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<SEC-DOCUMENT>0000700841-05-000015.txt : 20050512
<SEC-HEADER>0000700841-05-000015.hdr.sgml : 20050512
<ACCEPTANCE-DATETIME>20050512090645
ACCESSION NUMBER:		0000700841-05-000015
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20050402
ITEM INFORMATION:		Results of Operations and Financial Condition
FILED AS OF DATE:		20050512
DATE AS OF CHANGE:		20050512

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			RCM TECHNOLOGIES INC
		CENTRAL INDEX KEY:			0000700841
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-HELP SUPPLY SERVICES [7363]
		IRS NUMBER:				951480559
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-10245
		FILM NUMBER:		05822496

	BUSINESS ADDRESS:	
		STREET 1:		2500 MCCLELLAN AVE STE 350
		CITY:			PENNSAUKEN
		STATE:			NJ
		ZIP:			08109
		BUSINESS PHONE:		6094861777

	MAIL ADDRESS:	
		STREET 1:		2500 MCCLELLAN AVENUE
		STREET 2:		STE 350
		CITY:			PENNSAUKEN
		STATE:			NJ
		ZIP:			08109-4613
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8kpresrel051105.txt
<DESCRIPTION>CURRENT REPORT FORM 8K 05/11/05
<TEXT>



                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549



                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



         Date of report (Date of earliest event reported): May 11, 2005
                                                           ------------

                           RCM Technologies, Inc
                 (Exact Name of Registrant Specified in Charter)



          Nevada                   1-10245             95-1480559
      --------------         -------------------       ----------
      (State or Other        (Commission File      (I.R.S. Employer
       Jurisdiction of          Number)             Identification No.)
       Incorporation)


       2500 McClellan Avenue, Suite 350
              Pennsauken, NJ                          08109-4613
      (Address of Principal Executive Offices)       (Zip Code)




       Registrant's telephone number, including area code: (856) 486-1777
                                                           --------------




<PAGE>


2

Item 12. Results of Operations and Financial Condition

On May 11, 2005, the Registrant  issued a press release  regarding its financial
results for the thirteen  weeks ended April 2, 2005. A copy of the press release
is furnished as Exhibit 99 to this report.

Use of Non-GAAP Financial Information

To supplement its consolidated financial statements presented in accordance with
GAAP, the Registrant uses certain non-GAAP financial measures,  including EBITDA
and EBITDA per share,  which are derived  from results  based on GAAP.  Non-GAAP
adjustments  are  provided to enhance the user's  overall  understanding  of the
Registrant's  current  financial  performance  and its prospects for the future,
including its results of operations,  cash generated and resources available for
strategic opportunities including reinvestment in the business and acquisitions.
In addition,  the Registrant has historically  reported similar non-GAAP results
to the  investment  community,  and,  as a result,  believes  the  inclusion  of
non-GAAP presentations provides consistency in its financial reporting. Further,
the  non-GAAP  results are one of the  primary  indicators  management  uses for
planning and forecasting in future periods.  The presentation of this additional
information  is not meant to be considered  in isolation or as a substitute  for
results prepared in accordance with accounting  principles generally accepted in
the United States.

The  information  set forth  under this  "Item 12.  Results  of  Operations  and
Financial  Condition"  (including the exhibit) shall not be deemed to be "filed"
for the  purposes  of  Section 18 of the  Securities  Exchange  Act of 1934,  as
amended,  nor shall it be  incorporated  by  reference in any filing made by the
Registrant pursuant to the Securities Act of 1933, as amended, other than to the
extent that such filing incorporates by reference any or all of such information
by express reference thereto.


<PAGE>


                                  SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                  RCM TECHNOLOGIES, INC.



                                  By:/s/Stanton Remer
                                     Stanton Remer
                                     Executive Vice President,
                                     Chief Financial Officer,
                                     Treasurer, Secretary and Director
                                     (Principal Financial Officer and
                                     Duly Authorized Officer of the Registrant)



Dated:  May 11, 2005

                                       2

<PAGE>


3


                                  EXHIBIT INDEX


Exhibit Number      Exhibit Title

  99                Press release dated May 11, 2005, furnished in
                    accordance with Item 12 of this Current Report on Form 8-K.



                                       3
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>presrel051105.txt
<DESCRIPTION>PRESS RELEASE 051105
<TEXT>



                             P R E S S R E L E A S E



           RCM TECHNOLOGIES, INC. ANNOUNCES FIRST QUARTER 2005 RESULTS

May 11, 2005 -- RCM Technologies, Inc. (NNM: RCMT) today announced
                financial results for the first quarter ended April 2, 2005.

The Company announced revenues of $44.1 million for the three months ended April
2, 2005,  up from $41.3  million for the three months ended March 27, 2004 (same
period a year  ago).  Net income for the three  months  ended  April 2, 2005 was
$833,000,  or $0.07 per diluted share, as compared to net income of $796,000, or
$0.07 per diluted  share,  for the same period a year ago.  For the three months
ended April 2, 2005,  earnings before interest,  income taxes,  depreciation and
amortization  was $1.7 million,  or $0.15 per diluted share, as compared to $1.6
million, or $0.13 per diluted share, for the same period a year ago.

Leon Kopyt, Chairman and CEO of RCM, commented: "We are pleased to report modest
revenue  growth on a sequential  and  comparable  prior year basis for the first
quarter.  Although  our near term  outlook  remains  guarded,  we believe that a
period of more sustainable  growth is reasonably likely over the longer term. We
continue to prudently manage operations,  effectively strengthen our presence in
key vertical markets, and seek to expand new business opportunities."

