-----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, FPRoahIB35D8063UQ9DjNIXfeCucIFFLII3zKLAhmxx7dNLQIcvcBTa4VSus/1OD 50NusIXAnNEQkjxwMkRXww== 0001171843-11-000030.txt : 20110104 0001171843-11-000030.hdr.sgml : 20110104 20110104161338 ACCESSION NUMBER: 0001171843-11-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110104 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110104 DATE AS OF CHANGE: 20110104 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: 11505934 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 document.htm FORM 8-K FILING DOCUMENT Form 8-K Filing

UNITED STATES
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) January 4, 2011  


Team, Inc.
(Exact name of registrant as specified in its 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)   (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 box 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 January 4, 2011, we disseminated a press release announcing financial results for our second quarter of fiscal year 2011 ending November 30, 2010 and raising our earnings guidance regarding expected financial performance for our fiscal year ending May 31, 2011. 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 fo rward-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 January 4, 2011


SIGNATURE

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

    Team, Inc.
(Registrant)

January 4, 2011
(Date)
  /s/   TED W. OWEN
Ted W. Owen
Executive Vice President and Chief Financial Officer
EX-99.1 2 newsrelease.htm PRESS RELEASE Team, Inc. Reports Higher 2nd Qtr Earnings and Raises Full Year Guidance

EXHIBIT 99.1

Team, Inc. Reports Higher 2nd Qtr Earnings and Raises Full Year Guidance

ALVIN, Texas, Jan. 4, 2011 (GLOBE NEWSWIRE) -- Team, Inc., (Nasdaq:TISI) today reported second quarter revenues of $133.1 million, an increase of $9.8 million or 8% compared to the second quarter of last year. Net income available to common shareholders for the second quarter was $8.1 million ($0.41 per diluted share). Adjusted net income available to common shareholders, a non-GAAP measure defined in the table below, was $8.4 million ($0.43 per diluted share) in the current quarter versus $6.6 million ($0.34 per diluted share) in the prior year quarter, a 28% improvement.

Revenues for the six months ended November 30, 2010 were $237.6 million, an increase of $13.4 million, or 6% compared to the same prior year period. Net income available to common shareholders for the current year six-month period was $11.9 million ($0.60 per diluted share). Adjusted net income available to common shareholders was $12.2 million ($0.62 per diluted share) in the current year six month period versus $8.4 million ($0.43 per diluted share) in the prior year period, a 46% improvement.

Second Quarter Highlights

  • Acquisition of Quest Integrity Group (effective 11/3/2010)
  • Total current consideration of $44 million ($39.1 million in cash, $2.3 million of debt assumed, and $2.6 million valuation of restricted common stock issued).
  • Estimated fair value of non-controlling interest (expected to be acquired in 2015) of $4.9 million.
  • Quest Integrity contributed $1.6 million to TCM division revenues in the quarter (one month of operations).
  • Quarterly Operating Highlights (excluding non-routine charges)
  • 7% organic revenue growth versus the prior year quarter.
  • 10.9% operating profit margin versus 9.3% in the prior year quarter.

              -- Gross margins as a percent of revenue improved to 32.9% in the current year quarter compared to 32.0% in the prior year quarter.

              -- SG&A as a percent of revenues declined to 22.2% of revenues in the current year quarter versus 22.9% in the prior year quarter.

  • Operating leverage (defined as the change in operating income divided by the change in revenue) of 30% in the current year quarter.

"We are pleased with our performance this quarter. Both our improving revenue growth performance and the operating leverage achieved from this growth are noteworthy," said Phil Hawk, Team's Chairman and Chief Executive Officer. "Looking ahead, we remain cautiously optimistic that we will continue to build on the positive momentum generated in the first half of our fiscal year."

Team Raises Full Year Guidance

Team is raising its full year earnings guidance by $0.10 per share to $1.10 to $1.25 per fully diluted share for fiscal year 2011. Earnings guidance is based on the expectation that revenues in the second half of the year will be approximately consistent with the first half of the year and Quest Integrity will have a generally neutral effect on earnings throughout the remainder of this year.

