-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GbN6fkq/cIt668mGuWCdg36ZCZgRIKEutH3Q91rv/Z/wfuicsPAwD9tW4BY77hpv oxX7BiVsBzexWhEfjzOvMg== 0001157523-05-003277.txt : 20050413 0001157523-05-003277.hdr.sgml : 20050413 20050412180232 ACCESSION NUMBER: 0001157523-05-003277 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050412 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050413 DATE AS OF CHANGE: 20050412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEAM INC CENTRAL INDEX KEY: 0000318833 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS REPAIR SERVICES [7600] IRS NUMBER: 741765729 STATE OF INCORPORATION: TX FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08604 FILM NUMBER: 05747001 BUSINESS ADDRESS: STREET 1: 200 HERMANN DRIVE CITY: ALVIN STATE: TX ZIP: 77056 BUSINESS PHONE: 2813316154 MAIL ADDRESS: STREET 1: 1019 SOUTH HOOD STREET CITY: ALVIN STATE: TX ZIP: 77551 8-K 1 a4862672.txt TEAM, INC. 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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: April 12, 2005) TEAM, Inc. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Texas 0-9950 74-1765729 - ---------- -------- ------------ (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) 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 -------------------------------------------------- ITEM 8.01 - OTHER EVENTS On April 12, 2005, the Registrant disseminated a Press Release announcing its earnings for the quarter ended February 28, 2005. The information contained in the Press Release dated April 12, 2005 is incorporated herein by reference and attached as Exhibit 99.1 hereto. ITEM 9.01 - FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. 99.1 The Registrant's Press Release dated April 12, 2005. SIGNATURE 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 thereunto duly authorized. TEAM, INC. By: /s/ Ted W. Owen ----------------------- Ted W. Owen Senior Vice President - Chief Financial Officer Date: April 12, 2005 EX-99.1 2 a4862672ex991.txt TEAM, INC. EXHIBIT 99.1 Exhibit 99.1 Team Inc. Reports Third Quarter Earnings Growth: Progress with Acquisition Integration ALVIN, Texas--(BUSINESS WIRE)--April 12, 2005--Team Inc., (AMEX:TMI) today reported net income of $1.3 million ($0.14 per diluted share) for its third quarter ending February 28, 2005 up 30% from $1.0 million ($0.12 per share) earned in the prior year third quarter. Year-to-date earnings for Team were $3.0 million ($0.33 per diluted share) compared to $3.9 million ($0.47 per share) reported for the prior year. For the three months ended February 28, 2005, the Company reported revenues more than doubled to $56.3 million and net income grew 30% to $1.3 million. Team's results for the quarter reflect approximately $800,000 in additional pre-tax expenses related to specific integration transition activities ($700,000) and Sarbanes-Oxley related documentation and testing activities ($100,000). The net impact of these expenses is approximately $0.06 per share. The Company also indicated that it expects to incur a similar level of additional expenses in its fourth quarter: integration activities ($200,000) and SOX related activities ($500,000). "We are pleased with our continuing progress regarding both our integration activities and financial performance," said Phil Hawk, Team's Chairman and CEO. "Based on the progress, we are maintaining our previously issued FY06 earnings guidance of $1.25 to $1.40 per share," said Hawk. Industrial Services Segment Third quarter revenue for Team's Industrial Services business segment revenues were $51.7 million, up 147% from the prior year quarter. Operating income for the segment was $4.8 million, up 124%. Operating profit percentage for the segment was 9% vs. 10% in last year's prior quarter. Team enjoyed very significant growth in the quarter in both the Team Mechanical Services group (TMS) (leak repair, hot tapping, fugitive emissions monitoring, field machining, bolting, field valve repair) and in the new Team Cooperheat MQS group (TCM) (inspection and field heat treating services). For the year to date, segment revenues were nearly $130 million, segment operating profit was $11.8 million and the operating income percentage was 9%. TMS revenues for the quarter were $25.3 million, up 39% from the prior year. This growth reflected outstanding turnaround activity plus a major international project. For the year to date, TMS revenues were $66.5 million, up 16%. TCM revenues for the quarter were $26.4 million, eight and an a half times larger than the prior year quarter reflecting the acquisitions of the Thermal Solutions and Cooperheat MQS businesses. For the year to date, TCM revenues are $63.3 million, nearly seven times larger than the prior year. "Our results for the quarter reflect good performance and progress in a number of areas as well as a few continuing integration challenges," reported Phil Hawk. "We are very pleased with our activity growth in both units during the quarter; we are back on track for 10%+ annual organic growth. We are making progress with TCM profit margins. Support costs, which reflect some of the special expenses, mentioned above remain an area of continuing attention," reported Hawk. Equipment Sales and Rental Business Segment The Equipment Sales and Rental (Climax) business segment posted revenues for the third quarter and year to date of $4.6 million and $11.4 million, up 10% and 22% respectively from the prior year results. Operating profits for the same periods were $0.8 million and $1.1 million respectively. Operating income percentages were 16% for the quarter and 10% year to date. "Climax had an excellent quarter; the outlook for the full year remains attractive," said Hawk. Business Outlook "We are very encouraged by the near term business outlook for all of our business segments," reported Hawk. The company expects continued progress in the current fourth quarter driven by strong revenue growth