-----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, Hw++myL79zh4MD9PQcrgo/0frvcLsJNoRfWueGN52/T0+imkORrljHWU5L/qBwBL 9Zqr0s8F5Ce/GxkUBvC2EQ== 0000077543-96-000007.txt : 19960515 0000077543-96-000007.hdr.sgml : 19960515 ACCESSION NUMBER: 0000077543-96-000007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERINI CORP CENTRAL INDEX KEY: 0000077543 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL BUILDING CONTRACTORS - NONRESIDENTIAL BUILDINGS [1540] IRS NUMBER: 041717070 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-06314 FILM NUMBER: 96563018 BUSINESS ADDRESS: STREET 1: 73 MT WAYTE AVE CITY: FRAMINGHAM STATE: MA ZIP: 01701 BUSINESS PHONE: 5086282000 10-Q 1 FIRST QUARTER 1996 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-6314 Perini Corporation (Exact name of registrant as specified in its charter) MASSACHUSETTS 04-1717070 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 73 MT. WAYTE AVENUE, FRAMINGHAM, MASSACHUSETTS 01701-9160 (Address of principal executive offices) (Zip code) (508)-628-2000 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Number of shares of common stock of registrant outstanding at May 9, 1996: 4,728,015 Page 1 of 10
PERINI CORPORATION & SUBSIDIARIES INDEX Page Number ----------- Part I. - Financial Information: Item 1. Financial Statements Consolidated Condensed Balance Sheets - 3 March 31, 1996 and December 31, 1995 Consolidated Condensed Statements of Income - 4 Three Months ended March 31, 1996 and 1995 Consolidated Condensed Statements of Cash Flows - 5 Three Months ended March 31, 1996 and 1995 Notes to Consolidated Condensed Financial Statements 6 Item 2. Management's Discussion and Analysis of the Consolidated 7 - 8 Financial Condition and Results of Operations Part II. - Other Information: Item 1. Legal Proceedings 9 Item 2. Changes in Securities 9 Item 3. Defaults Upon Senior Securities 9 Item 4. Submission of Matters to a Vote of Security Holders 9 Item 5. Other Information 9 Item 6. Exhibits and Reports on Form 8-K 9 Signatures 10
2 PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) MARCH 31, 1996 AND DECEMBER 31, 1995 (In Thousands)
ASSETS ------ MARCH 31, DEC. 31, 1996 1995 ---------------- ---------------- Cash $ 5,121 $ 29,059 Accounts and Notes Receivable 163,891 180,978 Unbilled Work 37,612 28,304 Construction Joint Ventures 67,739 61,846 Real Estate Inventory, at the lower of cost or market 13,860 14,933 Deferred Tax Asset 15,146 13,039 Other Current Assets 5,450 2,186 ---------------- ---------------- Total Current Assets $ 308,819 $ 330,345 ---------------- ---------------- Land Held for Sale or Development $ 41,286 $ 41,372 Investments in and Advances to Real Estate Joint Ventures 149,923 148,225 Real Estate Properties Used in Operations 2,931 2,964 Other 223 302 ---------------- ---------------- Total Real Estate Development Investments $ 194,363 $ 192,863 ---------------- ---------------- Other Assets $ 3,584 $ 3,477 ---------------- ---------------- Property and Equipment, less Accumulated Depreciation of $26,506 in 1996 and $27,299 in 1995 $ 11,996 $ 12,566 ---------------- ---------------- $ 518,762 $ 539,251 ================ ================ LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current Maturities of Long-Term Debt $ 8,091 $ 5,697 Accounts Payable 174,698 197,052 Advances from Construction Joint Ventures 23,635 34,830 Deferred Contract Revenue 22,908 23,443 Accrued Expenses 27,198 32,778 ---------------- ---------------- Total Current Liabilities $ 256,530 $ 293,800 ---------------- ---------------- Deferred Income Taxes and Other Liabilities $ 57,082 $ 52,663 ---------------- ---------------- Long-Term Debt, including real estate development debt of $3,661 in 1996 and $3,660 in 1995 $ 94,631 $ 84,155 ---------------- ---------------- Minority Interest $ 2,932 $ 3,027 ---------------- ---------------- Stockholders' Equity: Preferred Stock $ 100 $ 100 Series A Junior Participating Preferred Stock --- --- Common Stock 4,985 4,985 Paid-In Surplus 57,626 57,659 Retained Earnings 53,018 52,062 ESOT Related Obligations (3,976) (4,965) ---------------- ---------------- $ 111,753 $ 109,841 Less - Treasury Stock 4,166 4,235 ---------------- ---------------- Total Stockholders' Equity $ 107,587 $ 105,606 ---------------- ---------------- $ 518,762 $ 539,251 ================ ================
The accompanying notes are an integral part of these financial statements. 3
PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (In Thousands, Except Per Share Data) THREE MONTHS ENDED MARCH 31, --------------- 1996 1995 --------------- --------------- REVENUES FROM OPERATIONS: Construction $ 258,515 $ 253,326 Real Estate 11,514 9,763 --------------- --------------- TOTAL REVENUES FROM OPERATIONS $ 270,029 $ 263,089 --------------- --------------- COST AND EXPENSES: Cost of Operations $ 258,250 $ 250,916 General, Administrative and Selling Expenses 8,134 9,145 --------------- --------------- $ 266,384 $ 260,061 --------------- --------------- INCOME FROM OPERATIONS $ 3,645 $ 3,028 Other Income (Expense), Net (336) 348 Interest Expense (1,707) (2,119) --------------- --------------- Income Before Income Taxes $ 1,602 $ 1,257 Provision for Income Taxes (Note 2) 115 385 --------------- --------------- NET INCOME $ 1,487 $ 872 =============== =============== EARNINGS PER COMMON SHARE (Note 3) $ 0.20 $ 0.08 =============== =============== DIVIDENDS PER COMMON SHARE (Note 4) $ --- $ --- =============== =============== WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (Note 3) 4,722,672 4,510,329 =============== ===============
The accompanying notes are an integral part of these financial statements. 4
PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995 (In Thousands) THREE MONTHS ENDED MARCH 31, --------------- 1996 1995 -------------- -------------- Cash Flows from Operating Activities: Net Income $ 1,487 $ 872 Adjustments to reconcile net income to net cash provided from operating activities: Depreciation and amortization 666 686 Noncurrent deferred taxes and other liabilities 4,419 (4,959) Distributions greater (less) than earnings of joint ventures and affiliates 44 (3,612) Cash provided from (used by) changes in components of working capital other than cash, notes payable and current maturities of long-term debt (38,971) 27,874 Real estate development investments other than joint ventures 79 365 Other non-cash items, net 15 79 -------------- -------------- NET CASH (USED BY) PROVIDED FROM OPERATING ACTIVITIES $ (32,261) $ 21,305 -------------- -------------- Cash Flows from Investing Activities: Proceeds from sale of property and equipment $ 737 $ 1,925 Cash distributions of capital from unconsolidated joint ventures 1,820 1,010 Acquisition of property and equipment (391) (216) Improvements to land held for sale or development (13) (27) Improvements to real estate properties used in operations (110) (32) Capital contributions to unconsolidated joint ventures (6,763) (3,946) Advances to real estate joint ventures, net (729) (2,275) Investments in other activities (123) 102 -------------- -------------- NET CASH USED BY INVESTING ACTIVITIES $ (5,572) $ (3,459) -------------- -------------- Cash Flows from Financing Activities: Proceeds of long-term debt $ 14,211 $ 3,409 Repayment of long-term debt (352) (2,264) Cash dividends paid --- (531) Treasury stock issued 36 203 -------------- -------------- NET CASH PROVIDED FROM FINANCING ACTIVITIES $ 13,895 $ 817 -------------- -------------- Net Increase (Decrease) in Cash $ (23,938) $ 18,663 Cash at Beginning of Year 29,059 7,841 -------------- -------------- Cash at End of Period $ 5,121 $ 26,504 ============== ============== Supplemental Disclosures of Cash paid during the period for: Interest $ 1,599 $ 2,179 ============== ============== Income tax payments (refunds) $ (57) $ 1,175 ============== ==============
The accompanying notes are an integral part of these financial statements. 5 PERINI CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (1) Significant Accounting Policies The significant accounting policies followed by the Company and its subsidiaries in preparing its consolidated financial statements are set forth in Note (1) to such financial statements included in Form 10-K for the year ended December 31, 1995. The Company has made no significant change in these policies during 1996. (2) Provision For Income Taxes The lower-than-normal tax rate in 1996 reflects the realization of a portion of the tax benefit not recognized in 1995 due to certain accounting limitations. The lower-than-normal tax rate in 1995 is due to a tax benefit realized. (3) Per Share Data Computations of earnings per common share amounts are based on the weighted average number of the Company's common shares outstanding during the periods presented. Earnings per common share reflect the effect of preferred dividends accrued during both the 1996 and 1995 three month periods ended March 31, of $531,000. Common stock equivalents related to additional shares of common stock issuable upon exercise of stock options have not been