| DAKTRONICS INC /SD/ Form 10-K entitled “Item 1A Risk Factors“ and “Item 7“ Management’s Discussion and Analysis of Financial Condition and Results of Operations – Business Risks and Uncertainties,” and those factors discussed in detail in our filings with the Securities and Exchange Commission |
| Daktronics, Inc |
| was founded by Dr |
| Aelred Kurtenbach and Dr |
| Duane Sander in 1968 while they were professors of electrical engineering at South Dakota State University (“SDSU”) in Brookings, South Dakota |
| Our long and close relationship with SDSU and other South Dakota colleges and universities is a key factor contributing to our leadership in the industry |
| We have been able to experience sustained growth due in part to the capability of the local universities and colleges to provide an important source of highly educated full-time and student employees |
| In 1970, we manufactured and sold our first product — a voting display system for the Utah State Legislature |
| Soon thereafter, we expanded into manufacturing electronic scoreboards and commercial displays using the technology and experience we developed |
| These scoreboard and commercial displays integrated computers as display controllers to process information and to formulate that information for presentation on a display |
| At that time, we also began building computer-programmable information display systems utilizing standard modules in a variety of configurations |
| The use of modular sections for both our smaller and larger display systems allowed us to offer a broad range of both standard and custom products |
| Innovations like these helped us obtain a major scoreboard contract for the 1980 Olympic Winter Games in Lake Placid as well as installation contracts at several large universities |
| Over the years, we continued to enhance our controller and display technology by creating and acquiring new display technologies |
| These developments led to our first scoreboard installation at a professional sports facility |
| We were successful in increasing our market share in these areas and, as a result, grew commensurately |
| Our diversity and strength of personnel allow us to continue to design, enhance, create and manufacture and market cutting-edge products |
| New technology continues to provide opportunities for us to expand |
| The development of blue and green light-emitting devices (LEDs) in the mid-nineties has led to significant changes in the electronic display market, principally the development of full-color LED displays |
| Prior to that time the majority of our products were based on incandescent or reflective display technologies |
| Today, LED technology has totally displaced the incandescent and reflective technologies for large format displays |
| LED technology excels over other technologies because of its viewing characteristics, energy efficiency, cost of maintenance and lifetime |
| More recently we began offering display networks incorporating LCD and plasma technology displays in what is commonly referred to as digital advertising or narrowcasting systems |
| We also offer a range of proprietary display control software to complement the display technologies, and are able to offer customers complete integrated system solutions including content such as animations and video productions to assist our clients in realizing the maximum impact and benefit from their display systems |
| As a result of our line of LED display systems and various software applications, we gained significant market share through designing and manufacturing quality products and providing technical expertise and services |
| Our products can be seen across the world as we are the world’s leader in all display product categories according to independent research |
| As a result, our integrated video and scoring systems can be seen at many professional, collegiate and high schools, particularly in North America |
| In addition since 1980, we have been the leading provider to international sporting events such as the Olympic games |
| With commercial applications our video and graphics displays can be seen in major destination sites such as Las Vegas, Times Square, along the roadside billboard applications, in front of retail establishments and at major stock exchanges across the globe |
| Finally in the transportation market our Vanguard displays can be found in over 100 jurisdictions across North America including over 30 state departments of transportation |
| This network of offices, which totals over 50 locations throughout the world, has historically been and we expect it to continue to be an extremely important growth strategy |
| We occasionally acquire businesses that provide access to new markets or complement our existing products |
| Although these acquisitions increased the scope of services or technology that we are able to provide, our primary growth objective is still the increase of sales through organic growth |
| Financial Information About Segments Our global business is principally in a single industry segment – the design, development, marketing and support of visual display solutions for the sports, commercial and transportation markets |
| Narrative Description of Business We are the world’s leading supplier of electronic scoreboards, large electronic display systems, marketing services, digital messaging solutions and related software and services for sports, commercial and transportation applications |
| Our continuing focus is on supporting customers with superior products, integration and services that provide dynamic, reliable and unique visual communication solutions |
| We offer a complete line of products, from small indoor and outdoor scoreboards and electronic displays to large, multi-million dollar, video display systems as well as related control systems, timing, sound and related professional services |
| We are recognized worldwide as a technical leader with the capabilities to design, market, manufacture, install and service complete integrated systems that display real-time data, graphics, animation and video |
| We are engaged in a full range of activities: marketing and sales, engineering and design, manufacturing, and professional services |
| Each of those activities is described below |
| Marketing and Sales |
| Our products have been sold throughout the United States and in many other countries through a combination of direct sales personnel and independent resellers |
| In the United States and Canada, we use primarily a direct sales force for professional sports, colleges and universities, convention centers and smaller sports facilities, including high schools and transportation applications |
| In smaller commercial applications, we use a combination of direct sales staff and resellers |
| These are typically moderately priced and relatively easy to install |
| A limited number of models are built to inventory and available for quick delivery |
| We support our resellers through national and regional direct mail advertising, trade journal advertising, trade show exhibitions and direct sales force support in the field |
| We believe that we can expand market share by expanding both our direct sales force and resellers |
| Our direct sales force is comprised of a network of over 50 offices located throughout the world supporting all customer types in both sales and service |
| In addition to supporting resellers as mentioned above, the direct sales staff sells the entire range of our standard products and substantially all of the large video display systems |
| Our direct sales staff is structured in a way to maximize cross-selling opportunities across markets |