and additional TCM margin improvement. Earnings Conference Call In connection with this earnings release, the Company will hold its quarterly conference call on Wednesday, April 13, 2005 at 10:00 a.m. Central Time (11:00 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 can call 1-888-896-0862 and ask to join the Team IR call. Team Inc. is a professional, full-service provider of specialty industrial services. Team's current industrial service offering encompasses on-stream leak repair, hot tapping, fugitive emissions monitoring, field machining, technical bolting, field valve repair, NDE inspection and field heat treating. All these services are required in maintaining high temperature, high pressure piping systems and vessels utilized extensively in the refining, petrochemical, power, pipeline, and other heavy industries. Team's inspection services also serve the aerospace and automotive industries. Headquartered in Alvin, Texas, the Company operates in over 50 customer service locations throughout the United States. The Company also serves the international market through both its own international subsidiaries as well as through licensed arrangements in 14 countries. Team Inc. common stock is traded on the American Stock Exchange under the ticker symbol "TMI". Certain forward-looking information contained herein is being provided in accordance with the provisions of the Private Securities Litigation Reform Act. Such information is subject to certain assumptions and beliefs based on current information known to the Company and is subject to factors that could result in actual results differing materially from those anticipated in the forward-looking statements contained herein. Such factors include domestic and international economic activity, interest rates, and market conditions for the Company's customers, regulatory changes and legal proceedings, and the Company's successful implementation of its internal operating plans. Accordingly, there can be no assurance that the forward-looking statements contained herein will occur or that objectives will be achieved. TEAM INC. AND SUBSIDIARIES SUMMARY OF OPERATING RESULTS Three Months Ended Nine Months Ended February 28, February 29, February 28, February 29, ------------------------- -------------------------- 2005 2004 2005 2004 ------------ ------------ ------------- ------------ Total Revenues $56,291,000 $25,137,000 $141,283,000 $75,862,000 ============ ============ ============= ============ Gross Margin $19,247,000 $9,951,000 $48,379,000 $30,282,000 Selling, general and administrative expenses $16,374,000 $8,208,000 $41,452,000 $23,524,000 Non-cash compensation charge $4,000 $32,000 $232,000 $94,000 ------------ ------------ ------------- ------------ Operating income $2,869,000 $1,711,000 $6,695,000 $6,664,000 Interest expense, net $906,000 $117,000 $1,964,000 $396,000 ------------ ------------ ------------- ------------ Pre-tax income $1,963,000 $1,594,000 $4,731,000 $6,268,000 Income tax expense $686,000 $614,000 $1,738,000 $2,374,000 ------------ ------------ ------------- ------------ Net income $1,277,000 $980,000 $2,993,000 $3,894,000 ============ ============ ============= ============ Net income per common share- basic $0.16 $0.13 $0.37 $0.51 ============ ============ ============= ============ Net income per common share- diluted $0.14 $0.12 $0.33 $0.47 ============ ============ ============= ============ Weighted average shares outstanding: Basic 8,199,000 7,678,000 8,134,000 7,629,000 Diluted 8,999,000 8,437,000 8,968,000 8,326,000 Revenues comprised of: Industrial Services Team Mechnical Services $25,259,000 $18,130,000 $66,561,000 $57,184,000 Team Cooperheat- MQS 26,402,000 2,796,000 63,275,000 9,339,000 ------------ ------------ ------------- ------------ Total Industrial services $51,661,000 $20,926,000 $129,836,000 $66,523,000 Equipment sales and rentals 4,630,000 4,211,000 11,447,000 9,339,000 ------------ ------------ ------------- ------------ Total Revenues $56,291,000 $25,137,000 $141,283,000 $75,862,000 ============ ============ ============= ============ Gross margins comprised of: Industrial Services Team Mechnical Services $9,252,000 $7,057,000 $25,154,000 $23,095,000 Team Cooperheat- MQS 7,998,000 815,000 18,503,000 3,024,000 ------------ ------------ ------------- ------------ Total Industrial services $17,250,000 $7,872,000 $43,657,000 $26,119,000 Equipment sales and rentals 1,997,000 2,079,000 4,722,000 4,163,000 ------------ ------------ ------------- ------------ Total gross margin $19,247,000 $9,951,000 $48,379,000 $30,282,000 ============ ============ ============= ============ Operating income comprised of: Segment operating income: Industrial Services $4,840,000 $2,165,000 $11,821,000 $9,836,000 Equipment sales and rentals 752,000 875,000 1,127,000 581,000 ------------ ------------ ------------- ------------ 5,592,000 3,040,000 12,948,000 10,417,000 Less: corporate costs (2,723,000) (1,329,000) (6,253,000) (3,753,000) ------------ ------------ ------------- ------------ $2,869,000 $1,711,000 $6,695,000 $6,664,000 ============ ============ ============= ============ TEAM INC. AND SUBSIDIARIES SUMMARY CONSOLIDATED BALANCE SHEET INFORMATION FEBRUARY 28, 2005 AND MAY 31, 2004 February 28, May 31, 2005 2004 ------------- ------------ Current Assets $70,327,000 $41,267,000 Net Property, Plant and Equipment $26,862,000 $15,885,000 Other non-current assets $33,039,000 $17,244,000 ------------- ------------ Total Assets $130,228,000 $74,396,000 ============= ============ Current Liabilities $24,946,000 $13,555,000 Long term debt $57,019,000 $17,095,000 Other non-current liabilities and taxes $1,467,000 $1,447,000 Stockholders' equity $46,796,000 $42,299,000 ------------- ------------ Total liabilities and Stockholders' Equity $130,228,000 $74,396,000 ============= ============ CONTACT: Team Inc., Alvin Philip J. Hawk or Ted W. Owen, 281-331-6154 -----END PRIVACY-ENHANCED MESSAGE-----