-----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, VJVZc1xJ5oOId8UXC+1m8j8vU8K+Z3+srhbu7et2W9ASJS1hXh5GKe7+fw15f3Yt iSt8Ogr6iaiMdAS55a/uVA== 0001275287-05-002943.txt : 20050802 0001275287-05-002943.hdr.sgml : 20050802 20050802085557 ACCESSION NUMBER: 0001275287-05-002943 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050802 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050802 DATE AS OF CHANGE: 20050802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERMA FIX ENVIRONMENTAL SERVICES INC CENTRAL INDEX KEY: 0000891532 STANDARD INDUSTRIAL CLASSIFICATION: HAZARDOUS WASTE MANAGEMENT [4955] IRS NUMBER: 581954497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11596 FILM NUMBER: 05990075 BUSINESS ADDRESS: STREET 1: 1940 NORTHWEST 67TH PLACE STREET 2: SUITE A CITY: GAINESVILLE STATE: FL ZIP: 32653 BUSINESS PHONE: 3523734200 MAIL ADDRESS: STREET 1: 1940 NW 67TH PL STREET 2: SUITE A CITY: GAINESVILLE STATE: FL ZIP: 32653 8-K 1 pf3265.txt ================================================================================ 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) August 2, 2005 PERMA-FIX ENVIRONMENTAL SERVICES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-11596 58-1954497 ---------------------------- ---------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1940 N.W. 67th Place, Suite A, Gainesville, Florida 32653 - --------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (352) 373-4200 Not applicable ------------------------------------------------------------- (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 (see General Instruction A.2. below): [ ] 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)) ================================================================================ Section 2 - Financial Information Item 2.02 - Results of Operations and Financial Condition On August 2, 2005, at 11:00 a.m. EST, Perma-Fix Environmental Services, Inc. (the "Company") will hold a conference call broadcast live over the Internet. A press release dated July 27, 2005, announcing the conference call, is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A transcript of the conference call will also be available on the Company's web page at www.perma-fix.com. On August 2, 2005, the Company issued a press release to report its financial results for the three and six months ended June 30, 2005. The press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The information combined in this Item 2.02 of this Form 8-K and the Exhibits attached hereto are being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934 (as amended), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (as amended), except as shall be expressly set forth by specific reference in such filing. Section 9 - Financial Statements and Exhibits Item 9.01 - Financial Statements and Exhibits (c) Exhibits Exhibit Number Description -------------- --------------------------------- 99.1 Press release dated July 27, 2005 99.2 Press release dated August 2, 2005 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PERMA-FIX ENVIRONMENTAL SERVICES, INC. By: /s/ Richard T. Kelecy ---------------------------------- Richard T. Kelecy Dated: August 2, 2005 Chief Financial Officer EX-99.1 2 pf3265ex991.txt Exhibit 99.1 PERMA-FIX ENVIRONMENTAL SERVICES, INC. ANNOUNCES RELEASE OF SECOND QUARTER EARNINGS AND INVITES YOU TO JOIN ITS CONFERENCE CALL ATLANTA, July 27 /PRNewswire-FirstCall/ -- Perma-Fix Environmental Services, Inc. (Nasdaq: PESI; Boston: PES) (Germany: PES.BE) today announced that it will release second quarter earnings the morning of Tuesday, August 2, 2005. In conjunction with the Company's second quarter earnings release, there will be a conference call held at 11:00 a.m. EDT on Tuesday, August 2nd. The call is available on the Company's web site at www.perma-fix.com or by calling 1-866-297-0887 for U.S. Callers or 1-706-645-9715 for international callers. The conference call will be lead by Dr. Louis F. Centofanti, Chairman and CEO, and Richard T. Kelecy, Vice President and CFO, of Perma-Fix Environmental Services, Inc. What: Perma-Fix Environmental Second Quarter 2005 Operating Results Conference Call When: Tuesday, August 2, 2005, at 11:00 a.m. EDT Where: http://www.perma-fix.com or 866-297-0887 or 706-645-9715 Contact: Richard T. Kelecy 352-395-1351 The call will be available for replay at 1:00 p.m. EDT, August 2, 2005, through 1:00 p.m., August 7, 2005. To access the audio/conference call replay, dial 1-800-633-8284 (International 1-402-977-9140) and enter reservation #21254090. Perma-Fix Environmental Services, Inc. is a national environmental services company, providing unique mixed waste and industrial waste management services. The Nuclear Segment provides radioactive and mixed waste treatment services to hospitals, research laboratories and institutions, numerous federal agencies including the Departments of Energy and Defense and nuclear utilities. The Industrial Segment provides hazardous and non-hazardous