| To accomplish this, we have developed a matrix structure where the main focus and reporting responsibilities fall into one of our three main markets |
| A complementary emphasis is then placed on a regional structure to create opportunities in other markets and to support efforts for the organization as a whole |
| When we target a potential customer for sales opportunities, the prospect is contacted either directly or through a reseller |
| Frequently on larger sales opportunities, engineers, technicians and sales personnel jointly participate in site visits to assess site conditions, evaluate the customer’s requirements and assemble and present proposals |
| Proposals to prospective customers include business and technical presentations as well as product demonstrations and visits to existing installations |
| We also regularly host prospective customers at our manufacturing facility to demonstrate product quality and delivery capability |
| International sales fluctuate from year to year based on the timing of large system projects |
| A typical term of sale for international projects includes a letter of credit or partial payment in advance |
| We believe that in addition to the growth we expect domestically, we will also achieve growth in the international markets |
| During fiscal years 2006, 2005 and 2004, approximately 10prca, 11prca and 13prca of our net sales, respectively, were derived from international sales |
| Since 2000, we have acquired or opened international office locations, including offices in Canada, China, France, Germany, and the United Kingdom |
| We also are a 49prca owner in a joint venture in Malaysia |
| Much of our marketing and sales success in the past was based on our ability to create new products and product enhancements for customers by understanding their needs and opportunities |
| We have developed and continue to develop this understanding through active participation in the sales cycle by engineers and various others and through attendance at trade shows, conventions and seminars as well as through a culture of teamwork throughout the organization |
| Engineering and Product Development |
| The large screen electronic display industry is characterized by ongoing product innovations and developments in technology and complementary services |
| To remain competitive, we must continue to anticipate and respond to changes and developments in the industry |
| We will continue our tradition of applying engineering resources throughout our business to help achieve more effective product development by investing approximately 4prca of our net sales into product design and development |
| We employ engineers and technicians in the areas of mechanical and electrical design, applications engineering, and customer and product support |
| Unlike some companies, which depend on contract engineering from outside vendors, we use in-house engineering to anticipate and respond rapidly to the product development needs of customers and the marketplace |
| We typically assign product managers from our engineering staff to each product or product family to assist our sales staff in training, to implement product improvements and to ensure that each product is designed for maximum reliability and serviceability |
| We also invest in new creative technologies and in companies developing new technologies |
| Our engineering staff consists of the following four product development groups aligned with the primary product families: Sport Products Engineering, Video Products Engineering, Commercial Products Engineering and Transportation Products Engineering |
| Each design group is autonomous to allow it to focus on one product family, while at the same time the engineering groups are closely tied with each other to facilitate sharing ideas and technology |
| This organizational structure positions us for effective product development in the future because of our concentrated focus on standardization, which reduces the amount of engineering time allocated to one-time custom design |
| Manufacturing and Technical Contracting |
| As a vertically integrated manufacturer of display systems, we perform most sub-assembly and substantially all final assembly of our products |
| We also serve as a technical contractor for customers who desire custom hardware design, installation or other technical services |
| Our manufacturing operations include component manufacturing (printed circuit boards) and system manufacturing (metal fabrication, electronic assembly, sub-assembly and final assembly) |
| Star Circuits, Inc, a wholly-owned subsidiary, manufactures printed circuit boards primarily for our products at a separate production facility located in Brookings, South Dakota |
| We augment our production capacity with the use of outside subcontractors primarily for metal fabrication and loading printed circuit boards |
| We use a modular approach for manufacturing displays |
| Standard product modules are designed to be used in a variety of different products |
| This modular approach reduces parts inventory and improves manufacturing efficiency |
| Custom projects are built according to the customer’s specifications |
| Product modules are designed so that a custom product may include a significant percentage of standard components to maximize reliability and ease of service |
| In scheduling and manufacturing, production employees work as teams to ensure quality and timely delivery while minimizing excess inventories |
| Our order entry, production, customer service and many other functions are also consolidated through an enterprise resource planning (ERP) system to facilitate communication among employee teams throughout the entire sales, design, production and delivery process |
| During fiscal year 2006, we began significant expansion of our facilities and throughput expansion to respond to the increasing demands of our products |
| Historically, substantially all our products were manufactured in our main facility in Brookings, South Dakota |
| We are currently expanding our production facilities in Brookings and Sioux Falls, South Dakota and, to a limited degree in China |
| It is expected that for the long term, the majority of our manufacturing will continue to be in Brookings |
| Technical Contracting |
| We serve as a technical contractor for larger display system installations that require custom designs and innovative product solutions |
| The purchase of scoreboards and other state-of-the-art display systems for large installations typically involves competitive proposals |
| As a part of our response to a proposal request, we may suggest additional products or features to assist the prospective customer in analyzing the optimal type of display system |
| If requested by a customer or if necessary to help secure a bid, we will include as a part of our proposal the work necessary to prepare the site and install the display system |
| In such cases, we may serve as the general contractor and retain subcontractors |
| We are licensed in a number of domestic jurisdictions as a contractor |
| Professional Services |
| Our professional services are essential to continued market penetration and growth |
| To enhance the level of service available to our customers, we provide maintenance and support services in all of our offices throughout the world |
| We plan to open other offices in the future to supplement our service capabilities |
| Professional services we provide in addition to technical contracting include event support, content creation, product maintenance, marketing assistance and display rentals |
