-----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, Bd3OB/n2ScBZOB8b3qrVVgtC9pWtNPUIXV/n5pMWF6xYHtgX6lgTsV43qEs7Uqru QDCX5IqWEj6zRfZDFvz4mw== 0001157523-03-003448.txt : 20030730 0001157523-03-003448.hdr.sgml : 20030730 20030730080013 ACCESSION NUMBER: 0001157523-03-003448 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030730 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DURATEK INC CENTRAL INDEX KEY: 0000785186 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 222476180 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14292 FILM NUMBER: 03809997 BUSINESS ADDRESS: STREET 1: 10100 OLD COLUMBIA ROAD CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 4103125100 MAIL ADDRESS: STREET 1: 10100 OLD COLUMBIA ROAD CITY: COLUMBIA STATE: MD ZIP: 21046 FORMER COMPANY: FORMER CONFORMED NAME: GTS DURATEK INC DATE OF NAME CHANGE: 19930805 FORMER COMPANY: FORMER CONFORMED NAME: DURATEK CORP DATE OF NAME CHANGE: 19920703 8-K 1 a4442741.txt DURATEK 8-K 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): July 30, 2003 Duratek, Inc. -------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 0-14292 22-2427618 - -------------------------------------------------------------------------------- (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporation) Number) Identification Number) 10100 Old Columbia Road, Columbia, Maryland 21046 -------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (410) 312-5100 N/A ------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) DURATEK, INC. Item 7. Financial Statements, Proforma Financial Information and Exhibits. (c) Exhibits. 99.1 Duratek, Inc. press release dated July 30, 2003 with respect to the Company's financial results for the fiscal quarter ended June 29, 2003. Item 9. Information Provided Under Item 12 (Results of Operations and Financial Condition). The following information is furnished pursuant to Item 12, "Results of Operations and Financial Condition." On July 30, 2003, Duratek, Inc. ("Duratek") issued a press release announcing its financial results for the fiscal quarter ended June 29, 2003. A copy of Duratek's press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. -2- 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 hereunto duly authorized. DURATEK, INC. Date: July 30, 2003 By: /s/ Robert F. Shawver ----------------------- Robert F. Shawver Executive Vice President and Chief Financial Officer -3- Exhibit Index 99.1 Press Release dated July 30, 2003 issued by Duratek, Inc. -4- EX-99 3 a4442741ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 Duratek Reports Second Quarter 2003 Results COLUMBIA, Md.--(BUSINESS WIRE)--July 30, 2003--Duratek, Inc. (NASDAQ:DRTK) today announced net income of $6.6 million, or $0.34 per diluted share, for the three-month period ended June 29, 2003, as compared to net income of $4.1 million, or $0.22 per diluted share, for the comparable period in 2002. Revenues were $76.8 million for the three months ended June 29, 2003 as compared to $72.1 million for the same period in 2002. The increase in revenues of $4.7 million and net income of $2.5 million, for the quarter, was primarily due to work performed completing several contracts in the Commercial Services Segment. For the six month period ended June 29, 2003, net income before cumulative effect of a change in accounting principle was $9.2 million, or $0.47 per diluted share, as compared to net income of $6.6 million, or $0.35 per diluted share, for the comparable period in 2002. Revenues of $140.6 million for the six months ended June 29, 2003 were comparable to the revenues of $141.5 million achieved during the same period in 2002. On a per share basis, net income after cumulative effect of change in accounting principle for the six months ended June 29, 2003 was $0.35 per diluted share. During the first quarter of 2003 the Company recorded a $2.4 million non-cash charge for the adoption of Financial Accounting Standard No. 143, "Accounting for Asset Retirement Obligations". Robert E. Prince, President and CEO said, "We are pleased with our achievements in the second quarter. The financial performance was solid from all three of our business segments, and in particular from Commercial Services. I believe the success of our recent performance is due in part to staying very focused on strengthening our position in the markets we are currently serving by increasing our efforts to improve customer service." Robert F. Shawver, Executive Vice President and CFO added, "I believe the Company is continuing to establish a very solid base business on which to build our future growth. In addition, one of the characteristics of our Commercial Services business is that work performed on certain projects can significantly improve the quarterly earnings depending on the timing of when this work gets done. Although this type of work provides good opportunities for Duratek, it is not as predictable and does not necessarily occur on a regular basis. In particular, several such projects