8-K 1 c73692e8vk.txt CURRENT REPORT DATED 12/20/02 SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 20, 2002 ANALYTICAL SURVEYS, INC. (Exact name of Registrant as specified in its charter) Colorado 0-13111 84-0846389 -------- --------------- ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 11595 N. Meridian Street, Carmel, IN 46032 -------------------------------------------- --------- (Address or principal executive offices) (Zip Code) Registrant's telephone number, including area code (317) 571-9700 ---------------- (Former name or former address, if changed since last report): Not applicable Item 5. OTHER EVENTS See Exhibit 99 to this Form 8-K. Analytical Surveys, Inc. Press Release issued December 19, 2002 entitled: "Analytical Surveys Reports Fourth Quarter And Year-End Results." Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ANALYTICAL SURVEYS, INC. Date: December 20, 2002 By: /s/ Michael A. Renninger ------------------------------------- Michael A. Renninger Chief Financial Officer EXHIBIT 99 [ANALYTICAL SURVEYS, INC. LOGO] P R E S S R E L E A S E CONTACTS: Analytical Surveys, Inc. Pfeiffer High Public Relations, Inc. J. Norman Rokosh Geoff High Chief Executive Officer 303/393-7044 nrokosh@anlt.com geoff@pfeifferhigh.com ANALYTICAL SURVEYS REPORTS FOURTH QUARTER AND YEAR-END RESULTS INDIANAPOLIS, Indiana -- December 20, 2002 - Analytical Surveys, Inc. (Nasdaq SmallCap Market-ANLT), a provider of customized data conversion and digital mapping services for the geographic information systems (GIS) and related spatial data markets, today announced financial results for its fourth fiscal quarter and fiscal year ended September 30, 2002. Fourth quarter revenues were $4.2 million versus $6.6 million in the same period a year ago. The Company reported a fourth quarter net loss available to common shareholders of $1.2 million, or $1.52 per diluted share, versus a net loss of $5.6 million, or $7.95 per diluted share, in the fourth quarter last year. Fourth quarter 2001 results were impacted by the write-off of a $2.8 million deferred tax asset. For the full fiscal year, ASI reported revenues of $19.1 million compared with $40.9 million in fiscal 2001. Net earnings available to common shareholders was $4.5 million, or $6.14 per diluted share, versus a net loss of $9.7 million, or $13.95 per diluted share, last year. The Company ended fiscal 2002 with an order backlog of $19.5 million versus a backlog of $22.5 million at the end of last year. Management said the decrease in revenue for the fourth quarter was primarily due to a decline in the number and size of customer contracts and that the decrease in revenue for the fiscal year was also primarily due to the sale of the Company's Colorado office in April 2001. The fiscal 2002 net earnings available to common shareholders was impacted by the decline in revenue and several non-operational items. These items include an $11.7 million extraordinary gain on extinguishment of debt and a $1.2 million income tax benefit, offset by a $3.6 million write-off of goodwill resulting from a change in accounting principle. The fiscal 2001 net loss included a $2.8 million fourth-quarter tax expense resulting from an increase in the Company's tax valuation allowance, offset by a $3.5 million third-quarter one-time gain on the sale of ASI's Colorado Springs office. Norman Rokosh, president and CEO, said, "Our Company has undergone significant positive changes in the past twelve months. Our balance sheet is greatly improved with a current ratio of approximately 3:1. Our net cash position at September 30, 2002 is $3.1 million and we generated positive cash flow in fiscal 2002. Our backlog, while slightly lower than 2001 levels, is a reflection of the general market conditions and the sale of our Colorado Springs facility. Our reaction to the slow down in technology spending has been to reduce our company size, while retaining the key staff necessary to grow our business rapidly once economic conditions improve. In addition, the ASI management team and Board of Directors have developed strategic plans to launch new services to our existing customer base in calendar 2003. We anticipate announcing these services very soon." Analytical Surveys Inc. (ASI) provides technology-enabled solutions and expert services for geospatial data management, including data capture and conversion, planning, implementation, distribution strategies and maintenance services. Through its affiliates, ASI has played a leading role in the geospatial industry for more than 40 years. The Company is dedicated to providing utilities and government with responsive, proactive solutions that maximize the value of information and technology assets. As of January 1, 2003, ASI is headquartered in San Antonio, Texas and maintains facilities in Indianapolis, Indiana and Waukesha, Wisconsin. For more information, visit www.anlt.com. This press release contains forward-looking statements that involve risks and uncertainties. The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. When used in this press release, the words "anticipate," "believe," "estimate," "intend" and "expect" and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, without limitation, the statements regarding the Company's strategy, future sales, future expenses and future liquidity and capital resources. All forward-looking statements in this press release are based upon information available to the Company on the date of this press release, and the Company assumes no obligation to update any such forward-looking statements. The Company's actual results could differ materially from those discussed in this press release. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in Item 1. Business--"risk factors" and elsewhere in the Company's Annual Report on Form 10-K. ANALYTICAL SURVEYS, INC. AND SUBSIDIARIES Consolidated Balance Sheets September 30, 2002 and 2001 (In thousands)