| Our Keyframe® support group provides a variety of services to customers, including video and animation, event support, control room design, on-site training (hardware and software), and continuing technical support for operators of complicated display systems |
| Our Daktronics Sports Marketing™ division provides customers (primarily sports facilities) with a complete display system, funded in part through value-added marketing services |
| These marketing services extend beyond the marketing potential of the equipment in the facility to other facility-related components |
| Typically, these services are limited to facilities that do not have in-house marketing programs and staff |
| Our Daktronics Commercial Network division provides services similar to Daktronics Sports Marketing to narrowly-defined niches within our commercial market |
| These services entail maximizing revenue generation for customers in connection with the purchase of display systems through advertising and other opportunities |
| Customer Service and Support |
| Our prompt and reliable customer service distinguishes us from our competitors |
| This service includes limited warranties for most of our products against failure due to defective parts or workmanship for periods generally ranging from one to five years after first sale or installation, depending on the product or type of customer |
| We also provide help-desk access, parts repair and replacement and programming support for video, animation and other displays |
| We staff our help desk with experienced technicians who are available at the desk or on-call 24 hours a day to support events and sites |
| Our repair center is staffed with trained technicians who promptly repair and return components that require service, and we offer a component exchange program for same-day shipment of replacement parts |
| Our modular approach to the design and production of products enhances our ability to provide effective customer service and support |
| Customers can obtain periodic training and maintenance seminars throughout the world and at our headquarters and can also contract for on-site training and maintenance |
| General Description of Our Products and Technologies Our display technology has changed significantly since the mid-1990s when incandescent lamps were the primary display element |
| Presently, LED and LCD technologies are the primary display elements |
| The invention and availability of the blue and green LED in the mid-1990s, along with the already available red LED, allowed the introduction of full-color video displays using LEDs as the primary colors to form all other colors in the video display |
| The decreasing costs of LCD components along with the drive for more numerous smaller displays have led to the addition of LCD displays |
| Finally, driven by customer demand, we have enhanced our video display technology into mobile and modular technologies to complement various applications which are not fixed and permanent in nature |
| We now offer LED products across our entire product line |
| The availability of improved, cost-effective red and amber LEDs has made them the preferred display element for large monochrome displays, replacing both incandescent and reflective technologies in most applications |
| The cost effectiveness, life and performance of LCDs have made them the preferred indoor small display solution |
| The vast majority of displays we sell today utilize LED technology |
| The two principal components of many of our systems are the display and the display controller |
| The display controller uses computer hardware and software to process the information provided by the operator and other integrated sources and then compiles the information, graphics or animation to be presented on the display |
| Data can be transferred between the display controller and local or remote displays |
| Local connections may use wire cables, fiber optic cables, infrared links or radio links |
| Standard and cellular telephone connections and satellite transmissions are used to connect to remote displays |
| The display controller controls each of the pixels (which are the dots or picture elements that make up the image) on the display to present the message or image |
| Most of our display technologies rely on one or more of our software products to manage and provide content for the display |
| These software products range from scoring consoles to the Venus® 1500 display control software that allows the creation, display and scheduling of dynamic text and basic graphics content on electronic displays to the Venus® 7000 display control system that controls multi-color displays and video boards, providing the ability to create graphics and animation as well as interfacing with third-party software for content |
| Additionally, our V-Net^TM control software is used to display targeted messages to specific audiences |
| Complementary software, such as our DakStats® and interfacing software, is also available and can be fully integrated into the control software |
| Our display systems range from small scoreboards and digit displays under dlra1cmam000 to large complex display systems priced in excess of dlra10 million |
| Generally, our product sales are either custom products or standard catalog scoreboards or displays |
| These standard catalog sales account for approximately 29prca of our total annual revenues |
| Our custom products are customized in terms of size, configuration and installation type but are built using standard physical and technology platforms |
| Within each product family, we produce both standard and custom displays that vary in complexity, size and resolution |
| The physical dimensions of a display depend on the size of the viewing area, the distance from the viewer to the display and the amount and type of information to be displayed |
| Generally, the light source, or pixels, are spaced farther apart for longer distance viewing |
| The type of the display may also depend on the location of the viewing audience |
| For example, arena scoreboards may have a viewing angle nearly as wide as 180 degrees, compared with roadside displays, which typically are viewed from a passing vehicle only within a narrow angle from the display |
| We customize our products according to the design specifications of the customer and the conditions of the environment and setting |
| Product Families and Technologies Our products are comprised of the following four major product families: 1) Sport Products, primarily All Sport®, Tuff Sport® and OmniSport® scoreboards, controllers and timing systems; 2) Video Products, primarily ProStar®, ProTour™ and ProAd® displays, and associated control systems; 3) Commercial Products, primarily Galaxy® displays and Venus® 1500 control systems; and 4) Transportation Products, primarily Vanguard® displays Each of these is discussed below |
| Sport Products |
| The Sport Products family includes a full line of indoor and outdoor scoreboards, timing systems, digit displays, sound systems, statistics software and other related products |
| The indoor products range from two-digit shot clocks and small scoreboards to large, center-hung scoreboards incorporating message centers and advertising panels |
| Outdoor scoreboards also range from two-digit game timers and small scoreboards to large scoring systems incorporating message centers and advertising panels |
| The sizes of displays can vary significantly depending on the needs of the customer, taking into account such things as viewing angles and spectator distances |
| We expect that Sport Products sales in the future will continue to focus on LED technology due to the lower power consumption, longer life and resulting lower maintenance costs as compared to other technologies |
