EX-99.1 2 a08-15154_1ex99d1.htm EX-99.1

 

Exhibit 99.1

 

Investor Contact:

Sharon Merrill Associates

(617) 542-5300

trr@investorrelations.com

 

 

Company Contact:

Carl Paschetag, CFO

(978) 970-5600

cpaschetag@trcsolutions.com

 

TRC ANNOUNCES THIRD-QUARTER FISCAL 2008 FINANCIAL RESULTS

 

Lowell, MA, May 22, 2008 - TRC (NYSE: TRR), a recognized leader in engineering, consulting and construction management, today announced financial results for the third quarter of fiscal 2008.

 

Third-Quarter Results

 

For the three months ended March 28, 2008, gross revenue decreased 3% to $108.0 million compared with $111.5 million for the three months ended March 31, 2007.  Net service revenue for the third quarter of fiscal 2008 increased to $65.5 million from $64.1 million for the third quarter of fiscal 2007.  The Company believes net service revenue, rather than gross revenue, best reflects the value of services provided to its customers and is a more accurate indicator of the Company’s revenue performance.

 

Net loss applicable to common shareholders for the three months ended March 28, 2008 was $4.9 million, or $0.26 per common share, compared with a net loss applicable to common shareholders of $0.7 million, or $0.04 per common share, for the comparable period in fiscal 2007.  Results for the three months ended March 28, 2008 include an unusually high level of legal costs of $3.8 million.

 

Nine Months Ended March 28, 2008

 

For the nine months ended March 28, 2008, gross revenue increased 5% to $342.6 million from $326.7 million for the nine months ended March 31, 2007.  Net service revenue for the nine months ended March 28, 2008 grew 6% to $203.1 million from $192.0 million for the comparable period in 2007.

 

Net loss applicable to common shareholders for the nine months ended March 28, 2008 was $93.0 million, or $4.99 per common share, compared with a net loss applicable to common shareholders of $1.6 million, or $0.09 per common share, for the comparable period in fiscal 2007.  Net loss applicable to common shareholders for the first nine months of fiscal 2008 includes a loss of $88.8 million related to a goodwill impairment

 

TRC

650 Suffolk Street · Lowell, Massachusetts 01854

Telephone 978-970-5600     • Fax 978-453-1995

 



 

charge and a tax provision to provide a full valuation allowance against net deferred tax assets.  Excluding the effect of those charges, TRC would have incurred a net loss applicable to common shareholders of $4.2 million for the first nine months of fiscal 2008.

 

Comments on Results

 

“We continued to make operational progress during the fiscal third quarter, which is historically a weaker quarter due to seasonality,” said Chris Vincze, TRC’s Chairman and Chief Executive Officer.  “During the third quarter, our energy and environmental sectors drove net service revenue growth and we continued to implement actions designed to further reduce costs and improve long-term margins.”

 

“Our cost reduction efforts implemented over the past several months should result in approximately $5 million in annualized savings,” said Vincze.  “We anticipate implementing additional cost reductions in the fourth quarter. We also have several strategic initiatives in place focused on improving utilization and pricing strategies, which we expect will have a positive impact on our ability to achieve profitable growth. “

 

Outlook

 

“We incurred some significant charges in the third quarter and we are well aware of the challenges we face in completing the transformation of the organization,” said Vincze.  “Nevertheless, we remain encouraged by the measurable progress we are making on a number of important operational fronts as we pursue our goal of optimizing the organization in 2009.”

 

“We continue to focus on our goals of revenue growth with sustainable profitability and continued cost reduction.  We are now into the second half of our three-year turnaround.  At this point, TRC has been rebuilt, reorganized and restrategized.  With our Vision reporting platform in place, we have better visibility into the business, and we now expect faster and more effective execution going forward.  Our focus for the fourth quarter and into fiscal 2009 will be on pricing, utilization improvement, project management and cost reduction.  For the long term, we remain confident in the promising markets in which we operate,” concluded Vincze.

