-----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, TkPvlJSuWvJkfxW4oA5fha1Wv+CA92MK3OyK0DzanGKBIS5G5HRDkdhTbgYmISv2 OBGraRahW7J2WyobmKD4rA== 0000947871-03-000517.txt : 20030225 0000947871-03-000517.hdr.sgml : 20030225 20030224213413 ACCESSION NUMBER: 0000947871-03-000517 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030224 ITEM INFORMATION: FILED AS OF DATE: 20030225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DYCOM INDUSTRIES INC CENTRAL INDEX KEY: 0000067215 STANDARD INDUSTRIAL CLASSIFICATION: WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION [1623] IRS NUMBER: 591277135 STATE OF INCORPORATION: FL FISCAL YEAR END: 0729 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10613 FILM NUMBER: 03578273 BUSINESS ADDRESS: STREET 1: 4440 PGA BLVD. STE 500 STREET 2: FIRST UNION CENTER CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 BUSINESS PHONE: 5616277171 MAIL ADDRESS: STREET 1: 4440 PGA BLVD STE 500 STREET 2: FIRST UNION CENTER CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 FORMER COMPANY: FORMER CONFORMED NAME: MOBILE HOME DYNAMICS INC DATE OF NAME CHANGE: 19820302 8-K 1 f8k_022403.txt FORM 8-K 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): February 24, 2003 Dycom Industries, Inc. (Exact name of Registrant as specified in its charter) Florida 0-5423 59-1277135 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 4440 PGA Boulevard, Suite 500, Palm Beach Gardens, Florida 33410 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (561) 627-7171 Exhibit Index on Page 3 Item 9. Regulation FD Disclosure. On February 24, 2003, Dycom Industries Inc. issued two press releases. One press release announced 2003 second quarter results and guidance for the remainder of fiscal 2003. The other press release announced a stock repurchase program. 2 EXHIBIT INDEX Exhibit No Description - ---------- ----------- 99.1 Press release of Dycom Industries, Inc. issued on February 24, 2003. 99.2 Press release of Dycom Industries, Inc. issued on February 24, 2003. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DYCOM INDUSTRIES, INC. Date: February 24, 2003 By: /s/ Steven Nielsen -------------------------------- Name: Steven Nielsen Title: President and Chief Executive Officer 4 EX-99.1 3 ex99-1_022403.txt PRESS RELEASE Exhibit 99.1 [GRAPHIC OMITTED] N E W S R E L E A S E FOR IMMEDIATE RELEASE Contact: Steven E. Nielsen, President and CEO Richard L. Dunn, Senior Vice President and CFO (561) 627-7171 Palm Beach Gardens, Florida February 24, 2003 DYCOM ANNOUNCES FISCAL 2003 SECOND QUARTER RESULTS AND PROVIDES GUIDANCE FOR THE REMAINDER OF FISCAL 2003 Palm Beach Gardens, Florida, February 24, 2003--Dycom Industries, Inc. (NYSE Symbol: "DY") announced its results today for the second quarter ended January 25, 2003. The Company reported a net loss for the quarter ended January 25, 2003 of $1.1 million, or a loss of $0.02 per common share diluted, on total contract revenues of $137.2 million as compared to net income of $5.0 million, or $0.12 per common share diluted, on total contract revenues of $138.3 million for the corresponding period ended January 26, 2002. This represents a year over year decrease of 0.8% in total contract revenues. For the six months ended January 25, 2003 net income was $3.0 million, or $0.06 per common share diluted. For the six months ended January 26, 2002 net income was $13.0 million, or $0.30 per common share diluted, excluding the cumulative effect of a change in accounting principle due to the Company's adoption of SFAS No. 142. Net loss for the six months ended January 26, 2002, inclusive of this cumulative effect of $86.9 million net of tax, was $73.9 million, or a loss of $1.72 per common share diluted. Total contract revenues for the six months ended January 25, 2003 were $295.6 million compared to total contract revenues of $306.1 million for the six months ended January 26, 2002. This represents a year over year decrease of 3.4% in total contract revenues. Dycom also announced its outlook for the remainder of fiscal 2003. The Company currently expects revenue for the third quarter of fiscal 2003 to range from $120.0 million to $135.0 million and diluted earnings per share to range from $0.02 to $0.06. For the fourth quarter of fiscal 2003, the Company currently expects revenue to range from $135.0 million to $150.0 million and diluted earnings per share to range from $0.13 to $0.18. A Tele-Conference call to review the Company's results and address its outlook will be hosted at 9:00 a.m. (ET), Tuesday, February 25, 2003; Call 888-428-4479 (United States) or 651-291-5254 (International) and request "Dycom Earnings" conference call. A live webcast of the conference call will be available at http://www.dycomind.com. If you are unable to attend the conference call at the scheduled time, a replay of the live webcast will also be available at http://www.dycomind.com until Thursday, March 27, 2003. Dycom is a leading provider of engineering, construction, and maintenance services to telecommunication providers throughout the United States. Additionally, the Company provides similar services related to the installation of integrated voice, data, and video local and wide area networks within office buildings and similar structures. Dycom also provides underground utility locating and mapping and electric utility construction services. This press release contains forward-looking statements as contemplated by the 1995 Private Securities Litigation Reform Act. Such statements include, but are not limited to, the Company's expectations for revenues and earnings per share. These statements are based on management's