| Since most of the products within the Sport Products group have significant standardization, we have been able to make progress on our goal of delivering the highest quality products while maintaining consistent and favorable margins |
| We offer a variety of internally developed controllers complementing our scoreboards and displays, which vary depending on the sport and complexity of the system |
| These controllers vary in price and complexity from the All Sport® 100, which is a controller for portable scoreboards, to the All Sport® 5000, which is designed for more sophisticated scoring systems, allowing for more user-defined options |
| These controllers can be interfaced with the scoreboards through radio frequencies, fiber optic connections or other means |
| We also offer timing systems for sports events, primarily aquatics and track competitions |
| These timing systems include our OmniSport® 2000 timing system |
| The system has the capability to not only time and rank the competitors but also to interface to event management software created by other third parties to facilitate the administration of the sporting event |
| As a key component of an integrated system, we market sports statistics and results software under the DakStats® trademark |
| The software allows entry and display of sports statistics and other information displays |
| It is the leading application of its type in professional, collegiate and high school baseball and other sports |
| Video Products |
| The Video Products family consists primarily of displays comprised of a large number of pixels capable of creating various levels of video, graphics and animation and controllers, which manage the operation of the display |
| Video display products are based on red, green and blue LEDs arranged in various combinations to form pixels or picture elements |
| The electronic circuitry which controls the pixels allows for variances in the relative brightness of each LED to provide a full color spectrum, thereby displaying video images in striking, vibrant colors |
| We offer a wide range of video display products for different applications and budgets |
| Variables in typical video displays include the spacing of the pixels (pixel pitch), the brightness of the displays, the number of discrete colors that the display is able to produce (color resolution), and the viewing angle |
| In addition, modular design allows the product to be readily configured in custom sizes to meet each customer’s specific requirements, with no maximum to the size of display that can be built |
| In general, the more pixels and the more color resolution, the better the video image on the display |
| Our ProStar® video display systems offer specifications second to none in the industry |
| At the high end, the product is capable of producing 4dtta3 trillion colors and is available with pixel spacing as close as three millimeters |
| Currently, we offer a wide range of pixel spacing, ranging from three millimeter to 89 millimeter |
| The three-millimeter application provides the user with the greatest pixel density and shortest viewing distance, and the 89-millimeter is the most cost effective for physically large displays with maximum viewing distances |
| In addition, the uniformity of colors across the display is important to the quality of the video image |
| Our unique display control circuitry along with proprietary manufacturing and calibration procedures provide uniform colors across the display |
| We have adapted our ProStar® technology into our ProAd® digital advertising and information display system, the ProTour® modular display system, the ProRail® display systems and our ProPixel^TM display systems |
| ProAd® technology uses similar red, green and blue LED modules configured in different height-to-width ratios to give arena and stadium facilities the ability to install long, narrower bands of displays in various locations in the facility |
| This application generally serves as a revenue generation source for facilities through advertising as well as a location to display information such as scoring, statistics and video |
| ProTour® display systems are comprised of lightweight individual modules or panels less than a square meter in size that are assembled together to form a display in a customizable height and width |
| These panels are focused in what we refer to as the mobile and modular application, such as touring shows, and the events market |
| ProRail® display systems incorporate our ProAd® displays into a patented cabinet designed to serve as a replacement for the fascia of an upper deck in a stadium or arena, in some cases, improving site lines of the fans |
| ProPixel® displays serve as architectural accents and channel lettering |
| Our main controller for these video displays is our Venus® 7000 controller, which is built on the Windows® operating system |
| This high-end controller provides advanced capability for controlling large video displays |
| The V-Play® event management software provides facilities with integrated and sophisticated event program management capabilities with integration to video equipment |
| It provides instant replays, live action and overlays of information, and it allows for the organization and playback of digital video and audio clips |
| Other video products controllers include the V-Net^TM, V-Tour® and V-Show® controllers |
| Each of these controllers is designed with unique features and functionality designed for unique market niches |
| Our V-Tour® design interfaces between our display systems and other systems, allowing, for example, scoreboard and video systems to receive and display information from computers used for statistics, timing or scoring |
| These interfaces allow the display controller to send information back to a statistics system or customer computer and can automatically report continually updated sports scores and information from national wire services |
| Commercial Products |
| The key product line in the Commercial Products family is our Galaxy® product line, which includes various indoor and outdoor applications intended primarily as graphics and text-based displays |
| All of the current product offerings within the Commercial Products group use LED technologies |
| Galaxy® displays, available in both indoor and outdoor models, are our leading product line for commercial applications and are expected to be a key product line for growth in the future |
| Galaxy® displays are either red, amber or full color, with pixel spacing ranging from 7dtta6 millimeter to 89 millimeter, depending on size and viewing distance |
| They are used primarily as message centers to convey information and advertising to the consumers and the public |
| This product line has become one of our fastest growing product lines |
| The modular design of the product allows us to configure a display to readily meet the size requirements of each customer |
| Within the Galaxy® line, we offer various price points for similar sized displays of the same pixel spacing |
| Other product lines within the Business Products group include our DataTrac™, DakTicker® and InfoNet™ displays |
| The DataTrac™ product lines consist of indoor LED displays comprised of discrete characters |
| Each character is spaced evenly horizontally and vertically from the adjacent character |
| This provides the least expensive display per character for the display of text messages only |
| DakTicker® displays are used primarily in financial institutions for ticker displays and other financial information |
| The InfoNet™ product line includes line-oriented displays for indoor use that are available as single or multi-line units |
