-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, G7dKMPGPeSNwme7nzNtJoAksKZflWvE8LIUqIiELmxl8H4V6fnSvUYL5X+FK/ncn nfPhxq/7mHTjut3bIn2/3A== 0000077543-94-000021.txt : 19941116 0000077543-94-000021.hdr.sgml : 19941116 ACCESSION NUMBER: 0000077543-94-000021 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERINI CORP CENTRAL INDEX KEY: 0000077543 STANDARD INDUSTRIAL CLASSIFICATION: 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: 94558934 BUSINESS ADDRESS: STREET 1: 73 MT WAYTE AVE CITY: FRAMINGHAM STATE: MA ZIP: 01701 BUSINESS PHONE: 5086282000 - -----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, lgIybeTVfZPiOuzszQZbZP7hRbr9lC77yMH/OJEmSr1dlgZdThU7ww8qHnKj5esJ 90ccfuC9eQpqhRA00+Y6jQ== 0000077543-94-000021.txt : 19941116 0000077543-94-000021.hdr.sgml : 19941116 ACCESSION NUMBER: 0000077543-94-000021 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940930 FILED AS OF DATE: 19941114 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERINI CORP CENTRAL INDEX KEY: 0000077543 STANDARD INDUSTRIAL CLASSIFICATION: 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: 94558934 BUSINESS ADDRESS: STREET 1: 73 MT WAYTE AVE CITY: FRAMINGHAM STATE: MA ZIP: 01701 BUSINESS PHONE: 5086282000 10-Q 1 9/30/94 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 September 30, 1994 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 November 9, 1994: 4,408,162 PERINI CORPORATION & SUBSIDIARIES INDEX Page Number Part I. - Financial Information: Item 1. Financial Statements Consolidated Condensed Balance 3 Sheets - September 30, 1994 and December 31, 1993 Consolidated Condensed Statements 4 of Operations - Three Months and Nine Months ended September 30, 1994 and 1993 Consolidated Condensed Statements 5-6 of Cash Flows - Nine Months ended September 30, 1994 and 1993 Notes to Consolidated Condensed 7 Financial Statements Item 2. Management's Discussion and 8-10 Analysis of the Consolidated Financial Condition and Results of Operations Part II. - Other Information: Item 1. Legal Proceedings 10 Item 2. Changes in Securities 10 Item 3. Defaults Upon Senior Securities 10 Item 4. Submission of Matters to a Vote of 10 Security Holders Item 5. Other Information 10 Item 6. Exhibits and Reports on Form 8-K 10 Signatures 11 PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) SEPTEMBER 30, 1994 AND DECEMBER 31, 1993 (In Thousands) ASSETS SEPT. 30, DEC. 31, 1994 1993 --------- -------- Cash $ 20,027 $ 35,871 Accounts and Notes Receivable 148,267 123,009 Unbilled Work 12,001 14,924 Construction Joint Ventures 68,833 61,156 Deferred Income Taxes 7,702 7,702 Other Current Assets 18,515 14,940 -------- -------- Total Current Assets $275,345 $257,602 -------- -------- Land Held for Sale or Development $ 41,327 $ 48,011 Investments in and Advances to Real Estate Joint Ventures 141,450 138,095 Real Estate Properties Used in Operations 10,397 12,678 Long-Term Portion of Notes Receivable 6,991 - -------- -------- Total Real Estate Development Investments $200,165 $198,784 -------- -------- Other Assets $ 3,719 $ 3,896 -------- -------- Property and Equipment, less Accumulated Depreciation of $30,252 - 1994 and $28,986 - 1993 $ 15,501 $ 16,096 -------- -------- $494,730 $476,378 LIABILITIES AND STOCKHOLDERS' EQUITY Current Maturities of Long-Term Debt $ 4,277 $ 7,617 Accounts Payable 152,006 136,231 Deferred Contract Revenue 36,492 25,867 Accrued Expenses 60,060 47,827 Accrued Income Taxes 299 3,183 -------- -------- Total Current Liabilities $253,134 $220,725 -------- -------- Deferred Income Taxes and Other Liabilities $ 29,974 $ 38,794 -------- -------- Long-Term Debt, including real estate development debt of $7,142 - 1994 and $11,382 - 1993 $ 78,681 $ 82,366 -------- -------- Minority Interest $ 3,365 $ 3,350 -------- -------- Stockholders' Equity: Preferred Stock $ 100 $ 100 Series A Junior Participating Preferred Stock - - Common Stock 4,985 4,985 Paid-In Surplus 59,533 59,875 Retained Earnings 81,127 83,594 ESOT Related Obligations (6,982) (6,982) --------- --------- $138,763 $141,572 Less - Treasury Stock (9,187) (10,429) --------- --------- Total Stockholders' Equity $129,576 $131,143 --------- --------- $494,730 $476,378 The accompanying notes are an integral part of these financial statements. PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) (In Thousands, Except Per Share Data) THREE MONTHS NINE MONTHS ENDED SEPT. 30 ENDED SEPT. 30, 1994 1993 1994 1993 -------- -------- -------- -------- REVENUES FROM OPERATIONS: Construction $294,610 $267,056 $676,560 $828,720 Real Estate 10,166 7,739 45,712 52,122 -------- -------- -------- -------- TOTAL REVENUES FROM OPERATIONS $304,776 $274,795 $722,272 $880,842 -------- -------- -------- -------- COST AND EXPENSES: Cost of Operations $290,903 $261,756 $688,166 $842,857 General, Administrative and Selling Expenses 10,003 10,839 30,212 30,728 -------- -------- -------- -------- $300,906 $272,595 $718,378 $873,585 -------- -------- -------- -------- INCOME FROM OPERATIONS $ 3,870 $ 2,200 $ 3,894 $ 7,257 -------- -------- -------- -------- Other Income (Expense), Net (Note 2) (87) 214 (656) 4,868 Interest Expense (2,101) (1,357) (4,715) (3,675) --------- --------- --------- --------- Income (Loss) Before Income Taxes $ 1,682 $ 1,057 $ (1,477) $ 8,450 (Provision) Credit for Income Taxes (Note 3) (698) (378) 604 (6,061) --------- --------- --------- --------- NET INCOME (LOSS) $ 984 $ 679 $ (873) $ 2,389 EARNINGS (LOSS) PER COMMON SHARE (Note 4) $ .10 $ .04 $ (.57) $ .19 DIVIDENDS PER COMMON SHARE (Note 5) $ - $ - $ - $ - WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (Note 4) 4,391,119 4,309,196 4,362,432 4,245,567 The accompanying notes are an integral part of these financial statements. PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993 (In Thousands) NINE MONTHS ENDED SEPT. 30, 1994 1993 --------- --------- Cash Flows from Operating Activities: Net Income (Loss) $ (873) $ 2,389 Adjustments to reconcile net income to net cash provided from operating activities: Depreciation and amortization 2,247 2,665 Noncurrent deferred taxes and other liabilities (8,820) 9,359 Distributions greater (less) than earnings of joint ventures and affiliates 1,061 1,023 Gain on sale of affiliated companies - (4,600) (Note 2) Gain on sale of fixed assets (106) (247) Minority interest, net 15 (59) Cash provided from (used by) changes in components of Working capital other than cash, notes payable and current maturities of long- term debt 7,133 (26,799) Real estate development investments other than joint ventures and properties used in operations 8,396 2,816 Other non-cash items, net (1,783) (2,626) --------- --------- NET CASH PROVIDED FROM (USED BY) OPERATING ACTIVITIES $ 7,270 $(16,079) --------- --------- Cash Flows from Investing Activities: Proceeds from sale of property and equipment $ 363 $ 1,021 Cash distributions of capital from unconsolidated joint ventures 7,923 2,202 Acquisition of property and equipment (1,540) (3,603) Improvements to land held for sale or development (287) (3,360) Improvements to real estate properties used in operations (99) (431) Capital contributions to unconsolidated (16,770) (18,651) joint ventures Advances to real estate joint ventures (4,988) (14,900) Proceeds from sale of Majestic net of subsidiary's cash - 4,377 --------- --------- NET CASH USED BY INVESTING ACTIVITIES $(15,398) $(33,345) --------- --------- Cash Flows from Financing Activities: Proceeds of long-term debt $ 2,809 $ 7,519 Repayment of long-term debt (9,831) (8,195) Cash dividends paid (1,594) (1,594) Treasury stock issued 900 2,504 Proceeds from notes payable to banks 3,000 - Repayment of notes payable to banks (3,000) - --------- --------- NET CASH PROVIDED FROM (USED BY) FINANCING ACTIVITIES $ (7,716) $ 234 --------- --------- PERINI CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993 (CONTINUED) (In Thousands) NINE MONTHS ENDED SEPT. 30, 1994 1993 --------- --------- Net (Decrease) in cash $(15,844) $(49,190) Cash at Beginning of Year 35,871 79,563 --------- --------- Cash at End of Period $ 20,027 $ 30,373 Supplemental Disclosures of Cash paid during the period for: Interest, net of amounts capitalized $ 5,021 $ 4,159 Income tax payments $ 4,662 $ 684 The accompanying notes are an integral part of these financial statements. 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/A for the year ended December 31, 1993. The Company has made no significant change in these policies during 1994. (2) Other Income (Expense) Net Includes a pretax gain of $4.6 million for the first nine months of 1993 from the sale of Majestic Contractors Limited, the Company's 74%- owned Canadian pipeline subsidiary. This gain nets to zero after providing an equivalent amount for federal income taxes at the 34% statutory rate and an additional 66% rate which represents a combination of an additional tax provision for the difference between book and tax basis of the Company's investment in this subsidiary and a valuation reserve based upon the Company's current estimate of its utilization of the foreign tax credits related to the sale. (3) Income Taxes The higher-than-normal tax rate for the first nine months of 1993 is due to the reasons stated in (2) above. (4) 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 1994 and 1993 three and nine month periods ended September 30, of $531,000 and $1,594,000, respectively. 