EX-99.1 2 a04-13864_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

November 17, 2004

 

Tetra Tech Reports Fourth Quarter and Fiscal Year 2004 Results

 

 

Pasadena, California. Tetra Tech, Inc. (NASDAQ: TTEK) today announced results for the fourth quarter and fiscal year ended October 3, 2004.  Revenue for the fourth quarter was $392.1 million, up 15.4% over revenue of $340.0 million for the same quarter last year.  Revenue, net of subcontractor costs, for the quarter was $261.8 million, increasing 2.6% from $255.1 million for the same quarter last year.  Loss from operations for the fourth quarter was $15.9 million, or 154.5% less than income of $29.1 million for the same period last year.  Net loss for the fourth quarter was $11.7 million, or 174.4% less than net income of $15.7 million for the same period last year.  Diluted loss per share was 21 cents compared to diluted earnings per share of 28 cents for the same period last year, a 175% decrease.

 

Li-San Hwang, Tetra Tech’s CEO, said, “This was a difficult year for Tetra Tech.  Looking back on our many years of prosperity, we did not act quickly enough this year to manage downturns in the civil infrastructure and communications markets.  As a result, we strengthened our management team this quarter, and have already taken the actions in those markets that should lead toward a stronger fiscal 2005.  The resource management and new systems support & security businesses, which together make up 70% of revenue, performed well and we believe that strength will continue.”

 

Revenue for fiscal 2004 was $1.436 billion, up 26.9% from $1.132 billion for fiscal 2003.  Revenue, net of subcontractor costs, for fiscal 2004 was $1.010 billion, an increase of 17.3% over $860.8 million for fiscal 2003.  Income from operations for fiscal 2004 was $49.4 million, or 46.9% less than the $93.2 million for fiscal 2003.  Income before the cumulative effect of accounting change was $23.3 million, down 53.5% from $50.1 million for the same period last year.  Net income for fiscal 2004 was $23.3 million, compared to a net loss of $64.6 million in fiscal 2003, as a result of the cumulative effect of accounting change of $114.7 million that is further described below.  Diluted earnings per share before the cumulative effect of accounting change for fiscal 2004 were 41 cents, a decrease of 54.4% compared to the 90 cents last year.

 

Cumulative Effect of Accounting Change

On September 30, 2002, Tetra Tech adopted Financial Accounting Standards Board Statement No. 142, Goodwill and Other Intangible Assets (“SFAS No. 142”).  As a result of performing the required steps of SFAS No. 142, Tetra Tech wrote off 100% of the goodwill related to the communications segment during the second quarter of fiscal 2003.  This write-off is presented as a cumulative effect of accounting change after income from operations.

 

 



 

In thousands, except EPS

 

 

Fourth Quarter Ended

 

Fiscal Year Ended

 

 

 

Oct. 3, 2004

 

Sept. 28, 2003

 

Oct. 3, 2004

 

Sept. 28, 2003

 

Revenue

 

$

392,149

 

$

339,950

 

$

1,436,173

 

$

1,132,050

 

Revenue, Net of Subcontractor Costs

 

261,835

 

255,128

 

1,009,532

 

860,772

 

Income/(Loss) from Operations

 

(15,896

)

29,141

 

49,449

 

93,152

 

Income/(Loss) Before Cumulative Effect of Accounting Change

 

(11,702

)

15,734

 

23,300

 

50,109

 

Net Income/(Loss)

 

$

(11,702

)

$

15,734

 

$

23,300

 

$

(64,560

)

EPS Before Cumulative Effect of Accounting Change:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.21

)

$

0.29

 

$

0.42

 

$

0.91

 

Diluted

 

$

(0.21

)

$

0.28

 

$

0.41

 

$

0.90

 

Basic Shares Outstanding

 

56,382

 

55,149

 

55,969

 

54,776

 

Diluted Shares Outstanding

 

56,382

 

56,616

 

57,288

 

55,782

 

 

Business Outlook

The following statements are based on current expectations.  These statements are forward-looking and the actual results could differ materially.  These statements do not include the potential impact of corporate transactions that may be completed after the date of this release.  The Business Outlook section should be read in conjunction with the information on forward-looking statements at the end of this release.

 

Tetra Tech expects diluted earnings per share for the first quarter of fiscal 2005 to be approximately 13 cents to 15 cents.  Revenue, net of subcontractor costs, for the first quarter is expected to range from approximately $230 million to $240 million.  For the fiscal year, Tetra Tech expects diluted earnings per share to range from approximately $0.76 to $0.83, and revenue, net of subcontractor costs, to range from approximately $1.0 billion to $1.1 billion.

