0001171843-19-002502.txt : 20190418 0001171843-19-002502.hdr.sgml : 20190418 20190418160612 ACCESSION NUMBER: 0001171843-19-002502 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190418 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190418 DATE AS OF CHANGE: 20190418 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXPONENT INC CENTRAL INDEX KEY: 0000851520 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 770218904 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18655 FILM NUMBER: 19755960 BUSINESS ADDRESS: STREET 1: EXPONENT INC STREET 2: 149 COMMONWEALTH DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-326-9400 MAIL ADDRESS: STREET 1: EXPONENT INC STREET 2: 149 COMMONWEALTH DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER COMPANY: FORMER CONFORMED NAME: FAILURE GROUP INC DATE OF NAME CHANGE: 19930831 8-K 1 f8k_041819.htm FORM 8-K
 

UNITED STATES
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): April 18, 2019  

Exponent, Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware0-1865577-0218904
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)

 

149 Commonwealth Drive, Menlo Park, CA 94025
(Address of Principal Executive Offices) (Zip Code)

(650) 326-9400
(Registrant's telephone number, including area code)


(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 [ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 [ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 [ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 [ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [   ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [   ]

 
 

Item 2.02. Results of Operations and Financial Condition.

On April 18, 2019, Exponent, Inc. issued a press release announcing its financial results for the first quarter ended March 29, 2019.  The press release is attached hereto as Exhibit 99.1 and incorporated by reference.

Item 7.01. Regulation FD Disclosure.

On April 18, 2019, Exponent, Inc. announced that its Board of Directors has declared a quarterly cash dividend of $0.16 per share to be paid on June 21, 2019 to all common stockholders of record as of June 7, 2019.  A copy of the press release announcing the dividend is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

99.1 Press release dated April 18, 2019.  
99.2 Press release dated April 18, 2019.


SIGNATURE

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.

 Exponent, Inc.
   
  
Date: April 18, 2019By: /s/ Richard L. Schlenker        
  Richard L. Schlenker
  Executive Vice President, Chief Financial Officer, and Corporate Secretary
  

EX-99.1 2 exh_991.htm PRESS RELEASE EdgarFiling

EXHIBIT 99.1

Exponent Reports First Quarter of Fiscal Year 2019 Financial Results

­ MENLO PARK, Calif., April 18, 2019 (GLOBE NEWSWIRE) -- Exponent, Inc. (Nasdaq:EXPO) today reported financial results for the first quarter of fiscal year 2019 ended March 29, 2019.

“Exponent’s first quarter of 2019 built on its positive momentum from 2018. In line with our prior expectations, we achieved low-single digit revenue growth despite the challenging year-over-year comparison. We are executing on our strategies to drive growth across the business, leveraging the success of our large user study led by our human factors practice, and expanding our reach across new use cases as our clients look to unlock the power of data to inform artificial intelligence systems. Our expertise in battery technologies continues to be a source of strength for Exponent, as we are seeing expansion into mobility devices. We are also experiencing increased demand for integrity management consulting related to electrical infrastructure, and engineering and construction management expertise on large international capital projects. We expect continued strength in these areas as we move through 2019,” commented Dr. Catherine Corrigan, President and Chief Executive Officer.

“Exponent increasingly deploys its interdisciplinary teams across multiple industry domains, allowing us to address the complex problems associated with integrated technologies. Our unique capabilities and adaptable business model shape Exponent’s leading market position. We look forward to working with our clients to address their most complex technical issues,” continued Dr. Corrigan.

First Quarter Financial Results

Total revenues and revenues before reimbursements grew 3% in the first quarter of 2019. Total revenues were $99.0 million, as compared to $96.5 million in the same quarter of 2018. Revenues before reimbursements were $93.4 million as compared to $90.7 million in the same period one year ago.

Net income was $22.7 million, or $0.42 per diluted share, in the first quarter of 2019, as compared to $20.3 million, or $0.38 per diluted share, in the same period of 2018. The tax benefit for the classification of tax adjustments associated with share-based awards realized in the first quarter of 2019 was $5.7 million, as compared to $3.9 million in first quarter of 2018. 

