8-K

UNITED STATES

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): October 5, 2009

TEAM, Inc.

(Exact Name of Registrant as Specified in Charter)

Texas	001-08604	74-1765729
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

200 Hermann Drive

Alvin, Texas 77511

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: (281) 331-6154

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate line below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 — CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 — CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the — Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the — Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On October 5, 2009, we disseminated a press release announcing financial results for our first quarter of fiscal 2010 ending August 31, 2009 and reaffirming our earnings guidance regarding expected financial performance for the fiscal year ending May 31, 2010. A copy of such press release is furnished herewith as Exhibit 99.1.

The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” with the Securities and Exchange Commission nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.

This Form 8-K contains forward looking statements. We based our forward-looking statements on our current expectations, estimates and projections about ourselves and our industry. We caution that these statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In addition, we based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, our actual results may differ materially from the future performance that we have expressed or forecast in the forward-looking statements. Differences between actual results and any future performance suggested in these forward-looking statements could result from a variety of factors, including those listed in our Annual Reports on Form 10-K and our Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission. We assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as new information, future events, or otherwise.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits. The following exhibit is furnished as part of Item 2.02 of this Current Report on Form 8-K:

Exhibit number	Description
99.1	Team, Inc.’s Press Release issued October 5, 2009

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.

TEAM, INC.

	By: /s/ Ted W. Owen
	Ted W. Owen
	Senior Vice President and Chief
	Financial Officer
Dated: October 5, 2009

EX-99.1

                

NEWS

TEAM, INC.	For immediate release
P. O. Box 123	contact: Ted W. Owen
Alvin, Texas 77512	(281) 331-6154

TEAM, INC. REPORTS FIRST QUARTER RESULTS

ALVIN, TX, October 5, 2009 /PRNewswire-FirstCall/ - ------ Team Inc. (NASDAQ: TISI), reported net income of $1.1 million ($0.06 per diluted share) on revenues of $100.9 million for its first quarter ended August 31, 2009. Results for the first quarter included non-routine legal and accounting costs of $1.1 million ($.03 per diluted share, after tax) related to an ongoing, independent investigation.  Excluding the non-routine costs, net income would have been $1.8 million ($0.09 per diluted share).  For the corresponding prior year quarter, revenues were $123.3 million and net income was $5.0 million ($0.25 per diluted share).

“This first quarter has been challenging; however, we are taking the steps necessary to stay strong operationally and financially as we work through these difficult market conditions,” said Phil Hawk, Team’s Chairman and CEO.  “Team is well-positioned to capitalize on its opportunities both during and after the current recession ends.”

First Quarter Performance

As reported, Team’s revenues were $100.9 million for the first quarter ended August 31, 2009, down $22.4 million, or 18%, compared to the same prior year quarter.  The comparable prior year results were the best first quarter results in Team history as the effects of the current recession were not felt until later in the prior fiscal year.  The decline in revenues during the first quarter was broad based, affecting nearly all geographic regions and service lines.

For the current year first quarter, Team’s operating income was $2.7 million, earnings before income tax was $1.9 million and net income was $1.1 million.  These results include non-routine outside professional costs of $1.1 million related to the Trinidad investigation.  Excluding the non-routine costs, current year first quarter operating income would have been $3.8 million, earnings before tax would have been $3.0 million, and net income would have been $1.8 million.

As previously reported, Team has taken steps to reduce its overall cost structure and improve efficiency in both its field service and corporate support activities.  Overall cost performance during the quarter has been in line with the Company’s expectation.  Direct labor utilization levels remain at or very near historical levels across the Company despite the significant reduction in activity. Total general and administrative costs decreased from the prior year quarter by approximately $2.6 million, a 9% reduction (or a decrease of $3.7 million, about 12%, when excluding the legal and compliance costs).

Team continues to strengthen its balance sheet.  With strong operating cash flows during the current year first quarter, Team further reduced its total net debt (total debt less cash) by $16 million during the quarter.  In the past year, total net debt has declined by over $40 million.  At the end of the first quarter, Team’s net debt was approximately $53 million. This reduction in debt resulted in a corresponding $0.6 million reduction of interest expense when compared to the prior year.

Trinidad Investigation

As previously reported, the Audit Committee is conducting an independent investigation about possible violations of the Foreign Corrupt Practice Act (“FCPA”) in cooperation with the Department of Justice and the Securities and Exchange Commission. To date, the investigation has found no evidence that FCPA violations exceeded $50,000 over a five-year period or that any FCPA violations were committed, or authorized, by employees outside of one TMS division branch in Trinidad.  Team believes the investigation will be completed by the end of the calendar year and that the total professional costs associated with the investigation will be approximately $2 million, assuming no additional violations are discovered.