About RCM
RCM  Technologies,  Inc.  is a  premier  provider  of  business  and  technology
solutions  designed to enhance and maximize the  operational  performance of its
customers  through  the  adaptation  and  deployment  of  advanced   information
technology and engineering services.  RCM is an innovative leader in the design,
development,  and  delivery of these  solutions  to  commercial  and  government
sectors for more than 30 years.  RCM's offices are located in major metropolitan
centers  throughout  North  America.  Additional  information  can be  found  at
www.rcmt.com.

The  Statements  contained in this release  that are not purely  historical  are
forward-looking  statements within the Private Securities  Litigation Reform Act
of 1995 and are subject to various risks,  uncertainties  and other factors that
could cause the Company's actual results,  performance or achievements to differ
materially from those expressed or implied by such  forward-looking  statements.
Forward looking  statements  include,  but are not limited to, those relating to
demand  for  the  Company's  services,  expected  demand  for our  services  and
expectations  regarding  our  revenues,  the  Company's  ability to  continue to
utilize goodwill,  to continue to increase gross margins,  to achieve and manage
growth,  to develop and market new applications and services,  risks relating to
the acquisition and integration of acquired businesses,  demand for new services
and  applications,   timing  of  demand  for  services,  industry  strength  and
competition  and general  economic  factors.  Investors are directed to consider
such risks,  uncertainties and other factors described in documents filed by the
Company with the Securities and Exchange Commission.

                                Tables to Follow


<PAGE>


                             RCM Technologies, Inc.
                        Consolidated Statements of Income
                                   (Unaudited)
               Three Months Ended April 2, 2005 and March 27, 2004
                    (In Thousands, Except Per Share Amounts)
<TABLE>
<CAPTION>

                                                              2005                    2004
                                                        ------------------       ---------------
<S>                                                               <C>                   <C>
Revenues                                                          $44,082               $41,273
Gross profit                                                       10,108                10,027
Selling, general and administrative                                 8,406                 8,436
Depreciation and amortization                                         260                   299
Other expense                                                         128                   116
Income before income taxes                                          1,315                 1,176
Income taxes                                                          482                   380
Net income                                                           $833                  $796

Earnings per share (basic and diluted)
 Net income                                                          $.07                  $.07
</TABLE>



                             RCM Technologies, Inc.
                     Summary Consolidated Balance Sheet Data
                                   (Unaudited)
                                 (In Thousands)

<TABLE>
<CAPTION>

                                                             April 2,            January 1,
                                                               2005                 2005
                                                          ----------------    -----------------

<S>                                                                <C>                  <C>
Cash and equivalents                                               $1,782               $2,402
Accounts receivable                                                41,775               40,536
Working capital                                                    30,391               29,545
Goodwill                                                           35,843               35,843
Total assets                                                       98,186               98,101
Senior debt                                                         6,400                4,900
Total liabilities                                                  27,393               28,156
Stockholders' equity                                              $70,793              $69,945

</TABLE>


<PAGE>




                             RCM Technologies, Inc.
Reconciliation of EBITDA to Net Income and Cash Provided by Operating Activities
                                   (Unaudited)

As used in this report,  EBITDA means earnings before interest income,  interest
expense, income taxes, depreciation and amortization. We believe that EBITDA, as
presented,  represents a useful  measure of  assessing  the  performance  of our
operating  activities,  as it reflects our earnings trends without the impact of
certain  non-cash  and  unusual  charges or  income.  EBITDA is also used by our
creditors in assessing debt covenant  compliance.  We understand that,  although
security  analysts  frequently use EBITDA in the evaluation of companies,  it is
not  necessarily  comparable  to  EBITDA  of other  companies  due to  potential
inconsistencies  in the  method of  calculation.  EBITDA is not  intended  as an
alternative  to cash flow  provided  by  operating  activities  as a measure  of
liquidity,  nor as an alternative to net income as an indicator of our operating
performance,  nor as an  alternative  to any other  measure  of  performance  in
conformity with generally  accepted  accounting  principles.  The following is a
reconciliation  of EBITDA to both net income and cash flow (used in) provided by
operating activities.
<TABLE>
<CAPTION>

                                                                       Three Months Ended
                                                                         (In Thousands)
                                                               April 2,                 March 27,
                                                            ----------------          ---------------
                                                                 2005                      2004
                                                            ----------------          ---------------
<S>                                                                  <C>                      <C>
EBITDA                                                               $1,699                   $1,590
Depreciation and amortization                                          (260)                    (299)
Interest expense, net of interest income                               (124)                    (115)
Income taxes                                                           (482)                    (380)
                                                            ----------------          ---------------
Net income                                                             $833                     $796
                                                            ================          ===============

Net income                                                             $833                     $796
Adjustments to reconcile net income to cash
  provided by operating activities:
    Depreciation and amortization                                       260                      299
    Provision for losses on accounts
      receivable                                                         (9)                      31
Changes in operating assets and liabilities
    Accounts receivable                                              (1,230)                  (1,034)
    Income tax refund receivable
    Deferred tax asset
    Prepaid expenses and other current assets                           536                      789
    Accounts payable and accrued expenses                              (339)                  (2,174)
    Accrued payroll                                                  (1,405)                     682
    Payroll and withheld taxes                                         (687)                      59
    Income taxes payable                                                168                     (188)
                                                            ----------------          ---------------

Cash used in operating activities                                   ($1,873)                   ($740)
                                                            ================          ===============
</TABLE>


                                                       ####

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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