-----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, C9WxSOrq2A+uubVb+lld/wKj8o9Q/2fob8clClTzSqJ8UZHkV1nVNDzex08GsKvm mZQ+wO2srmVt0ISaOrYBwA== 0001157523-05-006675.txt : 20050728 0001157523-05-006675.hdr.sgml : 20050728 20050728075552 ACCESSION NUMBER: 0001157523-05-006675 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050728 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050728 DATE AS OF CHANGE: 20050728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DURATEK INC CENTRAL INDEX KEY: 0000785186 STANDARD INDUSTRIAL CLASSIFICATION: HAZARDOUS WASTE MANAGEMENT [4955] IRS NUMBER: 222427618 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: 05979021 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 a4940392.txt DURATEK, INC. 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT 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 28, 2005 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 or organization) Number) Identification No.) 10100 Old Columbia Road, Columbia, Maryland 21046 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (410) 312-5100 - -------------------------------------------------------------------------------- (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: |_| 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)) INFORMATION TO BE INCLUDED IN THE REPORT Item 2.02. Results of Operations and Financial Condition. On July 28, 2005, Duratek, Inc. ("Duratek") issued a press release announcing its financial results for the second quarter 2005. A copy of Duratek's press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (c) Exhibits Exhibit No. Description - ----------- ---------------------------------------------------------------- 99.1 Duratek, Inc. press release announcing its financial results for the second quarter 2005. 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 28, 2005 By: /s/ Robert F. Shawver ---------------------------- Robert F. Shawver, Executive Vice President and Chief Financial Officer Exhibit Index ------------- Exhibit No. Description - ----------- ---------------------------------------------------------------- 99.1 Duratek, Inc. press release announcing its financial results for the second quarter 2005. EX-99.1 2 a4940392ex991.txt DURATEK, INC. EXHIBIT 99.1 Exhibit 99.1 Duratek Reports Second Quarter 2005 Results COLUMBIA, Md.--(BUSINESS WIRE)--July 28, 2005--Duratek, Inc. (NASDAQ:DRTK) today announced net income of $5.3 million, or $0.35 per diluted share, for the second quarter ended July 1, 2005, as compared to net income of $5.6 million, or $0.38 per diluted share, for the comparable quarter in 2004. Revenues were $75.0 million for the second quarter ended July 1, 2005 as compared to $73.6 million for the comparable quarter in 2004. The increase in revenues of $1.4 million in the second quarter was primarily due to an increase of $3.3 million in incentive fees recognized on the Federal Services Fernald closure contract, partially offset by a decrease in Commercial Services revenues. The increase in revenues on the Fernald Project resulted from higher incentive fees recognized due to an acceleration of the estimated completion date. The decrease in Commercial Services revenues reflects a major fuel pool cleanup project finished in 2004 and the completion in 2004 of a rapid response-decommissioning project at a steel mill without incremental revenues from new projects in the second quarter of 2005 to replace these revenues. This decrease was partially offset by an increase in revenues for transporting commercial low-level radioactive waste. Net income for the second quarter decreased $0.3 million, or 6% from the same period in 2004 due primarily to higher professional fees and an increase in interest related costs due to rising interest rates. For the six month period ended July 1, 2005, net income increased 16% to $10.2 million, or $0.67 per diluted share, as compared to net income of $8.7 million, or $0.60 per diluted share, for the comparable period in 2004. Revenues were $145.6 million for the six months ended July 1, 2005 as compared to $137.7 million during the comparable period in 2004. The increase in revenues of $7.9 million, or 6%, for the first six months of the year was primarily due to an increase in Federal Services revenues due to higher incentive fees recognized on the Fernald project, as well as higher revenues achieved during the first quarter attributable to increases in work scope on