 

Legal Proceedings

On December 2, 2002, a jury in Washington County Court in Bartlesville, Oklahoma handed down a verdict for $4.1 million and unquantified legal fees against the Company in a contract dispute with Horsehead Industries, Inc., doing business as Zinc Corporation of America (ZCA).  Previously, on April 25, 2002, the Court dismissed with prejudice the Company’s claims relating to an approximately $2.9 million receivable.  On February 24, 2004, the Court ordered the Company to pay ZCA approximately $2.6 million in attorneys’ and consultants’

 

2



 

fees and expenses, together with post-judgment interest.  To date, the Company has recorded a $4.1 million reserve related to these matters.  The Company has posted bonds and filed an appeal with respect to the verdict and the associated award for fees and expenses, and is also pursuing other legal alternatives related to the case.

 

In a separate matter, the Company had a net receivable of $1.0 million from a Washington based company as of September 30, 2002, relating to a design and construction contract.  A dispute arose during fiscal 2002.  Although the Company is continuing its attempts to recover amounts directly from the contractor and third parties, it is unclear whether these efforts will be successful.

 

The Company is presently evaluating whether any accounting adjustments are required in prior years as a result of the accounting for these transactions.  Based on the facts currently available, the Company believes that the resolution of these matters will not impact fiscal 2004 operating results.

 

Webcast

Investors will have the opportunity to access a live audio-visual webcast and supplemental financial information concerning the fourth quarter results through a link posted on the Company’s web site at www.tetratech.com on November 18, 2004 at 8:00 a.m. (PST).

 

 

About Tetra Tech (www.tetratech.com)

Tetra Tech is a leading provider of consulting, engineering and technical services.  With over 8,000 associates located in the United States and internationally, the Company supports commercial and government clients in the areas of resource management, infrastructure and communications.  Tetra Tech’s services include research and development, applied science and technology, engineering design, construction management, and operations and maintenance.

CONTACT: Li-San Hwang, CEO or Mike Bieber, Investor Relations (626) 351-4664

This news release contains forward-looking statements that are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements include information concerning future events and the future financial performance of Tetra Tech that involve risks and uncertainties.  Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results.  Readers are urged to read the documents filed by Tetra Tech with the SEC, specifically the most recent reports on Form 10-K, 10-Q and 8-K, each as it may be amended from time to time, which identify risk factors that could cause actual results to differ materially from the forward-looking statements.  Among the important factors or risks that could cause actual results or events to differ materially from those in the forward-looking statements in this release are: fluctuations in quarterly operating results; acquisition strategy risks; management of growth strategy; volatility of common stock value; concentration of revenues from government agencies and funding disruptions by these agencies; the impact of downturns in the financial markets and reductions in government budgets; credit risks associated with commercial clients; failure to properly manage projects; violations of government contractor regulations; competitive bidding for government contracts; the affect of a negative government audit; the inability to accurately estimate contract risks,

 

3



 

revenue and costs; backlog cancellation or adjustment; client base consolidation; failure of partners to perform on joint projects; inability to find qualified subcontracts; loss of key personnel or the inability to attract and retain qualified personnel; changes in existing laws, regulations or programs; competition; risks of professional and other liabilities; adverse resolution of litigation; conflict of interest issues; adverse resolution of an IRS examination; changes in financial accounting standards; expenses associated with corporate governance; implementation of the ERP system; disruption of operations due to computer viruses or terrorism; and foreign currency fluctuations.  Any projections in this release are based on limited information currently available to Tetra Tech, which is subject to change.  Although any such projections and the factors influencing them will likely change, Tetra Tech will not necessarily update the information, since Tetra Tech will only provide guidance at certain points during the year.  Readers should not place undue reliance on forward-looking statements since such information speaks only as of the date of this release.

 

 

 

4



 

TETRA TECH, INC.

Consolidated Balance Sheets

(in thousands, except par value)

 

 

 

October 3,
2004

 

September 28,
2003 *

 

ASSETS

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

48,032

 

$

33,164

 

Accounts receivable - net

 

196,247

 

167,717

 

Unbilled receivables - net

 

171,867

 

164,818

 

Contract retentions

 

6,516

 

4,286

 

Prepaid expenses and other current assets

 

27,728

 

26,037

 

Income tax receivable

 

6,148

 

 

Total current assets

 

456,538

 

396,022

 

 

 

 

 

 

 

PROPERTY AND EQUIPMENT:

 

 

 

 

 

Equipment, furniture and fixtures

 

87,159

 

84,133

 

Leasehold improvements

 

9,694

 

10,123

 

Total

 

96,853

 

94,256

 

Accumulated depreciation and amortization

 

(55,572

)

(53,469

)

PROPERTY AND EQUIPMENT - NET

 