included since their effect would be antidilutive. Per share data on a fully diluted basis is not presented because the effect of conversion of the Company's depositary convertible exchangeable preferred shares into common stock is also antidilutive. (4) Cash Dividends There were no cash dividends on common stock declared or paid during the periods presented in the consolidated condensed financial statements presented herein. As previously disclosed, in conjunction with the covenants of the Company's Amended Revolving Credit Agreement, the Company is required to suspend the payment of quarterly dividends on its preferred stock until the Bridge Loan commitment is no longer outstanding, if a default exists under the terms of the Amended Revolving Credit Agreement, or if the ratio of long-term debt to equity exceeds 50%. Therefore, the dividends on preferred stock that normally would have been declared during December of 1995 and March of 1996, and payable on March 15 and June 15, 1996, respectively, have not been declared (although they have been fully accrued due to the "cumulative" feature of the preferred stock). (5) Opinion The unaudited consolidated condensed financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-K for the year ended December 31, 1995. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the Company's financial position as of March 31, 1996 and December 31, 1995 and results of operations and cash flows for the three month periods ended March 31, 1996 and 1995. The results of operations for the three month period ended March 31, 1996 may not be indicative of the results that may be expected for the year ending December 31, 1996 because the Company's results generally consist of a limited number of large transactions in both construction and real estate. Therefore, such results can vary depending on the timing of transactions and the profitability of projects being reported. 6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS RESULTS OF OPERATIONS - --------------------- Revenues increased $6.9 million (or 2.6%), from $263.1 million in 1995 to $270 million in 1996. This increase resulted from increased construction revenues of $5.2 million (or 2.0%), from $253.3 million in 1995 to $258.5 million in 1996, due primarily to an increase in revenues from heavy construction operations of $17.3 million (or 27%), from $63 million in 1995 to $80.3 million in 1996, which was partially offset by a decrease in revenues from building construction operations of $12.1 million (or 6%), from $190.3 million in 1995 to $178.2 million in 1996. These revenue fluctuations reflect the timing in the start-up of new construction projects, in particular certain fast track hotel/casino projects in various parts of the United States as well as certain long-term infrastructure rehabilitation projects. Revenues from real estate operations increased $1.7 million, from $9.8 million in 1995 to $11.5 million in 1996 due primarily to an increase in condominium sales in Georgia. In spite of the modest increase in revenues, the total gross profit decreased slightly, from $12.2 million in 1995 to $11.8 million in 1996, primarily due to an overall decrease in gross profit from construction operations of $.6 million (or 5%), from $12.3 million in 1995 to $11.7 million in 1996. This decrease is due to lower overall profit margins experienced in 1996 in several building and heavy construction operating units as a result of the completion in 1995 of several successful construction projects, including a major hotel/casino project in Nevada, plus a lower than anticipated margin in 1996 on a casino project in Iowa. This gross profit decrease was partially offset by a $.2 million increase in gross profit from real estate operations due primarily to the increase in condominium sales referred to above. General, administrative and selling expenses decreased by $1.0 million (or 11%), from $9.1 million in 1995 to $8.1 million in 1996 primarily due to certain insurance allocations to projects as well as continued emphasis on reducing overall Company overhead expenses in conjunction with the Company's re-engineering efforts commenced in prior years and the continuation of the gradual down-sizing of the Company's real estate operations. Other income decreased $.7 million, from income of $.4 million in 1995 to a loss of $.3 million in 1996 primarily due to a $.4 million non-recurring gain on the sale of certain underutilized operating facilities, including a quarry, in 1995. Interest expense decreased by $.4 