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TABLE OF CONTENTS
Item 8. Financial Statements and Supplementary Data
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-K
| ý | Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. | |
For the fiscal year ended December 31, 2002 |
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OR |
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o |
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
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For the transition period from to |
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Commission File Number: 0-14292
DURATEK, INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 22-2427618 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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10100 Old Columbia Road, Columbia, Maryland (Address of principal executive offices) |
21046 (Zip Code) |
Registrant's telephone number, including area code: (410) 312-5100
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.01 Per Share
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 ý No o
Indicate by check mark if disclosure of delinquent files pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ý
As of March 17, 2003, the aggregate market value of the outstanding shares of the Registrant's Common Stock, par value $0.01 per share, held by non-affiliates was approximately $83,942,735 based on the average closing price of the Common Stock as reported by the NASDAQ National Market on March 17, 2003. Determination of affiliate status for this purpose is not a determination of affiliate status for any other purpose.
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes ý No o
Indicate the number of shares outstanding of each of the Registrant's classes of Common Stock, as of the most recent practicable date.
| Class |
Outstanding at March 17, 2003 |
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|---|---|---|
| Common stock, par value $0.01 per share | 13,529,220 shares |
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant's definitive Proxy Statement for its 2003 Annual Meeting of Stockholders are incorporated by reference into Part III hereof.
Form 10-K Cross-Reference Sheet
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| Part I | |||
| Item 1. | Business | ||
| Item 2. | Properties | ||
| Item 3. | Legal Proceedings | ||
| Item 4. | Submission of Matters to a Vote of Security Holders | ||
Part II |
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| Item 5. | Market for Registrant's Common Equity and Related Stockholder Matters | ||
| Item 6. | Selected Financial Data | ||
| Item 7. | Management's Discussion and Analysis of Financial Condition and Results of Operations | ||
| Item 7A. | Quantitative and Qualitative Disclosure About Market Risk | ||
| Item 8. | Financial Statements and Supplementary Data | ||
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | ||
Part III |
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| Item 10. | Directors and Executive Officers of the Registrant* | ||
| Item 11. | Executive Compensation* | ||
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters* | ||
| Item 13. | Certain Relationships and Related Transactions* | ||
| Item 14. | Controls and Procedures | ||
Part IV |
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| Item 15. | Exhibits, Financial Statement Schedules and Reports on Form 8-K | ||
Signatures |
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Certifications |
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Forward Looking Information
In response to the "safe harbor" provisions contained in the Private Securities Litigation Reform Act of 1995, Duratek, Inc. (the "Company") is including in this Annual Report on Form 10-K the following cautionary statements which are intended to identify certain important factors that could cause the Company's actual results to differ materially from those projected in forward-looking statements of the Company made by or on behalf of the Company. Many of these factors have been discussed in prior filings with the Securities and Exchange Commission.
The Company's future operating results are largely dependent upon the Company's ability to manage its commercial waste processing operations, including obtaining commercial waste processing contracts and processing the waste under such contracts in a timely and cost-effective manner. In addition, the Company's future operating results are dependent upon the timing and awarding of contracts by the United States Department of Energy ("DOE") for the cleanup of other waste sites administered by it. The timing and award of such contracts by the DOE is directly related to the response of governmental authorities to public concerns over the treatment and disposal of radioactive, hazardous, mixed, and other wastes. The lessening of public concern in this area or other changes in the political environment could adversely affect the availability and timing of government funding for the cleanup of DOE and other sites containing radioactive and mixed wastes. Additionally, revenues from technical support services have in the past and continue to account for a substantial portion of the Company's revenues and loss of one or more technical support service contracts could adversely affect the Company's future operating results. Finally, a significant component of the Company's direct costs include the cost of disposal of materials in licensed landfills. The ability to reflect increased costs in pricing to customers, the availability of these licensed facilities, and any changes in the rate structures of such licensed facilities have the potential to affect the operating results of the Company.
The Company's future operating results may fluctuate due to factors such as: the timing of new commercial waste processing contracts and duration of and amount of waste to be processed pursuant to those contracts; the acceptance and implementation of the Company's waste treatment technologies in the government and commercial sectors; the evaluation by the DOE and commercial customers of the Company's technologies versus other competing technologies as well as conventional storage and disposal alternatives; the timing of new government waste processing projects, including those pursued jointly with others; the duration of such projects; and the timing of commercial nuclear power plant outages and other large technical support services projects at its customers' facilities.
An element of the Company's growth strategy is to continue to pursue strategic acquisitions that expand and complement the Company's business, technologies, and service offerings. Under the Company's amended credit facility, which was completed in February 2003, the Company is permitted to enter into certain acquisitions, as defined in the credit agreement, subject to certain conditions. If the Company does complete an acquisition, the Company's future operating results may be affected by the costs and timing of completion and integration of such an acquisition.
Overview
Duratek, Inc., together with its wholly owned subsidiaries (the "Company" or "Duratek"), provides safe, secure radioactive materials disposition and nuclear facility operations for commercial and government customers. The Company possesses the breadth of capabilities, technologies, assets, facilities, and qualified personnel necessary to provide a full array of radioactive material characterization, processing, transportation, accident containment and restoration services, and final disposition. The Company operates through its five licensed commercial facilities and on-site at customer premises. The Company's 1,000-plus project managers and technical personnel strive to implement the optimal technology to meet each customer's needs. The Company's capabilities include both proprietary and other proven technologies, including over 120 Company owned patents that can be used independently or in tandem to safely manage and process customers' radioactive material for long-term disposition.