current expectations, estimates and projections. Forward-looking statements are subject to risks and uncertainties that may cause actual results in the future to differ materially from the results projected or implied in any forward-looking statements contained in this press release. Such risks and uncertainties include: business and economic conditions in the telecommunications industry affecting our customers, continued deterioration in our customers' financial condition, the adequacy of our reserves and allowances for doubtful accounts, whether the carrying value of our assets may be impaired, the anticipated outcome of contingent events, including litigation, liquidity needs and the availability of financing, as well as other risks detailed in our filings with the Securities and Exchange Commission. The Company undertakes no obligation to update the information in this press release. ---Tables Follow--- NYSE: "DY" DYCOM INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Unaudited
($ in 000's except EPS) Three Months Ended Six Months Ended ----------------------------- ----------------------------- January 25, January 26, January 25, January 26, 2003 2002 2003 2002 ----------- ----------- ------------ ----------- Contract revenues earned $ 137,154 $ 138,282 $ 295,635 $ 306,097 Cost of earned revenues 111,358 106,721 234,938 236,945 General & administrative expenses 17,448 15,262 35,724 31,343 Depreciation & amortization 10,461 8,680 21,290 17,721 ---------- ----------- --------- --------- Total costs and expenses 139,267 130,663 291,952 286,009 ---------- ----------- --------- --------- Interest income, net 370 679 645 1,605 Other income, net 618 448 1,703 795 ---------- ----------- --------- --------- (Loss) income before income taxes (1,125) 8,746 6,031 22,488 Benefit (provision) for income taxes 14 (3,738) (3,027) (9,454) ---------- ----------- ---------- --------- (Loss) income before cumulative effect of change in accouting principle (1,111) 5,008 3,004 13,034 Cumulative effect of change in accounting principle, net of tax (1) (86,929) ---------- ----------- ---------- --------- Net (loss) income $ (1,111) $ 5,008 $ 3,004 $(73,895) ========== =========== =========== ========= (Loss) earnings per common share: Basic (loss) earnings per share before cumulative effect of change in accounting principle $ (0.02) $ 0.12 $ 0.06 $ 0.30 Cumulative effect of change in accounting principle (2.02) ---------- ----------- ---------- --------- Basic (loss) earnings per share $ (0.02) $ 0.12 $ 0.06 $ (1.72) ========== =========== ========== ========= Diluted (loss) earnings per share before cumulative effect of change in accounting principle $ (0.02) $ 0.12 $ 0.06 $ 0.30 Cumulative effect of change in accounting principle (2.02) ---------- ----------- ---------- --------- Diluted (loss) earnings per share $ (0.02) $ 0.12 $ 0.06 $ (1.72) ========== =========== ========== ========= Shares used in computing (loss) earnings per common share: Basic 47,870 42,926 47,866 42,936 ========== =========== ========== ======== Diluted 47,870 43,061 47,872 43,036 ========== =========== ========== ========
(1) In the first quarter fiscal 2002, the Company adopted SFAS No. 142, "Goodwill and Intangible Assets." SFAS No. 142 eliminates the amortization of goodwill and instead requires that goodwill be tested for impairment. Because we adopted these statements effective with the beginning of fiscal 2002, we do not have goodwill amortization in either year. EX-99.2 4 ex99-2_022403.txt PRESS RELEASE Exhibit 99.2 [GRAPHIC OMITTED] N E W S R E L E A S E FOR IMMEDIATE RELEASE Contact: Steven E. Nielsen, President and CEO Richard L. Dunn, Senior Vice President and CFO (561) 627-7171 Palm Beach Gardens, Florida February 24, 2003 DYCOM INDUSTRIES, INC. ANNOUNCES STOCK REPURCHASE PROGRAM Palm Beach Gardens, Florida, February 24, 2003--Dycom Industries, Inc. (NYSE Symbol: "DY") announced today that its Board of Directors has authorized the repurchase of up to $25 million of its common stock. The stock repurchases are authorized to be made over the next eighteen months in open market or private transactions. The Company's prior authorization to repurchase shares expired in December 2002. Dycom is a leading provider of engineering, construction, and maintenance services to telecommunication providers throughout the United States. Additionally, the Company provides similar services related to the installation of integrated voice, data, and video local and wide area networks within office buildings and similar structures. Dycom also provides underground utility locating and mapping and electric utility construction services. This press release may contain forward-looking statements as contemplated by the 1995 Private Securities Litigation Reform Act. These statements are based on management's current expectations, estimates and projections. Forward-looking statements are subject to risks and uncertainties that may cause actual results in the future to differ materially from the results projected or implied in any forward-looking statements contained in this press release. Such risks and uncertainties include: business and economic conditions in the telecommunications industry affecting our customers, continued deterioration in our customers' financial condition, the adequacy of our reserves and allowances for doubtful accounts, whether the carrying value of our assets may be impaired, the anticipated outcome of contingent events, including litigation, liquidity needs and the availability of financing, as well as other risks detailed in our filings with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----