contributed approximately $0.07 to $0.08 per diluted share in additional net income for the Company in the second quarter." An unaudited comparative summary of the second quarter results of operations for 2003 and 2002 is as follows (in thousands of dollars, except per share data): Three Months Ended Six Months Ended ----------------- ------------------ June 29, June 30, June 29, June 30, 2003 2002 2003 2002 -------- -------- -------- -------- Revenues $76,790 $72,100 $140,620 $141,524 Income from operations $12,015 $8,242 $17,251 $14,106 Income before income taxes $10,983 $7,004 $15,043 $11,201 Income taxes $4,393 $2,836 $6,017 $4,536 Net income before cumulative effect of a change in accounting principle $6,583 $4,131 $9,175 $6,591 Net income $6,583 $4,131 $6,761 $6,591 Net income per share: Basic before cumulative effect of a change in accounting principle $0.46 $0.28 $0.63 $0.44 Cumulative effect of a change in accounting principle - - (0.18) - -------- -------- -------- -------- $0.46 $0.28 $0.45 $0.44 ======== ======== ======== ======== Diluted before cumulative effect of a change in accounting principle $0.34 $0.22 $0.47 $0.35 Cumulative effect of a change in accounting principle - - (0.12) - -------- -------- -------- -------- $0.34 $0.22 $0.35 $0.35 ======== ======== ======== ======== Consolidated balance sheets, statements of operations and statements of cash flows follow. A conference call will be held today at 11:00 a.m. Eastern Time. Investors can listen to the conference call by logging into www.duratekinc.com or by calling 1-800-838-4403. In addition to the webcast and teleconference, the Company will be placing a presentation of the data on its website under investor relations financial reports section. We encourage investors to listen to the call in addition to viewing the presentation. A replay of the call will be available at approximately 1:00 p.m. today through August 8, 2003 at 11:59 p.m. by dialing 1-800-428-6051, pass code 301277. The webcast will be archived on the Duratek website for at least 30 days. Duratek provides safe, secure radioactive materials disposition. Certain statements contained in this press release may constitute "forward-looking statements" within the meaning of Section 21E(i)(1) of the Securities Exchange Act of 1934. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Duratek's actual results to be materially different from any future results expressed or implied by these statements. Such factors include the following: the Company's ability to manage its commercial waste processing operations, including obtaining commercial waste processing contracts and processing waste under such contracts in a timely and cost-effective manner; the timing and award of contracts by the U.S. Department of Energy for the cleanup of waste sites administered by it; the Company's ability to integrate acquired companies; the acceptance and implementation of the Company's waste treatment technologies in the government and commercial sectors; and other large technical support services projects. All forward-looking statements are also expressly qualified in their entirety by the cautionary statements included in the Company's SEC filings, including its quarterly reports on Form 10-Q and its annual report on Form 10-K. DURATEK, INC. AND SUBSIDIARIES Consolidated Balance Sheets (Unaudited) (in thousands of dollars, except per share amounts) June 29, Dec. 31, 2003 2002 -------- -------- Assets (a) Current assets: Cash $16,285 $2,323 Accounts receivable, net 54,257 48,420 Income taxes receivable 1,140 1,140 Cost and estimated earnings in excess of billings on uncompleted contracts 16,889 12,828 Prepaid expenses and other current assets 4,973 7,915 Deferred income taxes 2,168 2,168 -------- -------- Total current assets 95,712 74,794 Property, plant and equipment, net 72,404 69,287 Goodwill 70,797 70,797 Other intangible assets 5,197 5,675 Decontamination and decommissioning trust fund 19,783 19,693 Retainage 7,782 4,969 Other assets 7,234 8,917 -------- -------- Total assets $278,909 $254,132 ======== ======== Liabilities and Stockholders' Equity Current liabilities: Current portion of long-term debt $10,400 $10,400 Accounts payable 10,172 13,911 Accrued expenses and other current liabilities 59,473 41,147 Unearned revenues 18,363 16,476 Waste processing and disposal liabilities 9,523 9,936 -------- -------- Total current liabilities 107,931 91,870 Long-term debt, less current portion 48,149 50,749 Facility and equipment decontamination and decommissioning liabilities 38,790 28,778 Other noncurrent liabilities 961 4,472 Deferred income taxes 1,040 2,649 -------- -------- Total liabilities 196,871 178,518 -------- -------- Redeemable preferred stock (liquidation value $18,588) 15,752 15,752 -------- -------- Stockholders' equity: Preferred stock - $0.01 par value; authorized 4,840,000 shares; none issued -- -- Common stock - $0.01 par value; authorized 35,000,000 shares; issued 15,169,260 shares in 2003 and 15,142,419 shares in 