Inclusive of the tax benefit, Exponent’s consolidated tax rate was 2.7% in the quarter, as compared to 9.4% for the same period last year.

EBITDA1 increased 2% to $23.9 million, as compared to $23.5 million in the first quarter of 2018.

In the first quarter, Exponent paid $8.2 million in dividends and closed the period with $171.8 million in cash, cash equivalents and short-term investments.

In a separate press release today, Exponent announced a $0.16 quarterly dividend payment and reiterated its intent to continue to pay quarterly dividends. 

Business Overview

Exponent’s engineering and other scientific segment represented approximately 80% of the Company’s first quarter net revenues. Net revenues in this segment grew 4% in the first quarter as compared to the same period in 2018. During the quarter, this segment had noteworthy performances in its human factors, materials science, thermal science, structural engineering and construction consulting practices. The human factors practice is leveraging the user research laboratory in Phoenix as well as the Company’s global footprint to collect diverse data sets for clients. Exponent’s inter-disciplinary team of materials scientists, thermal scientists and structural engineers are advising utility clients regarding infrastructure integrity management.  Our construction consulting practice is teaming with several of our engineering practices to support international arbitrations related to issues on large capital projects.

Exponent’s environmental and health segment represented approximately 20% of the Company’s first quarter net revenues. Net revenues in this segment declined 2% in the first quarter as compared to the same period in 2018. Within this segment, the chemical regulation and food safety practice continued to grow as Exponent’s highly credentialed scientists assessed the impact of chemicals on human health and the environment. Growth in both segments was offset as there were fewer billable hours supporting user studies led by our human factors practice.

Business Outlook

“Our outlook reflects positive momentum across the business, which will be partially offset by a challenging year-over-year comparison due to the conclusion of the large project last year. For the full year, we continue to expect revenues before reimbursements to grow in the mid- to high-single digits and EBITDA2 margin to decline by approximately 75 to 125 basis points as compared to 2018,” commented Richard Schlenker, Executive Vice President and Chief Financial Officer.

“As we look ahead, clients will continue to be confronted with a broad range of safety, health, environmental and reliability issues. Exponent engages top scientists and engineers from an extensive array of disciplines, building our industry teams through market intelligence, capability development and thought leadership. We have an adaptable business model and a long history of anticipating changing client needs. We will continue to leverage these qualities as we deliver valuable solutions to clients,” concluded Dr. Corrigan.

Today's Conference Call Information

Exponent will discuss its financial results in more detail on a conference call today, Thursday, April 18, 2019, starting at 4:30 p.m. Eastern Time / 1:30 p.m. Pacific Time. The audio of the conference call is available by dialing (800) 239-9838 or (323) 794-2551. A live webcast of the call will be available on the Investor Relations section of the Company's website at www.exponent.com/investors. For those unable to listen to the live webcast, a replay of the call will also be available on the Exponent website, or by dialing (888) 203­1112 or (719) 457-0820 and entering passcode 6759610#.

Footnotes

1 EBITDA is a non-­GAAP financial measure defined by the Company as net income before income taxes, interest income, depreciation and amortization. EBITDAS is a non-­GAAP financial measure defined by the Company as EBITDA before stock-­based compensation. The Company regards EBITDA and EBITDAS as useful measures of operating performance and cash flow to complement operating income, net income and other GAAP financial performance measures. Additionally, management believes that EBITDA and EBITDAS provide meaningful comparisons of past, present and future operating results. Generally, a non­-GAAP financial measure is a numerical measure of a company's performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. These measures, however, should be considered in addition to, and not as a substitute or superior to, operating income, cash flows, or other measures of financial performance prepared in accordance with GAAP.  A reconciliation of the measures to GAAP is set forth below.

About Exponent

Exponent is an engineering and scientific consulting firm providing solutions to complex problems. Exponent's inter-disciplinary organization of scientists, physicians, engineers, and business consultants draws from more than 90 technical disciplines to solve the most pressing and complicated challenges facing stakeholders today. The firm leverages over 50 years of experience in analyzing accidents and failures to advise clients as they innovate their technologically complex products and processes, ensure the safety and health of their users, and address the challenges of sustainability.

