EX-99.1 3 a04-2162_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

News Release

 

 

 

Contact:

 

Larry Vale
Keane Investor Relations
617-241-9200 x1272

 

 

 

Albie Jarvis
Porter Novelli
617-897-8200

 

KEANE REPORTS FOURTH QUARTER AND FISCAL YEAR 2003 FINANCIAL RESULTS
Reports Improved Earnings, Margins, and Bookings From Prior Year

 

BOSTON, February 11, 2004 — Keane, Inc. (NYSE: KEA), a leading business and information technology (IT) outsourcing firm, today reported revenues and earnings for the Fourth Quarter and Fiscal Year ended December 31, 2003.

 

Keane reported net income of $6.5 million and diluted earnings per share (EPS) of $.10 in the Fourth Quarter of 2003.  This compares to a net loss of $6.8 million and diluted loss per share of  ($.10) in the Fourth Quarter of 2002.  Results for the Fourth Quarter of 2002 included a restructuring charge of $17.6 million or $.15 per share.  Revenues for the Fourth Quarter of 2003 were $196.4 million, a decrease of 8 percent from revenues of $212.5 million in the Fourth Quarter of 2002.    Revenues in the Fourth Quarter of 2003 were negatively impacted by an adjustment of approximately $4 million related to a settlement on a development project.

 

Keane believes that cash performance is the primary driver of long-term per share value, and accordingly Keane’s management views cash earnings per share (CEPS(1)) as an important indicator of performance.  CEPS for the Fourth Quarter of 2003 was $.13, an increase of 44 percent compared to CEPS of $.09 for the same period last year.

 

 “With both new and existing clients Keane is experiencing increased interest in our solutions as corporations seek to leverage Application Outsourcing, Business Process Outsourcing, and offshore delivery to achieve significant cost reductions and business improvement.  This can be seen in our improved profitability, growing global delivery capability, and our improved bookings in the Fourth Quarter,” said Brian Keane, president and CEO of Keane.   “As we begin 2004, we are cautiously optimistic that we will generate steady sequential improvements in revenue and earnings.”

 

Revenues for 2003 were $805.0 million, a decrease of 8 percent from revenues of $873.2 million in 2002.  Revenues in 2003 reflected the continued softness in technology spending during the year.  Net income for 2003 was $29.2 million and diluted EPS was $.44 compared with net income of $8.2 million

 


(1) Cash earnings per share (CEPS) excludes amortization of intangible assets, stock-based compensation, restructuring charges and, in 2003, an arbitration award.  CEPS is not a measurement in accordance with Generally Accepted Accounting Principles (GAAP).

 



 

Keane Reports Fiscal Year 2003 Results

 

and diluted EPS of $.11 in 2002.  Net income for 2003 included an after-tax, non-recurring gain of $4.4 million in the First Quarter.  Keane’s 2002 results were impacted by the restructuring charge of $17.6 million or $.15 per share taken in the Fourth Quarter of 2002.  CEPS in 2003 was $.52 compared to CEPS of $.38 for the same period last year.

 

Keane’s business is comprised of three main service lines: Plan, Build, and Manage services.   The following is a summary of revenues and bookings during the Fourth Quarter of 2003:

 

Fourth Quarter 2003

 

Revenue

 

Bookings

 

Plan Services
Business Consulting, IT Consulting, Applications
Rationalization, HIPAA Assessments, etc.

 

$

10.1 million

 

$

8.5 million

 

Build Services
Enterprise Application Integration, Custom Development,
Healthcare Solutions, etc.

 

45.5 million

(2)

28.5 million

 

Manage Services
Application Outsourcing, Business Process Outsourcing,
Application Maintenance Services, Staff Augmentation, etc.

 

140.8 million

 

210.3 million

 

Total

 

$

196.4 million

 

$

247.3 million

 

 

“Net Cash Provided from Operations continued to be strong with approximately $18 million generated during the Fourth Quarter.  In 2003, Keane generated approximately $78 million in cash compared to approximately $63 million in 2002.  Days Sales Outstanding (DSO)(3) improved to 53 days compared to 59 days for the Fourth Quarter of 2002 and the Company ended 2003 with $206 million in cash,” stated senior vice president of finance and CFO John Leahy.   “We remain committed to driving cash flow to provide Keane with the financial flexibility to invest in organic growth, M&A opportunities and stock repurchases in order to build per share value.”

 

During the Fourth Quarter, the Company continued to invest its cash in repurchasing Keane shares.  Keane repurchased approximately 443,000 shares for an investment of approximately $5.8 million during the Fourth Quarter of 2003.  During 2003, Keane repurchased a total of approximately 6.5 million shares for an investment of approximately $67 million.

 

Today, Keane also announced that it has entered into a letter of intent to acquire Nims Associates, Inc., an information technology and consulting services company with offices in the Midwest and Advanced

 


(2) Build Revenue in the Fourth Quarter of 2003 was negatively impacted by a $4 million adjustment related to a settlement of a  development project.