2002 152 151 Capital in excess of par value 77,847 77,715 Accumulated deficit (1,977) (8,108) Treasury stock at cost, 1,612,376 shares in 2003 and 2002 (9,577) (9,577) Deferred compensation (159) (319) -------- -------- Total stockholders' equity 66,286 59,862 -------- -------- -------- -------- Total liabilities and stockholders' equity $278,909 $254,132 ======== ======== (a) The Consolidated Balance Sheet as of December 31, 2002 has been derived from the Company's audited Consolidated Balance Sheet included in the Company's Annual Report on Form 10-K for the year ended December 31, 2002. DURATEK, INC. AND SUBSIDARIES Consolidated Statements of Operations (Unaudited) (in thousands, except for per share amounts) Three Months Six Months Ended Ended ----------------- ------------------ June 29, June 30, June 29, June 30, 2003 2002 2003 2002 -------- -------- -------- -------- Revenues $76,790 $72,100 $140,620 $141,524 Cost of revenues 57,535 56,427 108,096 112,667 -------- -------- -------- -------- Gross profit 19,255 15,673 32,524 28,857 Selling, general and administrative expenses 7,240 7,431 15,273 14,751 -------- -------- -------- -------- Income from operations 12,015 8,242 17,251 14,106 Interest expense, net (1,098) (1,439) (2,163) (3,106) Other income (expense) 66 201 (45) 201 -------- -------- -------- -------- Income before income taxes, proportionate share of income (loss) of joint ventures and cumulative effect of a change in accounting principle 10,983 7,004 15,043 11,201 Income taxes 4,393 2,836 6,017 4,536 -------- -------- -------- -------- Income before proportionate share of income (loss) of joint ventures and cumulative effect of a change in accounting principle 6,590 4,168 9,026 6,665 Proportionate share of income (loss) of joint ventures (7) (37) 149 (74) -------- -------- -------- -------- Net income before cumulative effect of a change in accounting principle 6,583 4,131 9,175 6,591 Cumulative effect of a change in accounting principle, net of tax - - (2,414) - -------- -------- -------- -------- Net income 6,583 4,131 6,761 6,591 Preferred stock dividends and charge for accretion (315) (315) (630) (649) -------- -------- -------- -------- Net income attributable to common stockholders $6,268 $3,816 $6,131 $5,942 ======== ======== ======== ======== Weighed average common stock outstanding: Basic 13,552 13,500 13,542 13,498 ======== ======== ======== ======== Diluted 19,375 19,013 19,322 19,096 ======== ======== ======== ======== Net income (loss) per share: Basic Before cumulative effect of a change in accounting principle $0.46 $0.28 $0.63 $0.44 Cumulative effect of a change in accounting principle - - (0.18) - -------- -------- -------- -------- $0.46 $0.28 $0.45 $0.44 ======== ======== ======== ======== Diluted Before cumulative effect of a change in accounting principle $0.34 $0.22 $0.47 $0.35 Cumulative effect of a change in accounting principle - - (0.12) - -------- -------- -------- -------- $0.34 $0.22 $0.35 $0.35 ======== ======== ======== ======== DURATEK, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (Unaudited) (in thousands of dollars) Six months ended --------------------- June 29, June 30, 2003 2002 -------- -------- Net income $6,761 $6,591 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 6,097 5,887 Cumulative effect of a change in accounting principle 2,414 -- Stock compensation expense 159 159 Proportionate share of (income) loss of joint ventures, net of distributions (88) 74 Changes in operating assets and liabilities: Accounts receivable, net (5,224) (7,213) Costs and estimated earnings in excess of billings on uncompleted contracts (4,061) (1,530) Prepaid expenses and other current assets 2,592 535 Accounts payable, and accrued expenses and other current liabilities 12,173 7,402 Unearned revenues 1,887 4,778 Waste processing and disposal liabilities (413) 55 Facility and equipment decontamination and decommissioning liabilities 407 722 Retainage (2,812) (1,404) Other 153 402 -------- -------- Net cash provided by operating activities 20,045 16,458 -------- -------- Cash flow from investing activities: Additions to property, plant and equipment (2,491) (1,165) Other (179) (55) -------- -------- Net cash used in investing activities (2,670) (1,220) -------- -------- Cash flow from financing activities: Proceeds from short-term borrowings -- 4,048 Net repayment of borrowings under revolving credit facility -- (12,500) Repayments of long-term debt (2,600) (5,451) Repayments of capital lease obligations (217) (190) Preferred stock dividends paid (315) -- Deferred financing costs (413) (1,098) Proceeds from issuance of common stock 132 -- -------- -------- Net cash used in financing activities (3,413) (15,191) -------- -------- Net increase in cash 13,962 47 Cash, beginning of period 2,323 441 -------- -------- Cash, end of period $16,285 $488 ======== ======== CONTACT: Duratek, Inc., Columbia Diane R. Brown Robert F. Shawver 410-312-5100 www.duratekinc.com -----END PRIVACY-ENHANCED MESSAGE-----