Exponent may be reached at (888) 656­EXPO, info@exponent.com, or www.exponent.com.

Forward Looking Statements

This news release contains, and incorporates by reference, certain "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995, and the rules promulgated pursuant to the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended) that are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. When used in this document and in the documents incorporated herein by reference, the words “intend,” "anticipate," "believe," "estimate," "expect" and similar expressions, as they relate to the Company or its management, identify such forward-­looking statements. Such statements reflect the current views of the Company or its management with respect to future events and are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, the Company's actual results, performance, or achievements could differ materially from those expressed in, or implied by, any such forward-looking statements. Factors that could cause or contribute to such material differences include the possibility that the demand for our services may decline as a result of changes in general and industry specific economic conditions, the timing of engagements for our services, the effects of competitive services and pricing, the absence of backlog related to our business, our ability to attract and retain key employees, the effect of tort reform and government regulation on our business, and liabilities resulting from claims made against us. Additional risks and uncertainties are discussed in our Annual Report on Form 10­K under the heading "Risk Factors" and elsewhere in the report. The inclusion of such forward-looking information should not be regarded as a representation by the Company or any other person that the future events, plans, or expectations contemplated by the Company will be achieved. The Company undertakes no obligation to release publicly any updates or revisions to any such forward-looking statements.

Source: Exponent, Inc.

 
EXPONENT, INC. 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For the Quarters Ended March 29, 2019 and March 30, 2018
(unaudited)
(in thousands, except per share data)
       
     
    Quarters Ended  
    March 29,   March 30,  
   20192018
       
Revenues    
 Revenues before reimbursements$  93,401 $  90,684 
 Reimbursements   5,630    5,773 
       
  Revenues   99,031    96,457 
       
Operating expenses    
 Compensation and related expenses    65,093    57,579 
 Other operating expenses   8,008    7,465 
 Reimbursable expenses   5,630    5,773 
 General and administrative expenses    4,546    4,042 
       
      83,277    74,859 
       
  Operating income    15,754    21,598 
       
Other income    
 Interest income, net   1,055    530 
 Miscellaneous income, net   6,513    322 
      7,568    852 
       
  Income before income taxes   23,322    22,450 
       
Income taxes   610    2,110 
       
       
  Net income $  22,712 $  20,340 
       
       
Net income per share:    
 Basic$  0.43 $  0.39 
 Diluted$  0.42 $  0.38 
       
Shares used in per share computations:    
 Basic   52,536    52,744 
 Diluted   53,814    54,012 
       

 

EXPONENT, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
March 29, 2019 and December 28, 2018
(unaudited)
(in thousands)
       
       
     March 29,    December 28, 
    2019 2018
   Assets   
Current assets:    
 Cash and cash equivalents$  79,080  $  127,059 
 Short-term investments   92,680     81,495 
 Accounts receivable, net   118,864     105,814 
 Prepaid expenses and other assets   13,986     12,244 
  Total current assets   304,610     326,612 
Property, equipment and leasehold improvements, net   50,854     46,103 
Operating lease right-of-use asset   23,852     -  
Goodwill    8,607     8,607 
Other assets    101,297     87,614 
    $  489,220  $  468,936 
       
   Liabilities and Stockholders' Equity   
Current liabilities:   
 Accounts payable and accrued liabilities$  12,377  $  12,283 
 Accrued payroll and employee benefits   46,406     76,855 
 Deferred revenues   7,567     9,166 
 Operating lease liability   5,843     -  
  Total current liabilities   72,193     98,304 
Other liabilities    69,372     55,256 
Deferred rent    -      1,467 
Operating lease liability   18,478     -  
  Total liabilities   160,043     155,027 
       
Stockholders' equity:   
 Common stock   66     66 
 Additional paid-in capital   238,916     227,283 
 Accumulated other comprehensive loss   (2,582)    (2,853)
 Retained earnings   350,506     342,024 
 Treasury stock, at cost   (257,729)    (252,611)
   Total stockholders' equity   329,177     313,909 
    $  489,220  $  468,936 
       

