UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| x | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2003
or
| ¨ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission File Number 1-16489
FMC Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
36-4412642 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer ) Identification No.) |
| 200 East Randolph Drive, Chicago, Illinois |
60601 | |
| (Address of principal executive offices) |
(Zip code) |
(312) 861-6000
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes x No ¨
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Class |
Outstanding at | |
| Common Stock, par value $0.01 per share |
65,930,237 |
1
PART I—FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FMC Technologies, Inc. and Consolidated Subsidiaries
Consolidated Statements of Income (Unaudited)
(In millions, except per share data)
| Three Months Ended March 31 |
|||||||
| 2003 |
2002 |
||||||
| Revenue |
$ |
499.7 |
$ |
423.6 |
| ||
| Costs and expenses: |
|||||||
| Cost of sales and services |
|
403.1 |
|
335.1 |
| ||
| Selling, general and administrative expense |
|
71.0 |
|
65.5 |
| ||
| Research and development expense |
|
10.2 |
|
11.9 |
| ||
| Total costs and expenses |
|
484.3 |
|
412.5 |
| ||
| Income before minority interests, net interest expense and income taxes |
|
15.4 |
|
11.1 |
| ||
| Minority interests |
|
0.2 |
|
0.6 |
| ||
| Net interest expense |
|
2.2 |
|
3.4 |
| ||
| Income before income taxes |
|
13.0 |
|
7.1 |
| ||
| Provision for income taxes |
|
3.8 |
|
2.1 |
| ||
| Income before the cumulative effect of a change in accounting principle |
|
9.2 |
|
5.0 |
| ||
| Cumulative effect of a change in accounting principle, net of income taxes (Note 3) |
|
— |
|
(193.8 |
) | ||
| Net income (loss) |
$ |
9.2 |
$ |
(188.8 |
) | ||
(continued)
2
FMC Technologies, Inc. and Consolidated Subsidiaries
Consolidated Statements of Income (Unaudited) (continued)
(In millions, except per share data)
| Three Months Ended March 31 |
|||||||
| 2003 |
2002 |
||||||
| Basic earnings (loss) per common share (Note 8): |
|||||||
| Income before the cumulative effect of a change in accounting principle |
$ |
0.14 |
$ |
0.08 |
| ||
| Cumulative effect of a change in accounting principle |
|
— |
|
(2.97 |
) | ||
| Basic earnings (loss) per common share |
$ |
0.14 |
$ |
(2.89 |
) | ||
| Basic weighted average shares outstanding |
|
65.9 |
|
65.2 |
| ||
| Diluted earnings (loss) per common share (Note 8): |
|||||||
| Income before the cumulative effect of a change in accounting principle |
$ |
0.14 |
$ |
0.08 |
| ||
| Cumulative effect of a change in accounting principle |
|
— |
|
(2.97 |
) | ||
| Diluted earnings (loss) per common share |
$ |
0.14 |
$ |
(2.89 |
) | ||
| Diluted weighted average shares outstanding |
|
66.4 |
|
65.2 |
| ||
The accompanying notes are an integral part of the consolidated financial statements.
3
FMC Technologies, Inc. and Consolidated Subsidiaries
Consolidated Balance Sheets
(In millions, except per share data)
| March 31, 2003 (Unaudited) |
December 31, 2002 |
|||||||
| Assets: |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ |
34.6 |
|
$ |
32.4 |
| ||
| Trade receivables, net of allowances of $10.0 in 2003 and $10.5 in 2002 |
|
402.8 |
|
|
419.2 |
| ||
| Inventories (Note 4) |
|
306.9 |
|
|
273.1 |
| ||
| Due from FMC Corporation, net |
|
— |
|
|
1.9 |
| ||
| Other current assets |
|
75.7 |
|
|
86.0 |
| ||
| Total current assets |
|
820.0 |
|
|
812.6 |
| ||
| Investments |
|
29.6 |
|
|
29.4 |
| ||
| Property, plant and equipment, net of accumulated depreciation of $394.2 in 2003 and $390.2 in 2002 |
|
320.2 |
|
|
306.1 |
| ||
| Goodwill (Note 3) |