41,281

 

40,787

 

 

 

 

 

 

 

LONG-TERM INCOME TAX RECEIVABLE

 

33,800

 

33,800

 

 

 

 

 

 

 

GOODWILL

 

254,553

 

210,792

 

 

 

 

 

 

 

INTANGIBLE AND OTHER ASSETS - NET

 

26,206

 

25,054

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

812,378

 

$

706,455

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Accounts payable

 

$

111,038

 

$

93,265

 

Accrued compensation

 

55,493

 

46,743

 

Billings in excess of costs on uncompleted contracts

 

28,941

 

16,307

 

Other current liabilities

 

46,304

 

26,562

 

Income tax payable

 

 

12,975

 

Deferred income taxes

 

7,003

 

22,447

 

Current portion of long-term obligations

 

58,736

 

11,597

 

Total current liabilities

 

307,515

 

229,896

 

 

 

 

 

 

 

DEFERRED INCOME TAXES

 

11,027

 

6,545

 

 

 

 

 

 

 

LONG-TERM OBLIGATIONS

 

92,432

 

107,463

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

Preferred stock - authorized, 2,000 shares of $0.01 par value; no shares issued and outstanding at October 3, 2004 and September 28, 2003

 

 

 

Exchangeable stock of a subsidiary

 

13,228

 

13,239

 

Common stock - authorized, 85,000 shares of $0.01 par value; issued and outstanding 56,305 and 54,090 shares at October 3, 2004 and September 28, 2003, respectively

 

563

 

541

 

Additional paid-in capital

 

231,688

 

216,908

 

Accumulated other comprehensive loss

 

375

 

(387

)

Retained earnings

 

155,550

 

132,250

 

TOTAL STOCKHOLDERS’ EQUITY

 

401,404

 

362,551

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

812,378

 

$

706,455

 

 


*  Certain balance sheet line items for fiscal 2003 relating to income tax have been reclassified to conform to the current year presentation.

 

5



 

TETRA TECH, INC.

Consolidated Statements of Operations

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

October 3,
2004

 

September 28,
2003

 

%
CHANGE

 

October 3,
2004

 

September 28,
2003

 

%
CHANGE

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Revenue

 

$

392,149

 

$

339,950

 

15.4

 

$

1,436,173

 

$

1,132,050

 

26.9

 

Subcontractor costs

 

130,314

 

84,822

 

53.6

 

426,641

 

271,278

 

57.3

 

Revenue, net of subcontractor costs

 

261,835

 

255,128

 

2.6

 

1,009,532

 

860,772

 

17.3

 

Other contract costs

 

247,026

 

203,788

 

21.2

 

855,324

 

680,158

 

25.8

 

Gross profit

 

14,809

 

51,340

 

-71.2

 

154,208

 

180,614

 

-14.6

 

Selling, general and administrative expenses

 

30,705

 

22,199

 

38.3

 

104,759

 

87,462

 

19.8

 

Income (loss) from operations

 

(15,896

)

29,141

 

-154.5

 

49,449

 

93,152

 

-46.9

 

Interest expense

 

2,823

 

3,139

 

-10.1

 

10,062

 

10,163

 

-1.0

 

Interest income

 

113

 

584

 

-80.7

 

344

 

889

 

-61.3

 

Interest expense - net

 

2,710

 

2,555

 

6.1

 

9,718

 

9,274

 

4.8

 

Income (loss) before income tax expense

 

(18,606

)

26,586

 

-170.0

 

39,731

 

83,878

 

-52.6

 

Income tax expense (credit)

 

(6,904

)

10,852

 

-163.6

 

16,431

 

33,769

 

-51.3

 

Income (loss) before cumulative effect of accounting change

 

(11,702

)

15,734

 

-174.4

 

23,300

 

50,109

 

-53.5

 

Cumulative effect of accounting change

 

 

 

0.0

 

-

 

(114,669

)

100.0

 

Net income (loss)

 

$

(11,702

)

$

15,734

 

-174.4

 

$

23,300

 

$

(64,560

)

136.1

 

Earnings (loss) per share before cumulative effect of accounting change - diluted

 

$

(0.21

)

$

0.28

 

-175.0

 

$

0.41

 

$

0.90

 

-54.4

 

Weighted average shares outstanding - basic

 

56,382

 

55,149

 

2.2

 

55,969

 

54,766

 

2.2

 

Weighted average shares outstanding - diluted

 

56,382

 

56,616

 

-0.4

 

57,288

 

55,782

 

2.7

 

Percentage of revenue, net of subcontractor costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue, net of subcontractor costs

 

100.0

%

100.0

%

 

 

100.0

%

100.0

%

 

 

Other contract costs

 