| All DataTrac™, DakTicker® and InfoNet™ products have a controller in the display that is capable of receiving a downloaded display program and then operating independently to display that program until a new program is downloaded to it |
| The majority of our Commercial Products group’s products utilize our proprietary Venus® 1500 display control software to control the creation of messages and graphic sequences for downloading to the display |
| This software is designed to be useable without any special training, and it is applicable to all general advertising or message presentation applications |
| We also provide software that allows OEM customers (system integrators) to write their own software using the Venus® 1500 software developer’s kit to communicate to other displays supplied by us |
| Several system integrators have implemented the Venus® 1500 protocol into their specific applications, resulting in additional display sales |
| Transportation Products |
| The Transportation Products group includes a full line of electronic displays and controllers marketed under the Vanguard® product line |
| Vanguard® displays are typically used to help direct traffic and inform motorists |
| We have also developed a control system for these displays to help manage a network of displays |
| Both the displays and the software are NTCIP (National Transportation Communications for ITS Protocol) compliant and meet the various requirements imposed by government and other regulatory bodies |
| Sources of Raw Materials We source some of our raw materials from a limited number of suppliers, including primarily LEDs |
| We do so because of the high level of quality we require |
| The loss of any single supplier, however, would not have a material effect on us |
| In addition, to reduce our inventories and enhance product quality, we elect to limit the number of suppliers who are willing to provide components on an “as needed” basis |
| From time to time, we enter into pricing agreements or purchasing contracts under which we agree to purchase a minimum amount of product in exchange for guaranteed price terms over the length of the contract, which generally does not exceed one year |
| Intellectual Property We develop patentable technology on a continuing basis |
| We hold a number of US and foreign patents and have a number of patent applications pending |
| The patents pertain primarily to our LED display technologies and product features |
| We rely on trademarks, in addition to patents, to help establish and preserve limited proprietary protection for our products |
| Our trademarks are registered in the United States and several other countries |
| We also have numerous trademark applications pending |
| These trademarks are used to establish brand recognition and distinction in our various markets |
| Product drawings, software and other works of authorship are also subject to applicable copyright law protections |
| We provide software to our customers in machine-readable object code to help preserve its confidentiality |
| We also rely on nondisclosure agreements with our employees |
| Despite these intellectual property protections, there can be no assurance that a competitor will not copy the functions or features of our products |
| Seasonal Nature of the Business Our sales and profitability historically have fluctuated due to the impact of large product orders, such as display systems for facilities where professional and major college sports events take place, and large commercial systems |
| The seasonality of the sports market has also played a part in our sales and profit fluctuations |
| As a result, sales and net income in the first and second quarters of a fiscal year tend to be higher than in the third quarter of that fiscal year, followed by higher levels in the fourth quarter, leading into the first quarter of the following year |
| This seasonality is caused by sales related to facilities for football and other fall sports in the summer and early fall, followed by sales generally related to facilities for basketball and hockey in the fall, and finally facilities for baseball and other spring and summer sports in the early to late spring |
| This seasonal effect is generally compounded by large product orders in the sports markets and by the effects of holidays during the third quarter |
| The effects of seasonality not related to holidays are generally not found in our commercial and transportation markets, although the impact of large orders in those markets can cause significant fluctuations in sales and profits |
| Approximately 55prca of our sales are in the sports markets, 35prca percent in the commercial market, and the remainder in transportation |
| Gross margins on large orders tend to fluctuate more than those for smaller, standard orders |
| Large product orders that involve competitive bidding and substantial subcontract work for product installation generally have lower gross margins with greater variability in margins and are subject to greater competitive factors |
| Although we follow the percentage of completion method of recognizing revenues for these larger orders, we nevertheless have experienced fluctuations in operating results and expect that our future results of operations will be subject to similar fluctuations |
| Working Capital Items On large product orders, the time between order accrual and project completion may extend up to and exceed 18 months depending on the amount of custom work and the customer’s delivery needs |
| We often receive down payments or progress payments on these orders |
| To the extent that these payments are not sufficient to fund the costs and expenses associated with these orders, we use working capital and bank borrowings to finance these cash requirements |
| Customers The primary markets we serve, along with types of customers, are as follows: Markets Types of Customers Sports Elementary and secondary schools, colleges and universities, recreation centers, professional sports teams and facilities, Olympic games, national and international sports federations, civic arenas and convention centers and motor racing |
| Commercial Retailers, outdoor advertisers, hospitality providers, quick-serve restaurants, financial institutions, casinos, pari-mutual racing and other businesses |
| Transportation State and local departments of transportation, airlines, airports and related industries, parking facilities and transit authorities |
| We have a large and diverse customer base |
| No single customer accounted for more than 10prca of our revenue in fiscal year 2006 |
| Backlog Our backlog consists of customer sales agreements or purchase orders that we expect to fill within the next 24 months and was approximately dlra93 million as of April 29, 2006 and dlra73 million as of April 30, 2005 |
| Because sales agreements and purchase orders are typically subject to cancellation or delay by customers with a limited or no penalty, our backlog is not necessarily indicative of future net sales or net income |
| Although orders for many of our products may be shipped within 90 days, other orders may take longer depending on the customer’s project schedule or other factors |
| Government and Other Regulation In the United States and other countries, various laws and regulations, including zoning ordinances, restrict the installation of outdoor signs and displays, particularly in the commercial market |
| These regulations may impose greater restrictions on electronic displays due to alleged concerns over aesthetics or driver safety if a “moving” display is located near a road or highway |