existing Federal and Commercial Services contracts. Robert E. Prince, President and CEO said, "We are pleased that our skills in handling our customers' difficult radioactive materials clean-up and disposition challenges have enabled us to continue to improve our performance on the Fernald closure project. We are confident that by continuing to execute on our existing work we will stay well positioned for the many new opportunities we seek in our federal, commercial, and international markets." Robert F. Shawver, Executive Vice President and CFO added, "Driven off a strong first quarter, the first half revenues are up over last year by 6% and earnings are ahead by 16%. Even though delays in winning and commencing new work in our Commercial Services business during the quarter slowed progress somewhat, we remain very focused on the opportunities to grow in this part of our business." A conference call will be held today at 10:00 a.m. Eastern Time. Investors can listen to the conference call by logging into www.duratekinc.com or by calling 1-800-857-1778, pass code Duratek. In addition to the web cast 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 18, 2005 by dialing 1-866-501-2959. The web cast will be archived on the Duratek website for at least 30 days. Duratek provides safe, secure radioactive materials disposition and nuclear facility operations for commercial and government customers. 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, the timing and award of contracts by the U.S. Department of Energy for the cleanup of waste sites administered by it; the acceptance and implementation of the Company's waste treatment technologies in the government and commercial sectors; and other large technical support services projects; the Company's ability to successfully add revenues from new contracts; and the timing of completing existing contracts. 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 (in thousands of dollars, except per share amounts) July 1, December 31, 2005 2004 ------------ ------------ Assets (unaudited) (1) Current assets: Cash and cash equivalents $ 4,376 $ 23,296 Accounts receivable, net of allowance for doubtful accounts of $45 in 2005 and $158 in 2004 42,410 30,997 Cost and estimated earnings in excess of billings on uncompleted contracts 24,101 16,715 Prepaid expenses and other current assets 11,334 13,708 ------------ ------------ Total current assets 82,221 84,716 Retainage 564 1,257 Property, plant and equipment, net 64,686 66,151 Goodwill 72,129 72,129 Other intangible assets 3,198 3,747 Decontamination and decommissioning trust fund 19,311 19,050 Other assets 28,443 21,487 ------------ ------------ Total assets $ 270,552 $ 268,537 ============ ============ Liabilities and Stockholders' Equity Current liabilities: Current portion of long-term debt $ 859 $ 858 Accounts payable 7,078 15,643 Due to State of South Carolina 15,147 6,073 Accrued expenses and other current liabilities 20,244 24,646 Unearned revenues 10,150 14,694 Waste processing and disposal liabilities 4,908 6,980 ------------ ------------ Total current liabilities 58,386 68,894 Long-term debt, less current portion 83,712 84,142 Facility and equipment decontamination and decommissioning liabilities 41,179 40,419 Other noncurrent liabilities 7,415 6,756 ------------ ------------ Total liabilities 190,692 200,211 ------------ ------------ Stockholders' equity: Preferred stock - $0.01 par value; authorized 4,740,000 shares; none issued - - Series B junior participating preferred stock, $0.01 par value; 100,000 shares authorized; none issued - - Common stock - $0.01 par value; authorized 35,000,000 shares; issued 16,429,323 shares at July 1, 2005 and 16,236,781 shares at December 31, 2004 164 162 Capital in excess of par value 88,162 86,784 Deferred compensation employee stock trust 1,323 1,323 Retained earning (accumulated deficit) 1,111 (9,043) Treasury stock at cost, 1,770,306 shares at July 1, 2005 and December 31, 2004 (10,900) (10,900) ------------ ------------ Total stockholders' equity 79,860 68,326 ------------ ------------ Total liabilities and stockholders' equity $ 270,552 $ 268,537 ============ ============ (1) The Consolidated Balance Sheet as of December 31, 2004 has been derived from our audited Consolidated Balance Sheet included in our Annual Report on Form 10-K for the year ended December 31, 2004. DURATEK, INC. AND SUBSIDIARIES Consolidated Statements of Operations (in