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 7, 2013
TEAM, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 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 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 (see General Instruction A.2. below): |
||
| [ ] | 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 7, 2013, we disseminated a press release announcing financial results for our second quarter of fiscal year 2013 ended November 30, 2012, and revising our earnings guidance regarding expected financial performance for our fiscal year ending May 31, 2013. The information in Exhibit 99.1 is being furnished, not filed, pursuant to Item 2.02 of this Form 8-K. By furnishing the information in this Form 8-K and the attached exhibit, we are making no admission as to the materiality of any information in this Form 8-K or the exhibit.
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 Items 2.02 and 8.01 of this Current Report on Form 8-K:
Exhibit number
Description
99.1
Team, Inc.'s Press Release issued January 7, 2013
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. |
||
|
Date: January 7, 2013 |
/s/ TED W. OWEN Ted W. Owen Executive Vice President and Chief Financial Officer |
EXHIBIT 99.1
ALVIN, Texas, Jan. 7, 2013 (GLOBE NEWSWIRE) -- Team, Inc. (NYSE:TISI) today announced financial results for its fiscal year 2013 second quarter ending November 30, 2012. Team reported earnings of $0.66 per diluted share versus adjusted earnings of $0.53 per diluted share in the second quarter of the prior year. Revenues for the second quarter were $201 million compared to revenues of $158 million for the prior year quarter. Net income available to shareholders was $13.9 million, compared to adjusted net income available to shareholders of $10.8 million in the prior year quarter.
For the fiscal year to date, earnings were $1.03 per diluted share versus adjusted earnings of $0.86 per diluted share in the first half of fiscal 2012. First half revenues were $362 million compared to $299 million in the prior year period and net income available to shareholders was $21.5 million versus adjusted net income available to shareholders of $17.6 million in the first half of fiscal 2012.
"We are on pace for another record year in fiscal year 2013," said Phil Hawk, Team's Chairman and Chief Executive Officer. "We are proud to have achieved the first $200 million revenue quarter in our history and more than a 20% revenue growth rate for both the quarter and year to date—growth rates that are consistent with our track record over more than ten years," said Hawk.
Highlights for Second Quarter
Fiscal year 2013 Earnings and Revenue Guidance
Team is raising its previously issued earnings guidance for fiscal year 2013 by $0.05 per share to a revised range of $1.90 to $2.05 per diluted share and we now expect full fiscal year revenues to be $700 million to $730 million.
Earnings Conference Call
In connection with this earnings release, Team will hold its quarterly conference call on Tuesday, January 8, 2013 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 800-299-7635 and use conference code 90022544 when prompted.
About Team, Inc.
Headquartered near Houston, Texas, Team, Inc. is a leading provider of specialty industrial services, including inspection and assessment, 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 125 locations throughout the world. Team's common stock is traded on the New York Stock Exchange 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 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 | Six Months Ended | |||
| November 30, | November 30, | |||
| 2012 | 2011 | 2012 | 2011 | |
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| Revenues | $ 200,648 | $ 158,273 | $ 362,140 | $ 299,366 |
| Operating expenses | 138,184 | 107,827 | 250,140 | 204,473 |
| Gross margin | 62,464 | 50,446 | 112,000 | 94,893 |
| Selling, general and administrative expenses | 39,928 | 33,772 | 77,002 | 66,906 |
| Earnings from unconsolidated affiliates | 504 | 406 | 866 | 848 |
| Operating income | 23,040 | 17,080 | 35,864 | 28,835 |
| Foreign currency loss (gain) | 114 | (107) | 188 | 164 |
| Interest expense, net | 677 | 567 | 1,276 | 1,150 |
| Earnings before income taxes | 22,249 | 16,620 | 34,400 | 27,521 |
| Provision for income taxes | 8,232 | 6,232 | 12,728 | 10,320 |
| Net income | 14,017 | 10,388 | 21,672 | 17,201 |
| Less: Income attributable to non-controlling interest | 81 | 46 | 175 | 65 |
| Net income available to common shareholders | $ 13,936 | $ 10,342 | $ 21,497 | $ 17,136 |
| Earnings per common share: | ||||
| Basic | $ 0.69 | $ 0.53 | $ 1.08 | $ 0.88 |
| Diluted | $ 0.66 | $ 0.50 | $ 1.03 | $ 0.83 |
| Weighted average number of shares outstanding: | ||||
| Basic | 20,052 | 19,591 | 19,963 | 19,549 |
| Diluted | 20,994 | 20,548 | 20,932 | 20,524 |
| Divisional revenues: | ||||
| TCM | $ 124,493 | $ 90,976 | $ 220,658 | $ 168,009 |
| TMS | 76,155 | 67,297 | 141,482 | 131,357 |
| $ 200,648 | $ 158,273 | $ 362,140 | $ 299,366 | |
| Adjusted Net income: | ||||
| Net income available to common shareholders | $ 13,936 | $ 10,342 | $ 21,497 | $ 17,136 |
| Legal settlement | -- | 800 | -- | 800 |
| Tax impact of adjustments | -- | (300) | -- | (300) |
| Adjusted Net income | $ 13,936 | $ 10,842 | $ 21,497 | $ 17,636 |
| Adjusted Net income per common share: | ||||
| Basic | $ 0.69 | $ 0.55 | $ 1.08 | $ 0.90 |
| Diluted | $ 0.66 | $ 0.53 | $ 1.03 | $ 0.86 |
| Adjusted EBITDA: | ||||
| Operating income ("EBIT") | $ 23,040 | $ 17,080 | $ 35,864 | $ 28,835 |
| Legal settlement | -- | 800 | -- | 800 |
| Adjusted EBIT | 23,040 | 17,880 | 35,864 | 29,635 |
| Depreciation and amortization | 5,081 | 4,196 | 9,654 | 8,335 |
| Non-cash share-based compensation costs | 1,237 | 1,455 | 2,120 | 2,620 |
| Adjusted EBITDA | $ 29,358 | $ 23,531 | $ 47,638 | $ 40,590 |
| TEAM, INC. AND SUBSIDIARIES | ||
| SUMMARY CONSOLIDATED BALANCE SHEET INFORMATION | ||
| NOVEMBER 30, 2012 AND MAY 31, 2012 | ||
| (in thousands) | ||
| November 30, | May 31, | |
| 2012 | 2012 | |
| (unaudited) | ||
| Current assets | $ 255,339 | $ 218,675 |
| Property, plant and equipment, net | 71,244 | 62,041 |
| Other non-current assets | 142,147 | 123,072 |
| Total assets | $ 468,730 | $ 403,788 |
| Current liabilities | $ 67,517 | $ 61,656 |
| Long term debt net of current maturities | 105,520 | 85,872 |
| Other non-current liabilities | 19,762 | 11,259 |
| Stockholders' equity | 275,931 | 245,001 |
| Total liabilities and stockholders' equity | $ 468,730 | $ 403,788 |
CONTACT: Ted W. Owen
(281) 331-6154