| These factors may prevent or inhibit us from selling products to some prospective customers |
| Some of our products are tested to safety standards developed by Underwriters Laboratories® in the United States, as well as similar standards in other countries |
| We design and produce our products in accordance with these standards |
| Our printed circuit board manufacturing operations use certain chemical processes that are subject to various environmental rules and regulations |
| Our manufacturing operations must also meet various safety related rules and regulations |
| We believe we are in compliance with all applicable governmental laws and regulations |
| Competition The large electronic display industry is highly fragmented and characterized by intense competition from a variety of sources |
| There are a number of established manufacturers of competing products who may have greater market penetration in certain market niches or greater financial, marketing and other resources |
| Competitors might also attempt to copy our products or product features |
| Because a customer’s budget for the purchase of a large screen electronic display is often part of that customer’s advertising budget, we may also compete with other forms of advertising, such as television, print media or fixed display signs |
| Many of our competitors compete in only one or a few of the market niches we serve |
| There are generally more competitors in markets that require less complicated display systems, such as the high school scoreboard market and the commercial market, including displays in banks and small retail stores |
| As the needs of a customer increase and the display systems become more complex, there are generally fewer competitors |
| However, due to the high profile nature of larger complex display systems, the competition may be more intense |
| During fiscal year 2003 and into 2004, there was a considerable amount of change in competitors in the video display portion of our business |
| The changes included new competitors and consolidation of competitors |
| In addition, in fiscal year 2005, we began to experience greater pricing pressures from competitors who seemed to be attempting to gain market share at the expense of profits, which subsided in the early part of fiscal year 2006 |
| Although these changes have an impact on the market as a whole, we are confident that we can continue to grow and expand our business because of our experience and approach to the market |
| We compete based on our broad range of products and features, complementary services, advanced technology, prompt delivery, and reliable and readily available customer service and support |
| We also strive to provide cost-effective products and solutions for our customers |
| Contrary to our focus on technologically advanced products and customer support, certain companies compete in some markets by providing lower-cost display systems, which are of a lesser quality with lower product performance or less customer support |
| If a customer focuses principally on price, we are less likely to obtain the sale |
| To remain competitive, we must continue to enhance our existing products, introduce new products and product features, and provide customers with cost effective solutions to their display needs |
| Research and Development We believe our engineering capability and experience are unparalleled among our competitors and our product development capability will continue to be a very important factor in our market position |
| Product development expenses for fiscal years 2006, 2005 and 2004 were approximately dlra11cmam172cmam000, dlra10cmam499cmam000, and dlra8cmam126cmam000, respectively |
| Environmental Concerns We believe that we do not have any environmental issues, which would materially affect capital expenditures, earnings or our competitive position in the marketplace |
| Employees As of April 29, 2006, we employed approximately 1cmam400 full-time employees and approximately 700 part-time and temporary employees |
| Of these employees, approximately 900 were in manufacturing, 700 in sales, marketing and customer service, 300 in engineering, and 200 in administration |
| None of our employees are represented by a collective bargaining agreement |
| We believe employee relations are good |
| Financial Information About Geographic Areas See Note 1 of the Consolidated Financial Statements for financial data pertaining to our geographic operations |
| Available Information We make available, free of charge, on or through our website, (http://investor |
| daktronics |
| com) our annual, quarterly and current reports and any amendments to those reports as soon as reasonably practicable after electronically filing such reports with the Securities and Exchange Commission |
| The reports are also available through a link to the Commission’s website at http://www |
| Information contained on our website or linked through it is not part of this report |
| Directors and Executive Officers of the Registrant The following sets forth information regarding our officers and directors as of June 23, 2006: NAME AG E POSITION Aelred J Kurtenbach 72 Chairman of the Board James B Morgan 59 President, Chief Executive Officer, and Director Frank K Kurtenbach 68 Vice President, Sales and Director William R Retterath 45 Chief Financial Officer and Treasurer Reece A Kurtenbach 41 Vice President, Video Systems Bradley T Wiemann 43 Vice President, Commercial and Transportation Markets Aelred J Kurtenbach, Ph |
| D is a co-founder of the Company and has served as a Director and Chairman of the Board since its incorporation |
| He also served as President of the Company from 1969 until 1999, Chief Executive Officer from 1999 until 2001, and Treasurer from 1972 until 1993 |
| Kurtenbach holds BS, MS and Ph |
| D degrees in electrical engineering from the South Dakota School of Mines and Technology, the University of Nebraska and Purdue University, respectively |
| James B Morgan joined the Company in 1969 as a part-time engineer while earning his MS degree in electrical engineering from South Dakota State University |
| Morgan became our President and Chief Operating Officer in 1999 and Chief Executive Officer in 2001 |
| He served as its Vice President, Engineering, with responsibility for product development, contract design, project management, and corporate information systems, from 1976 to 1999 |
| Morgan has also served as a Director of the Company since 1984 |
| Frank J Kurtenbach joined the Company in 1979 as Sales Manager of our Standard Scoreboard Division, which was expanded to include other products in 1981 |
| He served as Sales Manager from 1982 through 1993, as a Director since 1984 and as Vice President, Sales since 1993 |
| Kurtenbach has an MS degree from South Dakota State University |
| Aelred Kurtenbach and Frank Kurtenbach are brothers |
| William R Retterath joined the Company in 2001 as Chief Financial Officer and Treasurer |
| During 2001, before joining the Company, Mr |
| Retterath served as the Chief Financial Officer of MQSoftware, Inc, and from 1999 through 2000, he was a Vice President of Finance for Computer Associates, Inc |
| through its acquisition of Sterling Software Inc |
| Retterath served as the Chief Financial Officer for various public and private companies and worked for a number of years with Deloitte & Touche LLP Mr |
| Retterath holds a BS in accounting from the University of Minnesota |
| Reece A Kurtenbach joined the Company in 1991 as an applications engineer on large display projects |
| In 1994, he became the manager of what is today our video products engineering group and in 2004 was appointed Vice President, Video Systems |