|
84.6 |
|
|
83.6 |
| ||
| Intangible assets, net (Note 3) |
|
36.8 |
|
|
36.3 |
| ||
| Other assets |
|
18.8 |
|
|
20.1 |
| ||
| Deferred income taxes |
|
73.0 |
|
|
74.6 |
| ||
| Total assets |
$ |
1,383.0 |
|
$ |
1,362.7 |
| ||
| Liabilities and stockholders’ equity: |
||||||||
| Current liabilities: |
||||||||
| Short-term debt (Note 6) |
$ |
97.6 |
|
$ |
59.4 |
| ||
| Current portion of long-term debt |
|
0.1 |
|
|
0.1 |
| ||
| Accounts payable, trade and other |
|
462.9 |
|
|
421.2 |
| ||
| Other current liabilities |
|
171.4 |
|
|
178.8 |
| ||
| Income taxes payable |
|
24.2 |
|
|
29.5 |
| ||
| Current portion of accrued pension and other postretirement benefits |
|
20.8 |
|
|
21.0 |
| ||
| Deferred income taxes |
|
15.3 |
|
|
18.2 |
| ||
| Total current liabilities |
|
792.3 |
|
|
728.2 |
| ||
| Long-term debt, less current portion |
|
150.5 |
|
|
175.4 |
| ||
| Accrued pension and other postretirement benefits, less current portion |
|
79.9 |
|
|
76.8 |
| ||
| Reserve for discontinued operations |
|
16.1 |
|
|
18.1 |
| ||
| Other liabilities |
|
37.4 |
|
|
55.8 |
| ||
| Minority interests in consolidated companies |
|
5.5 |
|
|
4.6 |
| ||
| Commitments and contingent liabilities (Note 11) |
||||||||
| Stockholders’ equity: |
||||||||
| Preferred stock, $0.01 par value, 12.0 shares authorized; no shares issued in 2003 or 2002 |
|
— |
|
|
— |
| ||
| Common stock, $0.01 par value, 195.0 shares authorized; 66.1 and 65.6 shares issued in 2003 and 2002, respectively; 65.9 and 65.5 shares outstanding in 2003 and 2002, respectively |
|
0.7 |
|
|
0.7 |
| ||
| Common stock held in employee benefit trust, at cost, 0.2 and 0.1 shares in 2003 and 2002, respectively |
|
(2.7 |
) |
|
(2.5 |
) | ||
| Capital in excess of par value of common stock |
|
550.5 |
|
|
543.7 |
| ||
| Unamortized restricted stock compensation |
|
(9.8 |
) |
|
(5.1 |
) | ||
| Retained deficit |
|
(78.2 |
) |
|
(87.4 |
) | ||
| Accumulated other comprehensive loss (Note 7) |
|
(159.2 |
) |
|
(145.6 |
) | ||
| Total stockholders’ equity |
|
301.3 |
|
|
303.8 |
| ||
| Total liabilities and stockholders’ equity |
$ |
1,383.0 |
|
$ |
1,362.7 |
| ||
The accompanying notes are an integral part of the consolidated financial statements.
4
FMC Technologies, Inc. and Consolidated Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
(In millions)
| Three Months Ended March 31 |
||||||||
| 2003 |
2002 |
|||||||
| Cash provided (required) by operating activities of continuing operations: |
||||||||
| Income before the cumulative effect of a change in accounting principle |
$ |
9.2 |
|
$ |
5.0 |
| ||
| Adjustments to reconcile income before the cumulative effect of a change in accounting principle to cash provided (required) by operating activities of continuing operations: |
||||||||
| Depreciation |
|
10.3 |
|
|
9.3 |
| ||
| Amortization |
|
1.9 |
|
|
2.5 |
| ||
| Employee benefit plan costs |
|
4.2 |
|
|
3.3 |
| ||
| Deferred income taxes |
|
(1.3 |
) |
|
(12.0 |
) | ||
| Other |
|
1.0 |
|
|
1.2 |
| ||
| Changes in operating assets and liabilities: |
||||||||
| Trade receivables, net |
|
16.4 |
|
|
(27.7 |
) | ||
| Inventories |
|
(34.4 |
) |
|
(37.2 |
) | ||
| Other current assets and other assets |
|
9.3 |
|
|
(10.7 |
) | ||
| Accounts payable (including advance payments), other current liabilities and other liabilities |
|
26.5 |
|
|
61.4 |
| ||
| Income taxes payable |
|
(5.3 |
) |
|
5.3 |
| ||
| Accrued pension and other postretirement benefits, net |
|
(1.2 |
) |
|
(1.2 |
) | ||
| Cash provided (required) by operating activities of continuing operations |
$ |
36.6 |
|
$ |
(0.8 |
) | ||
(continued)
5
FMC Technologies, Inc. and Consolidated Subsidiaries