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 antidilutive. (5) Cash Dividends There were no cash dividends on common stock declared or paid during the periods presented in the condensed financial statements presented herein. (6) Opinion The unaudited 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/A for the year ended December 31, 1993. 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 September 30, 1994 and December 31, 1993 and results of operations and cash flows for the three and nine month periods ended September 30, 1994 and 1993. The results of operations for the three and nine month periods ended September 30, 1994 may not be indicative of the results that may be expected for the year ending December 31, 1994 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. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS RESULTS OF OPERATIONS Comparison of the Third Quarter of 1994 with the Third Quarter of 1993 Revenues increased $30 million (or 10.9%), from $274.8 million in 1993 to $304.8 million in 1994. This increase resulted primarily from increased construction revenues of $27.6 million (or 10.3%), from $267.0 million in 1993 to $294.6 million in 1994, due primarily to an increase in revenues from civil and environmental operations of $22.1 million (or 29%), from $77.3 million in 1993 to $99.4 million in 1994. This increase in revenues was due to an increased backlog going into 1994. In addition, building construction revenues increased $5.5 million (or 3%), from $189.7 million in 1993 to $195.2 million in 1994, due to the timing in the start- up of certain hotel/casino projects. Real estate revenues also increased by $2.4 million, from $7.8 million in 1993 to $10.2 million in 1994 due to an increase in land sales in Florida. The gross profit in 1994 increased by $.8 million, from $13.1 million in 1993 to $13.9 million in 1994 because of an increase in gross profit from real estate of $3.2 million, from a loss of $1.6 million in 1993 to a profit of $1.6 million in 1994 due to the sale referred to above of highly profitable land in Florida. This improvement was partially offset by a decrease in gross profit from construction operations of $2.4 million, from $14.7 million in 1993 to $12.3 million in 1994 due to the favorable close out of several civil construction projects in 1993. The $.7 million increase in interest expense (or 50%), from $1.4 million in 1993 to $2.1 million in 1994 is due to a combination of higher prevailing interest rates and an increase in the average amount borrowed. Comparison of the Nine Months September 30, 1994 with the Nine Months Ended September 30, 1993 Revenues decreased $158.5 million (or 18%), from $880.8 million in 1993 to $722.3 million in 1994. This decrease resulted from decreased construction revenues of $152.1 million (or 18%), from $828.7 million in 1993 to $676.6 million in 1994, due primarily to a decrease in revenues from building operations of $194 million (or 31%), from $628 million in 1993 to $434 million in 1994. This decrease in revenues was primarily due to the timing in the start-up of certain hotel/casino projects obtained late in 1993 compared to a few similar projects that were well under way during the first six months of 1993. This decrease was partially offset by an increase in revenues from civil and environmental construction operations of $42 million (or 21%), from $201 million in 1993 to $243 million in 1994, due to an increased heavy construction backlog going into 1994. In addition to the overall decrease in construction revenues, revenues from real estate operations decreased $6.4 million (or 12%), from $52.1 million in 1993 to $45.7 million in 1994 due primarily to the non- recurring sale ($23 million) in 1993 of a partnership interest in certain commercial rental properties in San Francisco. This revenue decrease was partially offset from the sale of a marginally profitable land sale in 1994 ($6 million) and the sale of two investment properties in 1994 ($8.6 million). The gross profit in 1994 decreased by $3.9 million, from $38.0 million in 1993 to $34.1 million in 1994, due primarily to a $2.2 million decrease from real estate operations, from a profit of $3.1 million in 1993 to a profit of $.9 million in 1994. This profit decrease primarily results from the non-recurring gain in 1993 from the sale of certain commercial rental properties referred to above which was partially offset by improved operating results in both Massachusetts and Georgia. The gross profit from construction operations