EX-99.1 2 a10-6213_2ex99d1.htm EX-99.1

Exhibit 99.1

 

Investor Contact:
Sharon Merrill Associates
(617) 542-5300
trr@investorrelations.com

Company Contact:
Thomas W. Bennet, Jr., CFO
(978) 970-5600
tbennet@trcsolutions.com

 

TRC Announces Third-Quarter Fiscal 2010 Financial Results

 

Lowell, MA, May 5, 2010 - TRC Companies, Inc. (NYSE: TRR), a recognized leader in engineering, consulting, and construction management services to the energy, environmental, and infrastructure markets, today announced financial results for the fiscal  three and nine months ended March 26, 2010.

 

Summary Results

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

26-Mar

 

27-Mar

 

26-Mar

 

27-Mar

 

(In millions, except per share data)

 

2010

 

2009

 

2010

 

2009

 

Gross revenue

 

$

82.1

 

$

97.9

 

$

246.7

 

$

326.8

 

Net service revenue*

 

$

54.6

 

$

63.7

 

$

165.8

 

$

191.2

 

Goodwill and intangible asset write-offs

 

$

 

$

 

$

 

$

21.4

 

Operating (loss) income

 

$

(0.4

)

$

1.2

 

$

(1.6

)

$

(17.1

)

Federal and state income tax (benefit) provision

 

$

(0.4

)

$

0.0

 

$

(4.8

)

$

(0.6

)

Net income (loss) applicable to TRC Companies, Inc.'s common shareholders

 

$

(2.0

)

$

0.5

 

$

0.3

 

$

(18.8

)

Diluted earnings (loss) per common share

 

$

(0.10

)

$

0.03

 

$

0.02

 

$

(0.98

)

Diluted weighted-average common shares outstanding

 

19,588

 

19,359

 

19,906

 

19,244

 

 


*The Company believes net service revenue, rather than gross revenue, best reflects the value of services provided to its customers and is the most meaningful indicator of TRC’s revenue performance.

Comments on Third Quarter

 

“TRC’s third-quarter results were consistent with our performance in the first half of the year as unfavorable near-term conditions persisted in our key markets,” said Chairman and Chief Executive Officer Chris Vincze.  “Our third-quarter net service revenue decreased 14.3% on a year-over-year basis, and new project demand was down in all three segments: Energy, Environmental and Infrastructure.  Growth in the third quarter continued to be limited by the weak economy, a decline in large project revenue, a lower year-over-year billable headcount, and revised cost to complete estimates for certain Exit Strategy® contracts. During the quarter we continued to create efficiencies through our ongoing cost control initiatives, which resulted in year-over-year reductions in Cost of Sales (6.3% decrease) as well as General and Administrative expenses (16.3% decrease).  The combined $4.6 million cost reduction in those two expense items partially offset the effects

 

TRC

650 Suffolk Street  •  Lowell, Massachusetts 01854

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

 



 

 of the lower net service revenue – resulting in a slight operating loss for the quarter.”

 

“While the sales environment was challenging, the fundamentals of the markets we serve remain promising.  The rate of decline in our backlog has slowed considerably.  We ended the third quarter with an overall backlog of $353 million, down only 1.7% from the end of the second quarter compared to 2.7% and 4.7% declines in the first and second quarters of fiscal 2010, respectively.  In fact, the quarter end backlog in one of our segments – Energy – was flat with the prior quarter. We are encouraged by the flattening of the backlog trend.”

 

“In our largest segment, Environmental, we were awarded several new contracts in the third quarter that are now underway.  We believe that the combination of regulatory requirements, improving economic conditions and an overall renewed focus on climate change should lead to greater demand for our environmental services.  Our Energy segment benefitted from a number of recent multi-year energy efficiency services contract awards.  As the nation becomes more conscious of energy conservation, we continue to believe that the Energy market represents a significant growth opportunity for TRC.  Finally, we continued to see positive trends in transportation-related activity in our Infrastructure segment, due in part to the recent Federal stimulus.   The demand for infrastructure services will continue over the long-term, as the nation’s aging infrastructure will require major upgrades and substantial investments in the years ahead.”