 

 



 

Conference Call Information

 

The Company will broadcast its third-quarter financial results conference call on Friday, May 23 at 9:00 a.m. ET.  Those who wish to listen to the conference call should visit the “Investor Center” section of TRC’s website at www.TRCsolutions.com. The call also may be accessed by dialing (877) 407-5790 or (201) 689-8328 prior to the start of the call.  For interested individuals unable to join the live conference call, a webcast replay will be available on the Company’s website.

 

About TRC

 

TRC creates and implements sophisticated and innovative solutions to the challenges facing America’s real estate, environmental, energy, and infrastructure markets. The Company also is a leading provider of technical, financial, risk management, and construction services to commercial and government customers across the country. For more information, visit TRC’s website at www.TRCsolutions.com.

 

Forward-Looking Statements

 

Certain statements in this press release may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can identify these statements by forward-looking words such as “may,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” or other words of similar import. You should consider statements that contain these words carefully because they discuss our future expectations, contain projections of our future results of operations or of our financial condition, or state other “forward-looking” information. We believe that it is important to communicate our future expectations to our investors. However, there may be events in the future that we are not able to accurately predict or control and that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. Investors are cautioned that all forward-looking statements involve risks and uncertainties, and actual results may differ materially from those discussed as a result of various factors, including, but not limited to, the availability and adequacy of insurance; the uncertainty of our operational and growth strategies; regulatory uncertainty; the availability of funding for government projects; the level of demand for our services; product acceptance; industry-wide competitive factors; the ability to continue to attract and retain highly skilled and qualified personnel; recent changes in our  senior management; the results of outstanding litigation; risks arising from either failure to identify, or from identified material weaknesses in our internal controls over financial reporting or our inability to effectively remedy such weaknesses; our inability to comply with the terms of our credit facility and our lenders’ future unwillingness to waive our noncompliance; and general political or economic conditions.  Furthermore, market trends are subject to changes, which could adversely affect future results. See additional discussion in our Annual Report on Form 10-K for the fiscal year ended June 30, 2007, Quarterly Reports on Form 10-Q, and other factors detailed from time to time in our other filings with the Securities and Exchange Commission.

 

 



 

TRC COMPANIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

March  28,

 

March 31,

 

March  28,

 

March 31,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

(As restated)

 

 

 

 

 

 

 

 

 

 

 

Gross revenue

 

$

107,994

 

$

111,450

 

$

342,580

 

$

326,656

 

Less subcontractor costs and other direct reimbursable charges

 

42,522

 

47,395

 

139,528

 

134,651

 

Net service revenue

 

65,472

 

64,055

 

203,052

 

192,005

 

 

 

 

 

 

 

 

 

 

 

Interest income from contractual arrangements

 

962

 

1,194

 

3,040

 

3,645

 

Insurance recoverables and other income

 

651

 

127

 

2,196

 

4,943

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of services

 

58,638

 

57,491

 

174,696

 

170,391

 

General and administrative expenses

 

9,734

 

5,742

 

26,385

 

17,258

 

Provision for doubtful accounts

 

658

 

619

 

2,163

 

2,429

 

Goodwill impairment charge

 

 

 

76,678

 

 

Depreciation and amortization

 

1,895

 

1,895

 

6,021

 

5,917

 

 

 

70,925

 

65,747

 

285,943

 

195,995

 

Operating (loss) income

 

(3,840

)

(371

)

(77,655

)

4,598

 

Interest expense

 

968

 

1,005

 

2,962

 

3,285

 

(Loss) income from continuing operations before taxes, minority interest and equity earnings (losses)

 

(4,808

)

(1,376

)

(80,617

)

1,313

 

Federal and state income tax provision (benefit)

 

101

 

(688

)

12,439

 

673

 

Minority interest

 

5

 

7

 

62

 

7

 

(Loss) income from continuing operations before equity earnings (losses)

 

(4,904

)

(681

)

(92,994

)

647

 