94.3

%

79.9

%

 

 

84.7

%

79.0

%

 

 

Gross profit

 

5.7

%

20.1

%

 

 

15.3

%

21.0

%

 

 

Selling, general and administrative expenses

 

11.7

%

8.7

%

 

 

10.4

%

10.2

%

 

 

Income (loss) from operations

 

-6.0

%

11.4

%

 

 

4.9

%

10.8

%

 

 

Interest expense - net

 

1.0

%

1.0

%

 

 

1.0

%

1.1

%

 

 

Income (loss) before income tax expense

 

-7.0

%

10.4

%

 

 

3.9

%

9.7

%

 

 

Income tax expense (credit)

 

-2.6

%

4.3

%

 

 

1.6

%

3.9

%

 

 

Income (loss) before cumulative effect of accounting change

 

-4.4

%

6.1

%

 

 

2.3

%

5.8

%

 

 

Cumulative effect of accounting change

 

0.0

%

0.0

%

 

 

0.0

%

-13.3

%

 

 

Net income (loss)

 

-4.4

%

6.1

%

 

 

2.3

%

-7.5

%

 

 

 

6



 

TETRA TECH, INC.

Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

 

October 3,
2004

 

September 28,
2003

 

October 3,
2004

 

September 28,
2003

 

 

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 Net income (loss)

 

$

(11,702

)

$

15,734

 

$

23,300

 

$

(64,560

)

 

 

 

 

 

 

 

 

 

 

 Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

Cumulative effect of accounting change

 

 

 

 

114,669

 

Depreciation and amortization

 

4,969

 

5,298

 

18,500

 

16,727

 

Deferred income taxes

 

(10,641

)

9,435

 

(10,905

)

9,435

 

Provision for losses on receivables

 

11,542

 

4,840

 

18,382

 

8,061

 

Loss on disposal of property and equipment

 

897

 

(72

)

1,626

 

98

 

 

 

 

 

 

 

 

 

 

 

 Changes in operating assets and liabilities, net of effects of acquisitions:

 

 

 

 

 

 

 

 

 

Accounts receivable

 

2,182

 

6,513

 

(42,316

)

3,285

 

Unbilled receivables

 

20,436

 

(24,708

)

(8,946

)

(30,710

)

Contract retentions

 

(1,053

)

1,385

 

(2,230

)

2,827

 

Prepaid expenses and other assets

 

(1,035

)

(1,162

)

(7,201

)

(5,385

)

Accounts payable

 

6,036

 

18,769

 

8,247

 

1,892

 

Accrued compensation

 

1,396

 

980

 

7,480

 

6,438

 

Billings in excess of costs on uncompleted contracts

 

8,653

 

1,136

 

12,634

 

(472

)

Other current liabilities

 

13,094

 

3,820

 

15,521

 

4,142

 

Income tax receivable/payable

 

(4,806

)

614

 

(16,437

)

319

 

Net cash provided by operating activities

 

39,968

 

42,582

 

17,655

 

66,766

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 Capital expenditures

 

(6,807

)

(1,762

)

(17,892

)

(8,419

)

 Payments for business acquisitions, net of cash acquired

 

3,078

 

(15,161

)

(28,293

)

(87,233

)

 Proceeds on sale of property and equipment

 

544

 

370

 

1,526

 

1,456

 

Net cash used in investing activities

 

(3,185

)

(16,553

)

(44,659

)

(94,196

)

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 Payments on long-term obligations

 

(41,622

)

(52,747

)

(106,696

)

(90,935

)

 Proceeds from borrowings under long-term obligations

 

12,432

 

27,500

 

137,756

 

97,000

 

 Net proceeds from issuance of common stock

 

1,143

 

2,837

 

10,611

 

7,892

 

Net cash (used in) provided by financing activities

 

(28,047

)

(22,410

)

41,671

 

13,957

 

 

 

 

 

 

 

 

 

 

 

EFFECT OF EXCHANGE RATE CHANGES ON CASH

 

396

 

(44

)

201

 

292

 

 

 

 

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

 

9,132

 

3,575

 

14,868

 

(13,181

)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

 

38,900

 

29,589

 

33,164

 

46,345

 

 

 

 

 

 

 

 

 

 

 

CASH AND CASH EQUIVALENTS AT END OF PERIOD

 

$

48,032

 

$

33,164

 

$

48,032

 

$

33,164

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

 

 

 

 

 

 

 

 

Cash paid during the period for:

 

 

 

 

 

 

 

 

 

Interest

 

$

569

 

$

501

 

$

9,813

 

$

10,009

 

Income taxes, net of refunds received

 

$

8,272

 

$

347

 

$

43,138

 

$

23,165

 

 

7