2002 2001 ---------- ---------- ASSETS 2002 2001 Current assets: Cash and cash equivalents $ 3,114 1,351 Accounts receivable, net of allowance for doubtful accounts of $479 and $2,070 2,444 6,110 Revenue earned in excess of billings 8,915 10,567 Prepaid expenses and other 184 639 ---------- ---------- Total current assets 14,657 18,667 ---------- ---------- Equipment and leasehold improvements: Equipment 6,296 7,202 Furniture and fixtures 484 594 Leasehold improvements 267 429 ---------- ---------- 7,047 8,225 Less accumulated depreciation and amortization (6,201) (6,750) ---------- ---------- Net equipment and leasehold improvements 846 1,475 ---------- ---------- Goodwill, net of accumulated amortization of $5,216 -- 3,557 Investment securities -- 120 ---------- ---------- Total assets 15,503 23,819 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Line-of-credit -- 4,400 Current portion of long-term debt 270 10,366 Billings in excess of revenue earned 887 244 Accounts payable and other accrued liabilities 2,214 4,445 Accrued payroll and related benefits 1,576 1,960 ---------- ---------- Total current liabilities 4,947 21,415 Long-term debt, less current portion 1,960 200 ---------- ---------- Total liabilities 6,907 21,615 ---------- ---------- Redeemable preferred stock; no par value. Authorized 2,500 shares; 1,600 shares issued and outstanding at September 30, 2002 (liquidation value $1,600) 800 -- ---------- ---------- Stockholders' equity: Common stock, no par value. Authorized 10,000 shares; issued and outstanding 824 and 698 shares 33,039 32,191 Accumulated other comprehensive loss -- (253) Accumulated deficit (25,243) (29,734) ---------- ---------- Total stockholders' equity 7,796 2,204 ---------- ---------- Commitments and contingencies Total liabilities and stockholders' equity $ 15,503 23,819 ========== ==========
See accompanying notes to consolidated financial statements. 25 ANALYTICAL SURVEYS, INC. AND SUBSIDIARIES Consolidated Statements of Operations Years ended September 30, 2002, 2001 and 2000 (In thousands, except per share amounts)
2002 2001 2000 ---------- ---------- ---------- Revenues $ 19,072 40,941 60,085 ---------- ---------- ---------- Costs and expenses: Salaries, wages and benefits 13,081 25,003 44,027 Subcontractor costs 3,617 8,293 14,476 Other general and administrative 5,504 10,558 14,231 Bad debts 68 1,740 2,268 Depreciation and amortization 915 2,849 5,107 Impairment of goodwill -- -- 16,513 Severance and related costs 97 230 2,532 Gain on sale of assets -- (3,542) -- ---------- ---------- ---------- 23,282 45,131 99,154 ---------- ---------- ---------- Loss from operations (4,210) (4,190) (39,069) ---------- ---------- ---------- Other income (expense): Interest expense, net (277) (1,916) (2,391) Litigation settlement costs -- (748) -- Other, net 147 (403) (204) ---------- ---------- ---------- (130) (3,067) (2,595) ---------- ---------- ---------- Loss before income taxes (4,340) (7,257) (41,664) Income tax expense (benefit) (1,240) 2,781 (3,294) ---------- ---------- ---------- Loss before extraordinary item and cumulative effect of a change in accounting principle (3,100) (10,038) (38,370) Extraordinary gain (loss) on extinguishment of debt, net of tax 11,708 300 (209) Cumulative effect of a change in accounting principle (3,557) -- -- ---------- ---------- ---------- Net earnings (loss) 5,051 (9,738) (38,579) Accretion of discount and dividends on preferred shares (560) -- -- ---------- ---------- ---------- Net earnings (loss) available to common shareholders $ 4,491 (9,738) (38,579) ========== ========== ==========
26 ANALYTICAL SURVEYS, INC. AND SUBSIDIARIES Consolidated Statements of Operations (cont.) Years ended September 30, 2002, 2001, and 2000 (In thousands, except for per share amounts)
2002 2001 2000 ---------- ---------- ---------- Basic earnings (loss) per common share: Earnings (loss) available to common shareholders before extraordinary item and cumulative effect of a change in accounting principle $ (5.01) (14.38) (55.13) Extraordinary item 16.02 .43 (.30) Cumulative effect of a change in accounting principle (4.87) -- -- ---------- ---------- ---------- Net earnings (loss) available to common shareholders $ 6.14 (13.95) (55.43) ========== ========== ========== Diluted earnings (loss) per common share: Earnings (loss) available to common shareholders before extraordinary item and cumulative effect of a change in accounting principle $ (5.01) (14.38) (55.13) Extraordinary item 16.02 .43 (.30) Cumulative effect of a change in accounting principle (4.87) -- -- ---------- ---------- ---------- Net earnings (loss) available to common shareholders $ 6.14 (13.95) (55.43) ========== ========== ========== Weighted average common shares: Basic and diluted 731 698 696 ========== ========== ==========
See accompanying notes to consolidated financial statements. 27