Equity in earnings (losses) from unconsolidated affiliates

 

 

16

 

(12

)

53

 

(Loss) income from continuing operations

 

(4,904

)

(665

)

(93,006

)

700

 

Discontinued operations, net of taxes

 

 

(47

)

 

(77

)

Net (loss) income

 

(4,904

)

(712

)

(93,006

)

623

 

Dividends and accretion charges on preferred stock

 

 

 

 

2,233

 

Net loss applicable to common shareholders

 

$

(4,904

)

$

(712

)

$

(93,006

)

$

(1,610

)

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.26

)

$

(0.04

)

$

(4.99

)

$

(0.09

)

Discontinued operations, net of taxes

 

 

 

 

 

 

 

$

(0.26

)

$

(0.04

)

$

(4.99

)

$

(0.09

)

 

 

 

 

 

 

 

 

 

 

Average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

18,775

 

18,194

 

18,642

 

17,341

 

Diluted

 

18,775

 

18,194

 

18,642

 

17,341

 

 

 



 

TRC COMPANIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)

(Unaudited)

 

 

 

March 28,

 

June 30,

 

 

 

2008

 

2007

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

694

 

$

430

 

Accounts receivable, less allowances for doubtful accounts

 

131,425

 

132,879

 

Insurance recoverable - environmental remediation

 

8,125

 

6,381

 

Deferred income tax assets

 

 

13,894

 

Income taxes refundable

 

286

 

587

 

Restricted investment

 

41,446

 

20,830

 

Prepaid expenses and other current assets

 

13,642

 

11,911

 

Total current assets

 

195,618

 

186,912

 

 

 

 

 

 

 

Property and equipment, at cost

 

59,289

 

57,569

 

Less accumulated depreciation and amortization

 

39,105

 

36,126

 

 

 

20,184

 

21,443

 

Goodwill

 

54,452

 

130,935

 

Investments in and advances to unconsolidated affiliates and construction joint ventures

 

1,519

 

5,245

 

Long-term restricted investment

 

69,053

 

72,651

 

Long-term prepaid insurance

 

51,909

 

54,395

 

Other assets

 

14,898

 

14,401

 

Total assets

 

$

407,633

 

$

485,982

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

32,855

 

$

31,618

 

Accounts payable

 

54,385

 

54,976

 

Accrued compensation and benefits

 

18,491

 

22,134

 

Deferred revenue

 

49,551

 

31,494

 

Environmental remediation liabilities

 

1,894

 

4,629

 

Other accrued liabilities

 

28,857

 

24,007

 

Total current liabilities

 

186,033

 

168,858

 

Non-current liabilities:

 

 

 

 

 

Long-term debt, net of current portion

 

11,979

 

11,052

 

Long-term income taxes payable

 

698

 

 

Deferred income tax liabilities

 

 

1,519

 

Long-term deferred revenue

 

128,585

 

134,901

 

Long-term environmental remediation liabilities

 

7,850

 

7,861

 

Total liabilities

 

335,145

 

324,191

 

 

 

 

 

 

 

Minority interest in subsidiary

 

 

62

 

Commitments and contingencies

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Capital stock:

 

 

 

 

 

Preferred, $.10 par value; 500,000 shares authorized, no shares issued and outstanding

 

 

 

Common, $.10 par value; 30,000,000 shares authorized, 18,778,478 and 18,774,996 shares issued and outstanding, respectively, at March 28, 2008, and 18,240,509 and 18,237,027 shares issued and outstanding, respectively, at June 30, 2007

 

1,878

 

1,824

 

Additional paid-in capital

 

151,891

 

147,229

 

(Accumulated deficit) retained earnings

 

(81,383

)

12,453

 

Accumulated other comprehensive income

 

135

 

256

 

Treasury stock, at cost

 

(33

)

(33

)

Total shareholders’ equity

 

72,488

 

161,729

 

Total liabilities and shareholders’ equity

 

$

407,633

 

$

485,982