(3) DSO is calculated using trailing three months total revenue divided by 92 days in the period to determine daily revenue.  The average A/R balance for the three month period is then divided by daily revenue.

 

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Keane Reports Fiscal Year 2003 Results

 

Development Centers in Indianapolis and Dallas.  Nims had $48 million in revenue for its 2003 fiscal year.  Keane expects to pay $20 million in cash for Nims, with the potential to pay up to an additional $15 million over the next three years, contingent upon achieving certain financial targets.  Nims is focused in the insurance and financial services industries.  The acquisition is intended to bring new customer relationships to Keane and is expected to be accretive in 2004.  The acquisition is subject to the execution of a mutually acceptable merger agreement and customary closing conditions, including the receipt of necessary consents and approval by third parties, and will require the approval of Nims’ shareholders.

 

Based on the current economic outlook, the Company estimates revenue for the First Quarter of 2004 to be in the range of $205 million to $210 million, which includes approximately $3 million in expected Nims revenue.  EPS is estimated to be in the range of $.08 to $.10 per share and CEPS in the range of $.12 to $.14 per share.

 

Keane will host a conference call today at 8:30 a.m. (EST) to discuss these results.  Interested parties may access the call via the Internet at www.keane.com or may dial 800-438-7212 (706-643-3476 from outside North America) and ask for the Keane call referencing reservation number 5065974.  No advanced registration is required to participate. A replay of the call will be available beginning at approximately 10:30 a.m. (EST) today, through 5:00 p.m. (EST) on February 20, 2004.  The replay may be accessed via the Internet at www.keane.com or by calling 1-800-642-1687 or 706-645-9291 and referencing reservation number 5065974.

 

About Keane:

 

Keane, Inc. (NYSE: KEA), helps clients to improve their business operations and IT effectiveness by delivering a broad range of business consulting and outsourcing services designed to achieve near-term and sustainable business benefit.  Specifically, Keane focuses on three highly synergistic service offerings: Applications Outsourcing, Application Development & Integration, and Business Process Outsourcing.  Keane believes that business and IT improvements are best realized by streamlining and optimizing business and IT processes, implementing rigorous management disciplines, and fostering a culture of accountability through meaningful performance metrics.  Keane delivers its services through an integrated network of branch offices in North America and the United Kingdom, and via SEI CMM Level 5 evaluated Advanced Development Centers (ADCs) in Canada and India.  Information on Keane is available on the Internet at www.keane.com.

 

Safe Harbor for Forward-Looking Statements:

 

This press release contains a number of forward-looking statements concerning the Company’s current expectations as to future growth and its results of operations.  Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates,” “intends’, “projects,” and similar expressions) should also be considered to be forward-looking statements.  There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including: continued or further downturns in the U.S. economy, political and economic conditions in India, the loss of one or more major clients, unanticipated disruptions to Keane’s business, the execution and successful completion of contracts evidencing the new bookings referred to in this release, the successful completion of software development or management projects, the availability and utilization rate of professional staff, the ability to consummate the acquisition of Nims Associates, Inc., the ability to successfully integrate Nims into Keane’s existing business, and other factors detailed under the caption “Certain Factors That May Affect Future Results” in Keane’s Quarterly  Report on Form 10-Q for the quarter ended September 30, 2003, which important factors are incorporated herein by this reference.   Keane disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release, including the potential impact of any future acquisitions, mergers or dispositions it may make.

 

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Keane Reports Fiscal Year 2003 Results

 

Keane, Inc.
Consolidated Balance Sheets (Unaudited) (In Thousands)

 

 

 

As of December 31,

 

 

 

2003

 

2002

 

 

 

 

 

Note (1)

 

Assets

 

 

 

 

 

Current:

 

 

 

 

 

Cash and cash equivalents

 

$

56,736

 

$

46,383

 

Restricted cash

 

1,586

 

 

Marketable securities

 

147,814

 

21,872

 

Accounts receivable, net:

 

 

 

 

 

Trade

 

110,186

 

129,432

 

Other

 

908

 

1,004

 

Prepaid expenses and deferred taxes

 

15,082

 

31,120

 

Total current assets

 

332,312

 

229,811

 

 

 

 

 

 

 

Property and equipment, net

 

75,431

 

31,161

 

Construction in progress

 

 

40,888

 

Goodwill

 

292,924

 

277,435

 

Customer lists, net

 

57,908

 

69,193

 

Other intangible assets, net

 

13,124

 

17,613

 

Deferred taxes and other assets, net

 

26,288

 

19,573

 

Total assets

 

$

797,987

 

$

685,674

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current:

 

 

 

 

 

Accounts payable

 

$

12,331

 

$

11,986

 

Accrued expenses and other liabilities

 

33,686

 

34,917

 

Accrued building costs

 