Earnings Conference Call

In connection with this earnings release, Team will hold its quarterly conference call on Wednesday, January 5, 2011 at 8:00 a.m. Central Time (9:00 a.m. Eastern). Individuals wishing to participate in the conference call by phone may call 877-615-4339 and use passcode 8428986 when prompted. The call will be broadcast over the Web and can be accessed on Team's website, www.teamindustrialservices.com. 

About Team, Inc.

Headquartered in Alvin, Texas, Team Inc. is a leading provider of specialty services required in managing, 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 world. 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, 2010 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
November 30,
Six Months Ended
November 30,
  2010 2009 2010 2009
  (unaudited) (unaudited) (unaudited) (unaudited)
Revenues  $ 133,131  $ 123,292  $ 237,642  $ 224,229
Operating expenses  89,387  83,844  162,352  155,347
Gross margin  43,744  39,448  75,290  68,882
         
Selling, general and administrative expenses  30,240  29,403  55,353  56,432
Earnings from unconsolidated affiliates  327  232  635  491
Operating income  13,831  10,277  20,572  12,941
         
Interest expense, net  407  710  846  1,530
Foreign currency (gain) loss  30  (13)  (11)  (28)
Earnings before income taxes  13,394  9,580  19,737  11,439
         
Provision for income taxes  5,358  3,739  7,895  4,473
Net income  8,036  5,841  11,842  6,966
         
Less: Losses attributable to non-controlling interest 25  -- 25  --
Net income available to common shareholders  $ 8,061  $ 5,841  $ 11,867  $ 6,966
         
Earnings per common share:        
 Basic  $ 0.42  $ 0.31  $ 0.62  $ 0.37
 Diluted  $ 0.41  $ 0.30  $ 0.60  $ 0.36
         
Continuing operations data:        
         
 Revenues comprised of:        
TCM Division  $ 73,164  $ 71,322  $ 132,531  $ 128,626
TMS Division  59,967  51,970  105,111  95,603
   $ 133,131  $ 123,292  $ 237,642  $ 224,229
         
 Gross margin comprised of:        
TCM Division  $ 23,168  $ 22,319  $ 40,730  $ 38,800
TMS Division  20,576  17,129  34,560  30,082
   $ 43,744  $ 39,448  $ 75,290  $ 68,882
         
 Operating income comprised of:        
Industrial services  $ 18,604  $ 16,162  $ 29,540  $ 24,489
Earnings from unconsolidated affiliates  327  232  635  491
Corporate  (5,100)  (6,117)  (9,603)  (12,039)
   $ 13,831  $ 10,277  $ 20,572  $ 12,941
         
Net income available to shareholders  $ 8,061  $ 5,841  $ 11,867  $ 6,966
Less: non-routine investigation costs*  --   1,204  --   2,306
Less: non-routine acquisition costs*  632  --   632  -- 
Tax impact of non-routine costs  (253)  (470)  (253)  (902)
Adjusted net income available to shareholders  $ 8,440  $ 6,575  $ 12,246  $ 8,370
         
*Adjusted net income available to shareholders excludes non-routine charges included in SG&A expense of $0.6
million associated with the Quest Integrity acquisition in the current year quarter and $1.2 million associated with a
previously disclosed investigation in the prior year quarter.
 
 
TEAM, INC. AND SUBSIDIARIES
SUMMARY CONSOLIDATED BALANCE SHEET INFORMATION
NOVEMBER 30, 2010 AND MAY 31, 2010
(in thousands)
     
  November 30,
2010
May 31,
2010
  (unaudited)  
     
Current assets  $ 156,388  $ 150,345
     
Property, plant and equipment, net  56,387  55,229
     
Other non-current assets  106,269  59,415
     
Total assets  $ 319,044  $ 264,989
     
Current liabilities  $ 45,338  $ 43,002
     
Long term debt net of current maturities  77,373  47,848
     
Other non-current liabilities  7,349  8,947
     
Stockholders' equity  188,984  165,192
     
Total liabilities and stockholders' equity  $ 319,044  $ 264,989
CONTACT:  Team, Inc.
          Ted W. Owen
          (281) 331-6154
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