waste treatment services for a diverse group of customers including Fortune 500 companies, numerous federal, state and local agencies and thousands of smaller clients. The company operates eleven major waste treatment facilities across the country. Please visit us on the World Wide Web at http://www.perma-fix.com. SOURCE Perma-Fix Environmental Services, Inc. -0- 07/27/2005 /CONTACT: Dr. Louis F. Centofanti, Chairman and CEO of Perma-Fix Environmental Services, Inc., +1-404-847-9990; or Investors, Valerie Kimball or J. Todd Atenhan of EPOCH Financial Group, Inc., +1-888-917-5109 or email vkimball@epochfinancial.com; or European investor relations, Herbert Strauss, +43-316-296-316 or email herbert@eu-ir.com, all for Perma-Fix Environmental Services, Inc./ /Web site: http://www.perma-fix.com/ EX-99.2 3 pf3265ex992.txt Exhibit 99.2 PERMA-FIX REPORTS RECORD REVENUES AND RECORD YTD PROFITABILITY * RECORD REVENUES FOR THE QUARTER AND YTD 2005 * NUCLEAR SEGMENT REVENUES INCREASE 62.3% ATLANTA, Aug. 2 /PRNewswire-FirstCall/ -- Perma-Fix Environmental Services, Inc. (Nasdaq: PESI) (BSE: PESI) (Germany: PES.BE) today announced that its revenue for the second quarter ended June 30, 2005, increased 32.6% to a record $25.4 million compared to $19.1 million for the second quarter of 2004. Revenue for the Nuclear Segment increased 62.3% to $13.8 million, primarily as a result of increased shipments within the mixed waste market, including new government and commercial contracts. Revenue for the Industrial Segment increased 10.8% to $10.9 million for the quarter. Income from continuing operations for the second quarter of 2005 was $1.4 million, compared to income from continuing operations of $589,000 in the second quarter of 2004. Net income applicable to common stock for the quarter was $1.2 million, or $0.03 per share, compared to net income applicable to common stock of $70,000, or $0.00 per share, for the same period in 2004. Net income for the second quarter of 2005 included $122,000 of expenses related to discontinued operations at the Detroit facility, which was closed in the third quarter of 2004. The table below presents certain financial information for the business segments, excluding allocation of corporate expenses.
Quarter Ended June 30, 2005 Quarter Ended June 30, 2004 (In thousands) Industrial Nuclear Engineering Industrial Nuclear Engineering - ------------------- ------------------------------------- ------------------------------------- Net revenues $ 10,853 13,807 $ 699 $ 9,791 $ 8,509 $ 828 Gross profit 959 6,242 142 2,274 3,160 269 Segment profit (loss) (1,003) 4,003 42 298 1,332 125
Revenue for the six months of 2005 increased 30.7% to a record $47.0 million compared to $35.9 million for the six months of 2004. Revenue for the Nuclear Segment increased 37.4% to $24.7 million, also a record for the Segment. Revenue for the Industrial Segment increased 26.8% to $20.8 million for the six months. Income from continuing operations for the six months reached a record $1.5 million, compared to a loss from continuing operations of $856,000 in 2004. Net income applicable to common stock for the six months was $1.1 million, or $0.03 per share, compared to net loss applicable to common stock of $2.0 million or $0.05 per share, for the same period in 2004. Net income for the 2005 period included $289,000 of expenses related to discontinued operations at the Detroit facility, which was closed in the third quarter of 2004. The table below presents certain financial information for the business segments, excluding allocation of corporate expenses.
Six Months Ended June 30, 2005 Six Months Ended June 30, 2004 (In thousands) Industrial Nuclear Engineering Industrial Nuclear Engineering - ------------------- ------------------------------------- -------------------------------------r Net revenues $ 20,802 $ 24,703 $ 1,462 $ 16,399 $ 17,984 $ 1,556 Gross profit 2,759 9,787 298 2,594 6,523 436 Segment profit (loss) (1,248) 5,650 73 (1,228) 2,599 193
Dr. Louis F. Centofanti, Chairman and Chief Executive Officer, commented, "Our record-setting results in the second quarter and first half are attributable to our Nuclear Segment. Within Nuclear, we saw increases in the shipments of mixed waste, a very favorable product mix, and the improvements in treatment processes and operational efficiencies. Overall, Nuclear has continued its steady growth with a great second quarter." Dr. Centofanti continued, "Performance in the Industrial Segment did not meet expectations. Despite encouraging and substantial increases in revenue, the Segment's gross profit and net income results were well below established goals. Efforts to evaluate and increase division performance are ongoing." Perma-Fix Environmental Services, Inc. is a national environmental services company, providing unique mixed waste and industrial waste management services. The Nuclear Segment provides radioactive and mixed waste treatment services to hospitals, research laboratories