 

EXPONENT, INC. 
EBITDA and EBITDAS (1) 
For the Quarters Ended March 29, 2019 and March 30, 2018
(unaudited)
(in thousands)
      
    
    Quarters Ended 
    March 29,   March 30, 
   2019 2018
      
Net Income$  22,712  $  20,340 
      
Add back (subtract):   
      
 Income taxes   610     2,110 
 Interest income, net   (1,055)    (530)
 Depreciation and amortization   1,590     1,555 
      
  EBITDA (1)   23,857     23,475 
      
 Stock-based compensation   5,731     6,289 
      
  EBITDAS (1)$  29,588  $  29,764 
      
      
      
(1) EBITDA is a non-GAAP financial measure defined by the Company as net income before income taxes, interest income, depreciation and amortization.  EBITDAS is a non-GAAP financial measure defined by the Company as EBITDA before stock-based compensation.  The Company regards EBITDA and EBITDAS as useful measures of operating performance and cash flow to complement operating income, net income and other GAAP financial performance measures.  Additionally, management believes that EBITDA and EBITDAS provide meaningful comparisons of past, present and future operating results.  Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.  These measures, however, should be considered in addition to, and not as a substitute or superior to, operating income, cash flows, or other measures of financial performance prepared in accordance with GAAP.

EX-99.2 3 exh_992.htm PRESS RELEASE EdgarFiling

EXHIBIT 99.2

Exponent Declares Regular Quarterly Dividend

MENLO PARK, Calif., April 18, 2019 (GLOBE NEWSWIRE) -- Exponent, Inc. (Nasdaq:EXPO) today announced that its Board of Directors has declared a quarterly cash dividend of $0.16 per share of common stock to be paid on June 21, 2019 to all common stockholders of record as of June 7, 2019. 

Exponent has paid, and expects to continue to pay, quarterly dividends each year in March, June, September and December. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to the final determination of Exponent's Board of Directors.

“Our regular quarterly cash dividend demonstrates Exponent’s commitment to delivering value to shareholders and maintaining a strong balance sheet. We remain confident in the sustainability of our model and the strength of our financial position,” commented Dr. Catherine Corrigan, President and Chief Executive Officer.

About Exponent

Exponent is an engineering and scientific consulting firm providing solutions to complex problems. Exponent's interdisciplinary organization of scientists, physicians, engineers, and business consultants draws from more than 90 technical disciplines to solve the most pressing and complicated challenges facing stakeholders today. The firm leverages over 50 years of experience in analyzing accidents and failures to advise clients as they innovate their technologically complex products and processes, ensure the safety and health of their users, and address the challenges of sustainability.

Exponent may be reached at (888) 656-EXPO, info@exponent.com, or www.exponent.com.

This news release contains, and incorporates by reference, certain "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995, and the rules promulgated pursuant to the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended) that are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. When used in this document and in the documents incorporated herein by reference, the words “intend,” "anticipate," "believe," "estimate," "expect" and similar expressions, as they relate to the Company or its management, identify such forward-­looking statements. Such statements reflect the current views of the Company or its management with respect to future events and are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, the Company's actual results, performance, or achievements could differ materially from those expressed in, or implied by, any such forward-looking statements. Factors that could cause or contribute to such material differences include the possibility that the demand for our services may decline as a result of changes in general and industry specific economic conditions, the timing of engagements for our services, the effects of competitive services and pricing, the absence of backlog related to our business, our ability to attract and retain key employees, the effect of tort reform and government regulation on our business, and liabilities resulting from claims made against us. Additional risks and uncertainties are discussed in our Annual Report on Form 10­K under the heading "Risk Factors" and elsewhere in the report. The inclusion of such forward-looking information should not be regarded as a representation by the Company or any other person that the future events, plans, or expectations contemplated by the Company will be achieved. The Company undertakes no obligation to release publicly any updates or revisions to any such forward-looking statements.

Source: Exponent, Inc.