| Kurtenbach received a BS degree from South Dakota State University in electrical engineering, with minors in math and computer science |
| Kurtenbach is the son of Aelred Kurtenbach |
| Bradley T Wiemann joined the Company in 1993 as an engineer focusing in our commercial and transportation products after spending a number of years with Rockwell International, where he was involved in flight control systems |
| In 2004, he was appointed Vice President, Commercial and Transportation Markets of the Company, which is an area where he has provided leadership for a number of years |
| Wiemann holds an MS degree in electrical and computer engineering from the University of Iowa and a BS degree in electrical engineering from South Dakota State University |
| Item 1A RISK FACTORS A number of risks and uncertainties exist which could impact our future operating results |
| These uncertainties include, but are not limited to, general economic conditions, competition, our success in developing new products and technologies, market acceptance of new products, and other factors, including those set forth below |
| Competition could result in lower sales and decreased margins |
| We operate in highly competitive markets that, in certain portions of the business, are highly fragmented |
| In addition, because a customer’s budget for the purchase of an electronic display is often part of that customer’s advertising budget, our products often compete with other forms of advertising, such as television, print media or fixed display signs |
| Competition could result in not only a reduction in net sales but also in the prices charged by us for our products |
| To remain competitive, we must be able to not only anticipate and respond quickly to our customers’ needs and enhance and upgrade our existing products and services to meet those needs but also continue to price our products competitively |
| Our competitors may develop cheaper, more efficient products or may be willing to charge lower prices for strategic marketing or to increase market share |
| Some competitors have more capital and resources than we do and may be better able to take advantage of acquisition opportunities or adapt more quickly to changes in customer requirements |
| Our business may suffer if we are not successful in our efforts to keep up with a rapidly changing product market |
| The electronic display industry is characterized by ongoing product innovations and developments in display and controller technology |
| Competitors could develop new or superior products to increase their share of the markets |
| Our future success in addressing the needs of our customers will depend in part on our ability to continue to make timely and cost-effective product innovations and developments |
| We enter into fixed-priced contracts on a regular basis |
| If our actual costs exceed original estimates on fixed-price contracts, our profits will be reduced |
| The majority of contracts we enter into are on a fixed-price basis |
| Although we benefit from cost savings, we have a limited ability to recover cost overruns |
| Because of the large scale and long duration of some contracts, unanticipated cost increases may occur as a result of several factors including, but not limited to, increases in the cost or shortages of components, materials or labor; unanticipated technical problems; required project modifications not initiated by the customer; and suppliers’ or subcontractors’ failure to perform or a delay in performing their obligations |
| These factors could delay delivery of products, and contracts may provide for liquidated damages for late delivery |
| Unanticipated costs that cannot be passed on to customers or the payment of liquidated damages under fixed contracts would negatively impact our profits |
| Backlog may not be indicative of future revenue |
| Customers may cancel or delay projects for reasons beyond our control |
| Orders normally contain cancellation provisions that permit the recovery of costs expended and a portion of the anticipated profit if a customer cancels an order |
| Revenue recognition occurs over longer periods of time and is subject to unanticipated delays |
| If we receive relatively large orders in any given quarter, fluctuations in the levels of the quarterly backlog can result because the backlog in that quarter may reach levels that may not be sustained in subsequent quarters |
| For these reasons, backlog may not be indicative of future revenues |
| Our ability to conduct business outside the United States may be adversely affected by factors outside of our control and, as such, net sales and profits from international sales could be adversely impacted |
| For fiscal year 2006, revenue outside the United States represented approximately 10prca of our consolidated net sales |
| In fiscal 2005, approximately 11prca of our consolidated net sales were derived from sales outside the United States |
| Our operations and earnings throughout the world have been, and may in the future be, affected from time to time in varying degrees by war, political developments, foreign laws and regulations, regional economic uncertainty, political instability, restrictions, customs and tariffs, changing regulatory environments, fluctuations in foreign currency exchange rates and adverse tax consequences |
| The likelihood of such occurrences and their overall effect on us vary greatly from country to country and are not predictable |
| These factors may result in a decline in net sales or profitability and could adversely affect our ability to expand our business outside of the United States |
| Our financial performance may vary significantly from quarter to quarter, making it difficult to estimate future revenue |
| Contracts we enter into generally stipulate customer-specific delivery terms and may have contract cycles of a year or more, which subjects them to many factors beyond our control |
| Furthermore, because significant portions of our operating costs are fixed, an unanticipated delay or cancellation of orders in backlog may have a significant negative impact on our quarterly operating results |
| Therefore, quarterly operating results may be subject to significant variations, and operating performance in one quarter may not be indicative of future performance |
| Our products are covered by warranties |
| Unanticipated warranty costs for defective products could adversely affect our financial condition and results of operations and reputation |
| We provide warranties on our products generally for terms of five years or less in the case of standard products and one year or less in the case of custom orders |
| In addition, in response to customer needs, we regularly offer extended warranties |
| These warranties require us to repair or replace faulty products and meet certain performance standards, among other customary warranty provisions |
| Although we continually monitor our warranty claims and provide a reserve for estimated warranty issues on an on-going basis, an unanticipated claim could have a material adverse impact on operations |
| In some cases, we may be able to subrogate a claim back to a subcontractor or supplier if the subcontractor or supplier supplied the defective product or performed the service, but this may not always be possible |
| The need to repair or replace products with design or manufacturing defects could temporarily delay the sale of new products, reduce profits and adversely affect our reputation |
| Product liability claims not covered by insurance could adversely affect our financial condition and results of operations |
| We may be subject to product liability claims involving claims of personal injury or property damage |