and institutions, numerous federal agencies including the Departments of Energy and Defense and nuclear utilities. The Industrial Segment provides hazardous and non-hazardous waste treatment services for a diverse group of customers including Fortune 500 companies, numerous federal, state and local agencies and thousands of smaller clients. The Company operates eleven major waste treatment facilities across the country. Please visit us on the World Wide Web at http://www.perma-fix.com . Contacts: Dr. Louis F. Centofanti Valerie Kimball or J. Todd Atenhan Chairman and CEO EPOCH Financial Group, Inc. Perma-Fix Environmental Services, Inc. vkimball@epochfinancial.com 404) 847-9990 888-917-5109 Herbert Strauss- European investor relations herbert@eu-ir.com +43 316 296 316 FINANCIAL TABLES FOLLOW PERMA-FIX ENVIRONMENTAL SERVICES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended (Amounts in Thousands, June 30, June 30, Except for Per ------------------------ ------------------------ Share Amounts) 2005 2004 2005 2004 - ------------------------ ---------- ---------- ---------- ---------- Net revenues $ 25,359 $ 19,128 $ 46,967 $ 35,939 Cost of goods sold 18,016 13,425 34,123 26,386 Gross profit 7,343 5,703 12,844 9,553 Selling, general and administrative expenses 5,741 4,320 10,660 8,658 Gain on disposal of fixed assets (337) (1) (337) (18) Income from operations 1,939 1,384 2,521 913 Other income (expense): Interest income 1 1 2 2 Interest expense (381) (575) (793) (1,240) Interest expense-financing fees (110) (257) (221) (513) Other (45) 36 (59) (18) Income (loss) from continuing operations 1,404 589 1,450 (856) Loss from discontinued operations (122) (472) (289) (1,025) Net income (loss) 1,282 117 1,161 (1,881) Preferred Stock dividends 47 47 94 94 Net income (loss) applicable to Common Stock $ 1,235 $ 70 $ 1,067 $ (1,975) Net income (loss) per common share - basic Continuing operations $ .03 $ .01 $ .03 $ (.02) Discontinued operations -- (.01) -- (.03) Net income (loss) per common share $ .03 $ -- $ .03 $ (.05) Net income (loss) per common share - diluted Continuing operations $ .03 $ .01 $ .03 $ (.02) Discontinued operations -- (.01) -- (.03) Net income (loss) per common share $ .03 $ -- .03 $ (.05) Number of shares and potential common shares used in net income (loss) per common share: Basic 41,805 41,448 41,792 39,244 Diluted 44,475 45,210 44,506 39,244
PERMA-FIX ENVIRONMENTAL SERVICES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Amounts in Thousands, June 30, December 31, Except for Share Amounts) 2005 2004 - ---------------------------------------- ------------ ------------ (Unaudited) ASSETS Current assets Cash $ 100 $ 215 Restricted cash 60 60 Accounts receivable, net of allowance for doubtful accounts of $517 and $570 26,678 27,192 Prepaid expenses and other 2,786 3,818 Current assets of discontinued operations, net of allowance for doubtful accounts of $93 and $125 194 1,609 Total current assets 29,818 32,894 Net property and equipment 46,063 47,261 Property and equipment of discontinued operations 603 600 Permits 13,045 12,895 Goodwill 1,330 1,330 Finite Risk Sinking Fund 3,216 2,225 Other assets 2,875 3,250 Total assets $ 96,950 $ 100,455 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 6,788 $ 6,529 Accrued expenses and other 15,692 17,936 Current liabilities of discontinued operations 2,235 2,550 Current portion of long-term debt 2,868 6,376 Total current liabilities 27,583 33,391 Other long-term liabilities 9,410 9,147 Long-term liabilities of discontinued operations 1,600 1,804 Long-term debt, less current portion 13,664 12,580 Total long-term liabilities 24,674 23,531 Total liabilities 52,257 56,922 Commitments and Contingencies -- -- Preferred Stock of subsidiary, $1.00 par value; 1,467,396 shares authorized, 1,284,730 shares issued and outstanding, liquidation value $1.00 per share 1,285 1,285 Stockholders' equity: Preferred Stock, $.001 par value; 2,000,000 shares authorized, 2,500 shares issued and outstanding -- -- Common Stock, $.001 par value; 75,000,000 shares authorized, 42,793,267 and 42,749,117 shares issued, including 988,000 shares held as treasury stock, respectively 43 43 Additional paid-in capital 80,968 80,902 Accumulated deficit (35,727) (36,794) Interest rate swap (14) (41) 45,270 44,110 Less: Common Stock in treasury at cost; 988,000 shares (1,862) (1,862) Total stockholders' equity 43,408 42,248 Total liabilities and stockholders' equity $ 96,950 $ 100,455 SOURCE Perma-Fix Environmental Services, Inc. -0- 08/02/2005 /CONTACT: Louis F. Centofanti, Chairman and CEO, Perma-Fix Environmental Services, Inc., +1-404-847-9990; or Valerie Kimball, vkimball@epochfinancial.com, or J. Todd Atenhan, both of EPOCH Financial Group, Inc., +1-888-917-5109; or Herbert Strauss-European investor relations, +011-43-316-296-316, or herbert@eu-ir.com/ /First Call Analyst: / /FCMN Contact: tkohl@perma-fix.com / /Web site: http://www.perma-fix.com / (PESI) -----END PRIVACY-ENHANCED MESSAGE-----