||||||||||
Interest expense |
| | | | 0.5 | 0.5 | ||||||||||||||||||
Depreciation and amortization |
0.8 | 0.9 | 2.2 | 0.8 | 0.3 | 5.0 | ||||||||||||||||||
Stock-based compensation |
0.1 | | 0.1 | 0.1 | 0.2 | 0.5 | ||||||||||||||||||
Impairment loss on goodwill related charges |
| | | | 0.4 | 0.4 | ||||||||||||||||||
Acquisition-related items |
| | | | 0.2 | 0.2 | ||||||||||||||||||
Adjusted EBITDA |
$ | 1.7 | 1.0 | 2.2 | 1.8 | 0.8 | $ | 7.5 | ||||||||||||||||
Page - 12 -
NEWS RELEASE
(Continued)
(Continued)
Important Information
EMS Technologies, Inc. (the Company) filed a definitive Proxy Statement for the 2011 Annual
Meeting of Shareholders with the Securities and Exchange Commission (the SEC) on March 23, 2011.
Shareholders are urged to read the Proxy Statement, as well as other documents filed with the SEC,
because they contain important information. The definitive Proxy Statement and other documents
filed with the SEC concerning the Company are available free of charge at the Companys website
(www.ems-t.com) under the heading Investor Relations, at the SECs website
(www.sec.gov), or by contacting the Company at (770) 729-6512. Shareholders should read
carefully the definitive proxy statement and WHITE proxy card before making any voting decision.
The Company, its directors and certain of its officers and employees are participants in a
solicitation of proxies in connection with the Companys 2011 Annual Meeting of Shareholders.
Information with respect to the identity of these participants in the solicitation and a
description of their direct or indirect interest in the Company, by security holdings or otherwise,
is contained in the definitive Proxy Statement filed by the Company with the SEC on March 23, 2011.
####