| Although we maintain product liability insurance coverage to protect us in the event of such a claim, our coverage may not be adequate to cover the cost of defense and the potential award |
| Also, a well-publicized actual or perceived problem could adversely affect our reputation and reduce the demand for our products |
| Large contracts represent a significant portion of our accounts receivable and costs and estimated earnings in excess of billings |
| We closely monitor the credit worthiness of our customers and have not, to date, experienced significant credit losses |
| Significant portions of our sales are to customers who place large orders for custom products |
| However, because some of the exposure is outside of our control, unanticipated events could have a material adverse impact on our operating results |
| The terms and conditions of our credit facility impose restrictions on our operations, and we may not be able to raise additional capital, if needed |
| The terms and conditions of our dlra20 million revolving credit facility impose restrictions that limit, among other things, our ability to incur debt, merge, sell assets, make distributions and create or incur liens |
| The availability of the credit facility is also subject to certain covenants as explained earlier in Item 7 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations” |
| Our ability to comply with the covenants may be affected by events beyond our control, and we cannot assure that we will achieve operating results meeting the requirements of the credit facility |
| A breach of any of these covenants could result in a default under the credit facility |
| In the event of a default, the bank could elect to declare any outstanding principal amount of the credit facility and term debt, any and all accrued interest thereon and any and all other amounts payable under the credit facility to be immediately due and payable |
| As of April 29, 2006, we were in compliance with all financial and other covenants of its credit facility |
| Our ability to satisfy any debt obligations will depend upon our future operating performance, which will be affected by prevailing economic, financial and business conditions and other factors, some of which are beyond our control |
| It is anticipated that borrowings from the existing credit facility and cash provided by operating activities should provide sufficient funds to finance capital expenditures, working capital and otherwise meet operating expenses and debt service requirements as they become due |
| However, if additional capital is required, there can be no assurance that we will be able to raise such capital when needed or on satisfactory terms, if at all |
| Our business is partially subject to risks of terrorist acts and, to a lesser degree, acts of war |
| Terrorist acts and, to a lesser degree, acts of war may disrupt our operations as well as the operations of our customers |
| Such acts have created an interruption of orders and delays in orders already booked primarily in sports facilities and destination sites |
| Any future terrorist activities and, to a lesser degree, acts of war, could create additional uncertainties forcing customers to further reduce or delay their spending or cancel or delay already planned projects, which could have a material adverse impact on our business, operating results and financial condition |
| Our common stock has at times been thinly traded, which may result in low liquidity and price volatility |
| The daily trading volume of our common stock has at times been relatively low |
| If this were to occur in the future, the liquidity and appreciation of our common stock may not meet shareholders’ expectations, and the prices at which it trades may be volatile |
| The market price of our common stock could be adversely impacted as a result of sales by existing shareholders of a large number of shares of common stock in the market or by the perception that such sales could occur |
| We may fail to continue to attract, develop and retain key management and other key employees, including technical engineering talent, which could negatively impact our operating results |
| We depend on the performance of our senior management team and other key employees, including engineering talent in product design |
| The loss of certain members of our senior management, including our Chairman or Chief Executive Officer, could negatively impact our operating results and ability to execute our business strategy |
| Our future success will also depend in part upon our ability to attract, train, motivate and retain qualified personnel |
| We do not have employment agreements with the executive officers or other employees, but we do maintain key person life insurance on the lives of our Chairman of the Board, Chief Executive Officer and Vice President – Sales |
| Provisions in our charter documents and under South Dakota law and our shareholder rights agreement might deter acquisition bids for us |
| There are provisions in our charter and other provisions under South Dakota law that could make it more difficult for a third party to acquire us, even if doing so would benefit the stockholders |
| Our articles of incorporation provide for a classified board consisting of three classes of directors |
| A classified board generally makes it more difficult to replace directors and to acquire our company |
| In addition, we are governed by the provisions of the current South Dakota Business Corporation Act (“SD Act”), which may deny shareholders the receipt of a premium on their common stock, which in turn have a depressive effect on the market price of the common stock |
| In general, shares of a corporation acquired in a “control share acquisition”, as defined in the SD Act, have no rights unless voting rights are approved in a prescribed manner |
| There are also provisions that prohibit a public South Dakota corporation from engaging in a “business combination”, as defined in the SD Act, with an “interested shareholder”, as defined in the SD Act, for a period of four years after the date of the transaction in which the person became an interested shareholder, unless the business combination is approved in a prescribed manner |
| In addition, we have adopted a shareholder rights agreement designed to protect against unsolicited attempts to acquire our company |
| We may be unable to protect our intellectual property rights |
| We may not be able to successfully preserve these intellectual property rights in the future, and these rights could be invalidated, circumvented or challenged |
| In addition, the laws of some foreign countries in which our products and services have been or may be sold do not protect intellectual property rights to the same extent as the laws of the United States |
| A failure to protect proprietary information and any successful intellectual property challenges or infringement proceedings against us could materially and adversely affect our competitive position |
| In addition, even if we are successful in protecting our intellectual property rights or defending ourselves against a claim of infringement, any related dispute or litigation could be costly and time-consuming |
| We maintain inventory that is subject to obsolescence and write downs to the extent it is replaced through product enhancements or advances in technology |
| As a result of our products being subject to continuous enhancements and design changes, inventory held by us is subject to the risk of obsolescence and excess levels that may not be saleable |
| Losses incurred as a result could have a material impact on our future profits |