decreased $1.7 million (or 5%), from $34.9 million in 1993 to $33.2 million in 1994 due to the negative profit impact from the reduction in building construction revenues referred to above and a loss from international operations resulting from unstable economic and political conditions in a certain overseas location where the Company is working. This decrease in construction gross profit was partially offset by increased profits from the relatively higher margin heavy construction revenues referred to above. The $5.5 million decrease in other income (expense), from income of $4.9 million in 1993 to a loss of $.6 million in 1994 was due primarily to the non-recurring gain ($4.6 million) on the sale by the Company of its 74%-owned interest in Majestic Contractors Limited ("Majestic"), its Canadian pipeline subsidiary, in January, 1993. The $1.0 million increase in interest expense (or 27%), from $3.7 million in 1993 to $4.7 million in 1994 is due to a combination of higher prevailing interest rates and an increase in the average amount borrowed. The higher-than-normal tax rate in 1993 was due to tax provided at an additional 66% rate on the gain on the sale of Majestic, which represented a combination of an additional tax provision for the difference between book and tax basis of the Company's investment in this subsidiary and a valuation reserve related to the gain based upon the Company's current estimate of its utilization of the related foreign tax credits. _______________________ The Company's backlog of uncompleted construction work at the end of September 1994 was $1.273 billion, a 51% increase from the $843 million reported for the same period in 1993. Backlog increases were experienced in all of the Company's principal construction businesses. Overall, the pace of new work acquisition throughout the Company during the first nine months of 1994 has run ahead of the comparable period in the previous year. This trend is expected to continue as the volume of pending contracts not yet reported in backlog remains significant. FINANCIAL CONDITION Working capital decreased $14.7 million, from $36.9 million at the end of 1993 to $22.2 million at September 30, 1994. The current ratio decreased from 1.17:1 to 1.09:1. During the first nine months of 1994 the Company used $15.4 million of cash for investing activities, primarily in certain construction and real estate joint ventures, and $7.7 million of cash for financial activities, primarily to pay down debt. The sources of cash were $7.3 million from operating activities, primarily from proceeds related to real estate sales and an increase in accounts payable, and a $15.8 million reduction in cash on hand. Long-term debt at September 30, 1994 was $78.7 million, a decrease of $3.7 million from December 31, 1993. This decrease resulted primarily from the repayment of certain mortgages related to real estate properties sold during the period. The long-term debt to equity ratio at September 30, 1994 was .61 to 1, compared to the .63 to 1 ratio at December 31, 1993. In addition to internally generated funds, the Company has access to additional funds under its $18 million of short-term lines of credit, its $70 million long-term Credit Agreement and, effective March 31, 1994, a $15 million collateralized short-term credit facility available for the balance of 1994. At September 30, 1994, there was $18 million available under the short-term lines of credit and $15 million available under the new short-term credit facility. The full amount available under the credit facilities may be borrowed during any fiscal quarter. However, financial covenants limiting the debt to equity ratio contained in the agreements governing these facilities limit the amount of borrowings which may be outstanding at the end of any fiscal quarter. Based on these covenants, $7.4 million of additional borrowing capacity was available at September 30, 1994. Management believes that cash generated from operations, unused credit lines and various real estate borrowings should probably be adequate for the next twelve months to meet the Company's funding requirements. 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. 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 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: November 11, 1994 /s/ John H. Schwarz ------------------------------- John H. Schwarz, Executive Vice President, Finance and Administration Date: November 11, 1994 /s/ Barry R. Blake ------------------------------- Barry R. Blake, Vice President and Controller - -----END PRIVACY-ENHANCED MESSAGE----- -----END PRIVACY-ENHANCED MESSAGE-----