 

Business Outlook

 

“We are experiencing increased proposal activity across all of our segments.  In particular, the utility markets are beginning to show signs of stabilization. With the support of our bonding line, we are currently proposing on more than $110 million of Engineer Procure and Construct (EPC) projects in the Northeast.  Those projects are scheduled to be awarded during the fourth quarter of the current fiscal year and to commence in the first quarter of fiscal 2011.  Additionally, we are tracking more than $300 million of EPC opportunities that may be awarded sometime in fiscal 2011.  We are hopeful that we will be awarded several of those EPC contracts, an outcome which has the potential to significantly improve our financial performance in fiscal 2011 and beyond.”

 

“Our focus going forward remains on profitable growth, improving operating profitability and maximizing our cash flow from operations.  We will continue to closely manage expenses and improve project execution in all three of our segments.  We believe our extensive array of services, including our bundled offerings – RE Power and Building RX, as well as a

 



 

renewable energy initiative we expect to launch later this year – will help us to capture significant long-term growth opportunities in each of our key markets.  As the economy begins to improve, we are well-positioned as a top-tier provider of engineering, consulting, and construction management services,” concluded Vincze.

 

Conference Call Information

 

The Company will broadcast its third-quarter fiscal 2010 financial results conference call today at 9 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) 709-8155 or (201) 689-8881 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 for one year.

 

About TRC

 

A pioneer in groundbreaking scientific and engineering developments since the 1960s, TRC is a national engineering consulting and construction management firm that provides integrated services to the energy, environmental, and infrastructure markets. TRC serves a broad range of clients in government and industry, implementing complex projects from initial concept to delivery and operation. TRC delivers results that enable clients to achieve success in a complex and changing world. 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 TRC’s future expectations, contain projections of the Company’s future results of operations or of its financial condition, or state other "forward-looking" information. TRC believes that it is important to communicate its future expectations to its investors. However, there may be events in the future that the Company is not able to accurately predict or control and that may cause its actual results to differ materially from the expectations described in its 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; circumstances which could create large cash outflows, such as contract losses, litigation, uncollectible receivables and income tax assessments, including potential payments related to TRC’s ongoing IRS audit, if not resolved successfully; regulatory uncertainty; the availability of funding for government projects; the level of demand for TRC’s services; product acceptance; industry-wide competitive factors; the ability to continue to attract and retain highly skilled and qualified personnel; and general political or economic conditions.  Furthermore, market trends are subject to changes, which could adversely affect future results. See additional discussion in TRC’s Annual Report on Form 10-K for the fiscal year ended June 30, 2009, Quarterly Reports on Form 10-Q, and other factors detailed from time to time in the Company’s 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 26,

 

March 27,

 

March 26,

 

March 27,

 

 

 

2010

 

2009

 

2010

 

2009

 

Gross revenue

 

$

82,101

 

$

97,905

 

$

246,722

 

$

326,767

 

Less subcontractor costs and other direct reimbursable charges

 

27,524

 

34,188

 

80,945

 

135,569

 

Net service revenue

 

54,577

 

63,717

 

165,777

 

191,198

 

 

 

 

 

 

 

 

 

 

 

Interest income from contractual arrangements

 

108

 

253

 

475

 

1,643

 

Insurance recoverables and other income

 

2,999

 

479

 

8,925

 

14,041

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of services

 

50,103

 

53,469

 

150,863

 

169,769

 

General and administrative expenses

 

6,127

 

7,318

 

19,176

 

24,834

 

Provision for doubtful accounts

 

600

 

942

 

1,710

 

2,616

 

Goodwill and intangible asset write-offs

 

 

 

 

21,438

 

Depreciation and amortization

 

1,251

 

1,524

 

5,047

 

5,292

 

 

 

58,081

 

63,253

 

176,796

 

223,949

 

Operating (loss) income

 

(397

)

1,196

 

(1,619

)

(17,067

)

Interest expense

 

(242

)

(673

)

(768

)

(2,406

)

Gain on extinguishment of debt

 

 

 

1,716

 

 

(Loss) income from operations before taxes and equity in losses

 

(639

)

523

 

(671

)

(19,473

)

Federal and state income tax (benefit) provision

 

(393

)

24

 

(4,818

)

(644

)

(Loss) income from operations before equity in losses

 

(246

)

499

 

4,147

 

(18,829

)

Equity in losses from unconsolidated affiliates

 

(23

)

 

(66

)

 

Net (loss) income

 

(269

)

499

 

4,081

 

(18,829

)

Net loss applicable to noncontrolling interest

 

(28

)

 

(92

)

 

Net (loss) income applicable to TRC Companies, Inc.