million (or 19%), from $2.1 million in 1995 to $1.7 million in 1996 due to a lower average level of borrowings during 1996 as well as lower effective interest rates. The lower than normal tax rate in 1996 is due to the utilization of tax loss carry forwards from 1995. Because of certain accounting limitations, the Company was not able to recognize a portion of the tax benefit related to the operating loss experienced in fiscal 1995. Therefore, approximately $20 million of future pretax earnings, including the earnings achieved in the first quarter of 1996, should benefit from minimal tax charges. The lower than normal tax rate in 1995 is due to a tax benefit realized that related to the sale of certain underutilized operating facilities referred to above. FINANCIAL CONDITION - ------------------- Working capital increased $15.8 million, from $36.5 million at the end of 1995 to $52.3 million at March 31, 1996, the highest level in recent years. The current ratio increased from 1.12:1 to 1.20:1 during this same period. During the first three months of 1996 the Company used $30.3 million of cash for operating activities, primarily to fund cash requirements on construction projects. In addition, the Company used $5.6 million of cash for investing activities, primarily for working capital contributions to construction joint ventures. The sources of these funds were $14.0 million from financing activities, primarily from net borrowings, and $23.9 million from cash on hand. 7 Long-term debt at March 31, 1996 was $94.6 million, an increase of $10.4 million from December 31, 1995. The long-term debt to equity ratio at March 31, 1996 was .88 to 1, compared to .80 to 1 at December 31, 1995. In addition to internally generated funds, the Company has access to additional funds under its $114.5 million long-term Credit Agreement. Effective February 26, 1996, the Company entered into a Bridge Loan Agreement for an additional $15 million through July 31, 1996. At March 31, 1996 there was $13.4 million available under the Company's long-term credit facility and $15 million available under the Bridge Loan Agreement. Management believes that cash generated from operations, existing credit lines and additional borrowings should probably be adequate to meet the Company's funding requirements for at least the next twelve months. However, the withdrawal of many commercial lending sources from both the real estate and construction markets and/or restrictions on new borrowings and extensions on maturing loans by these same sources cause uncertainties in predicting liquidity. 8 Part II. - Other Information - ---------------------------- Item 1. - Legal Proceedings - None Item 2. - Changes in Securities (a) None (b) None Item 3. - Defaults Upon Senior Securities - None Item 4. - Submission of Matters to a Vote of Security Holders - None Item 5. - Other Information - None Item 6. - Exhibits and Reports on Form 8-K (a) None (b) None 9 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 thereunto duly authorized. Perini Corporation ------------------ Registrant Date: May 14, 1996 /s/ John H. Schwarz ------------------- John H. Schwarz, Executive Vice President, Finance and Administration Date: May 14, 1996 /s/ Barry R. Blake ------------------ Barry R. Blake, Vice President and Controller 10 EX-27 2
5 This schedule contains summary financial information extracted from Consolidated Balance Sheets as of March 31, 1996 and the Consolidated Statements of Operations for the three months ended March 31, 1996 as qualified in its entirety by reference to such financial statements. 3-MOS MAR-31-1996 MAR-31-1996 5,121 0 163,891 0 13,860 308,819 38,502 (26,506) 518,762 256,530 94,631 100 0 4,985 0 518,762 0 270,029 0 (258,250) (336) 0 (1,707) 1,602 (115) 1,487 0 0 0 1,487 .20 0 Includes Equity in Construction Joint Ventures of $67,739, Unbilled Work of $37,612, and Other Short-Term Assets of $20,596, not currently reflected in this tag list. Includes investments in and advances to Real Estate Joint Ventures of $149,923, Land Held for Sale or Development of $41,286, and Other Long-Term Assets of $6,738 not currently reflected in this tag list. Includes Deferred Income Taxes and Other Liabilites of $57,082, Minority Interest of $2,932, Paid-In Surplus of $57,626, Retained Earnings of $53,018, ESOT Related Obligations of $(3,976), and Treasury Stock of $(4,166). Includes General, Administrative and Selling Expenses of $8,134, not currently reflected on this tag list.
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