458

 

234

 

Accrued restructuring

 

6,947

 

13,694

 

Accrued compensation

 

36,220

 

36,346

 

Note payable

 

1,969

 

3,100

 

Accrued income taxes

 

1,937

 

81

 

Unearned income

 

8,869

 

11,535

 

Current capital lease obligations

 

709

 

887

 

Total current liabilities

 

103,126

 

112,780

 

 

 

 

 

 

 

Convertible debentures

 

150,000

 

 

Accrued long-term building costs

 

40,042

 

40,654

 

Accrued long-term restructuring

 

7,073

 

12,541

 

Deferred income taxes

 

30,879

 

28,343

 

Long-term portion of capital lease obligations

 

193

 

772

 

Total liabilities

 

331,313

 

195,090

 

 

 

 

 

 

 

Minority interest

 

8,542

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

Common stock

 

7,555

 

7,555

 

Class B common stock

 

28

 

28

 

Additional paid-in capital

 

167,548

 

166,598

 

Accumulated other comprehensive loss

 

(1,392

)

(1,411

)

Retained earnings

 

398,764

 

369,542

 

Unearned compensation

 

(704

)

 

Less treasury stock, at cost

 

(113,667

)

(51,728

)

Total stockholders’ equity

 

458,132

 

490,584

 

Total liabilities and stockholders’ equity

 

$

797,987

 

$

685,674

 

 


(1)               Certain reclassifications have been made to conform to the 2003 presentation. Such reclassifications have no effect on previously reported net income or stockholders’ equity.

 

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Keane Reports Fiscal Year 2003 Results

 

Keane, Inc.

Consolidated Statements of Income (Unaudited)

(In Thousands Except Per Share Amounts)

 

 

 

Three Months Ended December 31,

 

Twelve Months Ended December 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

196,382

 

$

212,499

 

$

804,976

 

$

873,203

 

Operating expenses

 

 

 

 

 

 

 

 

 

Salaries, wages and other direct costs

 

136,271

 

155,595

 

554,375

 

630,047

 

Selling, general and administrative expenses

 

46,356

 

47,371

 

192,900

 

198,813

 

Amortization of intangible assets

 

3,866

 

4,484

 

15,847

 

16,382

 

Restructuring charges, net

 

(664

)

17,604

 

(326

)

17,604

 

Operating income (loss)

 

10,553

 

(12,555

)

42,180

 

10,357

 

 

 

 

 

 

 

 

 

 

 

Other income (expense) (1)

 

 

 

 

 

 

 

 

 

Interest and dividend income

 

1,290

 

463

 

2,981

 

2,246

 

Interest expense

 

(1,603

)

(79

)

(4,156

)

(255

)

Other income, net

 

20

 

836

 

7,119

 

1,288

 

Minority interest

 

572

 

 

572

 

 

Income (loss) before income taxes

 

10,832

 

(11,335

)

48,696

 

13,636

 

Provision for income taxes

 

4,331

 

(4,532

)

19,474

 

5,455

 

Net income (loss)

 

$

6,501

 

$

(6,803

)

$

29,222

 

$

8,181

 

 

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share

 

$

0.10

 

$

(0.10

)

$

0.44

 

$

0.11

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share

 

$

0.10

 

$

(0.10

)

$

0.44

 

$

0.11

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average common shares outstanding

 

63,795

 

70,800

 

65,771

 

74,018

 

Diluted weighted average common shares and common share equivalents outstanding

 

64,785

 

70,837

 

66,423

 

74,406

 

 

Reconciliation of GAAP EPS to CEPS (2)

 

 

 

Three Months Ended December 31,

 

Twelve Months Ended December 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

Income (loss) before taxes

 

$

10,832

 

$

(11,335

)

$

48,696

 

$

13,636

 

Add (Subtract):

 

 

 

 

 

 

 

 

 

Amortization of intangible assets and stock-based compensation

 

3,986

 

4,499

 

16,047

 

16,429

 

Restructuring charges, net

 

(664

)

17,604

 

(326

)

17,604

 

Arbitration award

 

 

 

(7,315

)

 

Adjusted income before taxes

 

14,154

 

10,768

 

57,102

 

47,669

 

Provision for income taxes

 

5,662

 

4,307

 

22,841

 

19,068

 

Adjusted net income

 

$

8,492

 

$

6,461

 

$

34,261

 

$

28,601

 

Diluted CEPS

 

$

0.13

 

$

0.09

 

$

0.52

 

$

0.38

 

 


(1)               Certain reclassifications have been made to conform to the 2003 presentation. Such reclassifications have no effect on previously reported net income or stockholders’ equity.

(2)               Cash earnings per share (CEPS) excludes amortization of intangible assets, stock-based compensation, restructuring charges and, in 2003, an arbitration award. CEPS is not a measurement in accordance with Generally Accepted Accounting Principles (GAAP).

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