thousands, except per share amounts) Three months ended Six months ended --------------------- --------------------- July 1, June 27, July 1, June 27, 2005 2004 2005 2004 ---------- ---------- ---------- ---------- (unaudited) (unaudited) Revenues $ 74,958 $ 73,555 $ 145,570 $ 137,737 Cost of revenues 56,856 55,848 109,736 104,098 ---------- ---------- ---------- ---------- Gross profit 18,102 17,707 35,834 33,639 Selling, general and administrative expenses 7,884 7,392 16,297 16,039 ---------- ---------- ---------- ---------- Income from operations 10,218 10,315 19,537 17,600 Interest expense (1,655) (1,514) (3,144) (3,562) Other income (expense), net (32) 368 41 132 ---------- ---------- ---------- ---------- Income before income taxes and equity in income (loss) of joint ventures 8,531 9,169 16,434 14,170 Income taxes 3,294 3,526 6,340 5,526 ---------- ---------- ---------- ---------- Income before equity in income (loss) of joint ventures 5,237 5,643 10,094 8,644 Equity in income (loss) of joint ventures 57 (5) 60 79 ---------- ---------- ---------- ---------- Net income 5,294 5,638 10,154 8,723 Preferred stock dividends - (40) - (52) ---------- ---------- ---------- ---------- Net income attributable to common stockholders $ 5,294 $ 5,598 $ 10,154 $ 8,671 ========== ========== ========== ========== Weighted average common stock outstanding: Basic 14,746 14,119 14,705 13,999 ========== ========== ========== ========== Diluted 15,270 14,660 15,269 14,566 ========== ========== ========== ========== Income per share: Basic $ 0.36 $ 0.40 $ 0.69 $ 0.62 ========== ========== ========== ========== Diluted $ 0.35 $ 0.38 $ 0.67 $ 0.60 ========== ========== ========== ========== DURATEK, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (in thousands of dollars) Six months ended ------------------------- July 1, June 27, 2005 2004 ------------ ------------ (Unaudited) Cash flows from operating activities: Net income $ 10,154 $ 8,723 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 5,268 5,315 Stock compensation expense 48 39 Equity in income of joint ventures, net of distributions (133) 12 Changes in operating assets and liabilities: Accounts receivable (11,418) (10,782) Costs and estimated earnings in excess of billings on uncompleted contracts (14,453) (6,231) Prepaid expenses and other current assets 1,615 561 Accounts payable and accrued expenses and other current liabilities (4,093) 3,813 Unearned revenues (4,544) 4,867 Waste processing and disposal liabilities (2,073) 304 Facility and equipment decontamination and decommissioning liabilities 499 430 Retainage 1,532 907 Other 586 498 ------------ ------------ Net cash provided by (used in) operating activities (17,012) 8,456 ------------ ------------ Cash flows from investing activities: Additions to property, plant and equipment (2,351) (3,056) Other (80) (140) ------------ ------------ Net cash used in investing activities (2,431) (3,196) ------------ ------------ Cash flows from financing activities: Proceeds from issuance of common stock 1,333 2,598 Repayments of long-term debt (429) (15,000) Deferred financing costs paid (127) (11) Repayments of capital lease obligations (254) (150) Preferred stock dividends paid - (106) ------------ ------------ Net cash provided by (used in) financing activities 523 (12,669) ------------ ------------ Net decrease in cash (18,920) (7,409) Cash, beginning of period 23,296 35,174 ------------ ------------ Cash, end of period $ 4,376 $ 27,765 ============ ============ Supplemental disclosure of non-cash financing activities: During the six months ended July 1, 2005, we entered into $802 in capital lease agreements to finance the purchase of machinery and computer equipment. During the six months ended June 27, 2004, we entered into $174 in capital lease agreements to finance the purchase of machinery and equipment. During the six months ended June 27, 2004, we converted 2,844 shares of the Cumulative Convertible Redeemable Preferred Stock into 94,800 shares of common stock valued at $284. During the six months ended June 27, 2004, we contributed restricted stock units, representing the outstanding units that vested in 2004, to the Duratek, Inc. Deferred Compensation Plan. All restricted stock units were exchanged for our common stock, and increased treasury stock by $265. CONTACT: Duratek, Inc. Diane R. Brown or Robert F. Shawver 410-312-5100 www.duratekinc.com -----END PRIVACY-ENHANCED MESSAGE-----