Full Year Earnings Guidance

Team is also reaffirming its earnings guidance of $0.85 to $1.05 per fully diluted share for fiscal year 2010.  Such guidance excludes the impact of the non-routine investigation costs which are currently expected to reduce fiscal year 2010 earnings by approximately $0.06 per diluted share.  Earnings guidance is based on an expectation that demand for our services will improve by approximately 10% in the second half of the year over the weak first half levels.

Earnings Conference Call

In connection with this earnings release, Team will hold its quarterly conference call on Tuesday, October 6 at 8:00 a.m. Central Time (9:00 a.m. Eastern).  The call will be broadcast over the Web and can be accessed on Team’s Website, www.teamindustrialservices.com.  Individuals wishing to participate in the conference call by phone may call 877-826-1586 and use confirmation code 25497574 when prompted.

About Team, Inc.

Headquartered in Alvin, Texas, Team Inc. is a leading provider of specialty industrial services required in maintaining and installing high-temperature and high-pressure piping systems and vessels that are utilized extensively in the refining, petrochemical, power, pipeline and other heavy industries.  Team offers these services in over 100 locations throughout the United States, Aruba, Belgium, Canada, Singapore, The Netherlands, Trinidad and Venezuela.  Named in 2008 by Forbes Magazine as one of the 200 best small companies, and by Fortune Magazine as one of the 100 fastest growing public companies in each of the past three years, Team’s common stock is traded on the NASDAQ Global Select Market under the ticker symbol “TISI”.

Certain forward-looking information contained herein is being provided in accordance with the provisions of the Private Securities Litigation Reform Act of 1995.  We have made reasonable efforts to ensure that the information, assumptions and beliefs upon which this forward-looking information is based are current, reasonable and complete. Such forward-looking statements involve estimates, assumptions, judgments and uncertainties. There are known and unknown factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking information. Such known factors are detailed in the Company's Annual Report on Form 10-K for the year ended May 31, 2008 and in the Company's Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission, and in other reports filed by the Company with the Securities and Exchange Commission from time to time. Accordingly, there can be no assurance that the forward-looking information contained herein will occur or that objectives will be achieved.  We assume no obligation to publicly update or revise any forward-looking statements made today or any other forward-looking statements made by the company, whether as a result of new information, future events or otherwise.

TEAM, INC. AND SUBSIDIARIES

SUMMARY OF OPERATING RESULTS

(in thousands, except per share data)

		Three Months Ended
		August 31
		2009			2008
		(unaudited)			(unaudited)
Revenues		$	100,937		$	123,338
Operating expenses			71,503			84,229
Gross margin			29,434			39,109
Selling, general and administrative expenses			27,029			29,658
Earnings from unconsolidated affiliates			259			264
Operating income			2,664			9,715
Interest expense, net			805			1,447
Earnings before income taxes			1,859			8,268
Provision for income taxes			734			3,311
Net income		$	1,125		$	4,957
Earnings per common share:
Basic		$	0.06		$	0.27
Diluted		$	0.06		$	0.25
Weighted average number of shares
outstanding:
Basic			18,857			18,684
Diluted			19,403			19,907
Operational data:
Revenues comprised of:
	TCM Division	$	57,305		$	65,255
	TMS Division		43,632			58,083
		$	100,937		$	123,338
Gross margin comprised of:
	TCM Division	$	16,483		$	20,070
	TMS Division		12,951			19,039
		$	29,434		$	39,109
Operating income comprised of:
	Industrial services	$	8,326		$	14,561
	Earnings from unconsolidated affiliates		259			264
	Corporate		(5,921	)		(5,110	)
		$	2,664		$	9,715

TEAM, INC. AND SUBSIDIARIES
SUMMARY CONSOLIDATED BALANCE SHEET INFORMATION
AUGUST 31, 2009 AND  MAY 31, 2009
(in thousands)
	August 31,		May 31,
	2009		2009
	(unaudited)
Current assets	$	140,273	$	156,637
Property, plant and equipment, net		58,658		59,582
Other non-current assets		60,112		59,702
Total assets	$	259,043	$	275,921
Current liabilities	$	39,750	$	46,792
Long term debt net of current maturities		63,396		76,689
Other non-current liabilities		6,379		5,939
Stockholders' equity		149,518		146,501
Total liabilities and stockholders' equity	$	259,043	$	275,921

CONTACT: Ted W. Owen of Team, Inc., +1-281-331-6154