 

(241

)

499

 

4,173

 

(18,829

)

Accretion charges on preferred stock

 

1,779

 

 

3,831

 

 

Net (loss) income applicable to

 

 

 

 

 

 

 

 

 

TRC Companies, Inc.’s common shareholders

 

$

(2,020

)

$

499

 

$

342

 

$

(18,829

)

 

 

 

 

 

 

 

 

 

 

Basic (loss) earnings per common share

 

$

(0.10

)

$

0.03

 

$

0.02

 

$

(0.98

)

Diluted (loss) earnings per common share

 

$

(0.10

)

$

0.03

 

$

0.02

 

$

(0.98

)

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

19,588

 

19,344

 

19,523

 

19,244

 

Diluted

 

19,588

 

19,359

 

19,906

 

19,244

 

 



 

TRC COMPANIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(Unaudited)

 

 

 

March 26,

 

June 30,

 

 

 

2010

 

2009

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

1,445

 

$

8,469

 

Accounts receivable, less allowance for doubtful accounts

 

85,721

 

99,903

 

Insurance recoverable - environmental remediation

 

36,142

 

27,379

 

Restricted investments

 

17,305

 

28,214

 

Prepaid expenses and other current assets

 

14,835

 

11,032

 

Income taxes refundable

 

391

 

224

 

Total current assets

 

155,839

 

175,221

 

 

 

 

 

 

 

Property and equipment:

 

47,696

 

52,116

 

Less accumulated depreciation and amortization

 

35,097

 

37,075

 

 

 

12,599

 

15,041

 

Goodwill

 

35,119

 

35,119

 

Investments in and advances to unconsolidated affiliates and construction joint ventures

 

112

 

119

 

Long-term restricted investments

 

51,995

 

53,295

 

Long-term prepaid insurance

 

45,280

 

47,766

 

Other assets

 

10,371

 

10,335

 

Total assets

 

$

311,315

 

$

336,896

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

4,125

 

$

4,632

 

Accounts payable

 

35,424

 

44,106

 

Accrued compensation and benefits

 

21,099

 

30,029

 

Deferred revenue

 

27,181

 

38,684

 

Environmental remediation liabilities

 

641

 

566

 

Other accrued liabilities

 

46,264

 

41,959

 

Total current liabilities

 

134,734

 

159,976

 

Non-current liabilities:

 

 

 

 

 

Long-term debt, net of current portion

 

5,875

 

7,869

 

Long-term income taxes payable

 

3,978

 

6,079

 

Long-term deferred revenue

 

103,648

 

105,008

 

Long-term environmental remediation liabilities

 

6,529

 

7,533

 

Total liabilities

 

254,764

 

286,465

 

Preferred stock, $.10 par value; 500,000 shares authorized, 7,209 shares issued and outstanding as convertible, liquidation preference of $21,340 and $28,837 as of March 26, 2010 and June 30, 2009, respectively

 

5,639

 

1,808

 

Commitments and contingencies

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock, $.10 par value; 40,000,000 shares authorized, 19,605,578 and 19,602,096 shares issued and outstanding, respectively, at March 26, 2010, and 19,357,573 and 19,354,091 shares issued and outstanding, respectively, at June 30, 2009

 

1,961

 

1,936

 

Additional paid-in capital

 

166,139

 

168,459

 

Accumulated deficit

 

(117,261

)

(121,434

)

Accumulated other comprehensive income (loss)

 

198

 

(305

)

Treasury stock, at cost

 

(33

)

(33

)

Total shareholders’ equity attributable to TRC Companies, Inc.

 

51,004

 

48,623

 

Noncontrolling interest

 

(92

)

 

Total shareholders’ equity

 

50,912

 

48,623

 

Total liabilities and shareholders’ equity

 

$

311,315

 

$

336,896