The Company's operations are organized into three primary segments: (i) federal services, (ii) commercial services, and (iii) commercial processing and disposal. The Company's federal services operations provide on-site waste processing and disposal services, off-site waste disposition, on-site management of nuclear facility operations, and on-site clean up (remedial action) services on large government projects for the United States Department of Energy ("DOE") and other governmental entities. The Company's services include program development, project management, nuclear facility operation, waste characterization, packaging and shipping of waste, selected technical services, and site cleanup.
The Company's commercial services operations provide waste treatment and disposition services to a diverse group of commercial clients, including nuclear power utilities. These services include water processing, nuclear waste handling and treatment, transportation, licensing, packaging, heavy hauling, disposal, and nuclear facility decontamination and decommissioning ("D&D"). The Company operates treatment systems in nearly two dozen nuclear power plants, owns and operates various types of waste treatment equipment, and provides on-site waste management and clean up services at customers' facilities. The Company also provides technical support services to its clients which include project management, radiological engineering, radiation protection support, and environmental consulting. These services are provided by approximately 300 engineers, project managers, and technicians.
The Company conducts its commercial processing and disposal operations at its three facilities in Tennessee and at two facilities in South Carolina. At these facilities, the Company uses multiple technologies to process customer waste for final disposition. The Company's ability to integrate its waste treatment technologies enables it to handle a diversity of waste streams in a cost-effective manner. The Company also operates a low-level radioactive waste disposal landfill site in Barnwell, South Carolina, which is one of the few facilities in the United States permitted to accept commercially generated low-level radioactive waste.
In June 2000, the Company acquired the nuclear services business of Waste Management, Inc., which business is referred to as Waste Management Nuclear Services ("WMNS"). WMNS consisted of three operating segments: (i) the federal services division which provided radioactive waste handling, transportation, treatment, packaging, storage, disposal, site cleanup, and project management services primarily for the DOE and other federal agencies, (ii) the commercial services division which provided radioactive waste handling and treatment, transportation, licensing, packaging, disposition, and D&D services primarily to nuclear utilities, and (iii) the commercial disposal division which operated the
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commercial low-level radioactive waste disposal facility in Barnwell, South Carolina. The results of the operations of WMNS are included in the Company's results from the date of the acquisition.
Information about the Company's Operating Segments
Financial information about the Company's operating segments is in Part II, Item 8, Notes to Consolidated Financial Statements, in note 17, Segment Reporting and Business Concentrations.
Federal Services
The Company's federal services operations provide on-site and off-site waste processing and disposal services, off-site waste disposition, on-site management of nuclear facility operations, and on-site clean up (remedial action) services on large government projects for the DOE and other governmental entities. The Company's services include program development, project management, nuclear facility operation, waste characterization, packaging and shipping of waste, selected technical services, and site cleanup. The Company has over 18 years of experience in designing, constructing, and operating low-level radioactive waste systems and facilities and providing site cleanup services for the DOE and other governmental entities. The Company occasionally teams with other companies to pool resources, submit proposals, and execute projects on behalf of the Company's clients. In 2002, the Company established joint ventures for a large project at Rocky Flats and a significant, long-term project for the DOE in Tennessee.
The Company derives revenues in its federal services operations principally through subcontracts with a combination of DOE contractors and subcontractors. Revenues derived from the Company's federal services operations represented approximately 46.4%, 42.9%, and 32.5% of the Company's total revenues during 2002, 2001, and 2000, respectively. A significant portion of these revenues in 2002 were related to work performed for Bechtel Hanford, Inc., Bechtel Jacobs Company LLC, and Flour Hanford, Inc.
The Company's federal services operations have managed waste facility operations, generator services, packaging and transportation, and related support activities at the Hanford Site, Oak Ridge Reservation, Idaho National Engineering and Environmental Laboratory, Brookhaven National Laboratory, Los Alamos National Laboratory, Rocky Flats, and other DOE sites since 1986. Currently, the Company has the following major environmental management contracts with the DOE and site contractors:
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The following is a brief summary of a significant ongoing project and two new projects awarded in 2002 relating to the federal services operations:
Hanford Waste Treatment Plant. In 2000, Bechtel National Incorporated ("BNI") was awarded the DOE's Hanford Washington Waste Treatment Plant contract for the design, procurement, construction, and commissioning of the waste treatment plant. The contract has a ten-year duration and the Company has a significant role in this project. Revenues from this contract in 2002 were $6.6 million.
BNI has contracted with the Company to provide the vitrification technology required for the project through engineering design and technology development contracts. As part of the engineering contract, the Company is developing the designs of both the High Level Waste ("HLW") and Low Active Waste ("LAW") melters as well as preparing to support the purchase and construction of these units. The integration of these activities into the contractor's overall schedule is presently underway. The Company is also working with BNI to advance the design, as well as provide the staffing, to meet the demanding engineering schedule that is expected from BNI over the next several years.
Under the technology development contract with BNI, there are two key elements: first, continued use of the pilot DuraMelter in Columbia, Maryland and second, the contractual use of the DuraMelter 1200 located at the Catholic University of America's Vitreous State Laboratory. These two pilot scale melters, combined with several smaller scale systems, continue to be used by the project to demonstrate effectiveness of the technology on various simulated waste streams, test materials of construction for operability and longevity, and for their overall use as developmental platforms for project system design.
DUF6. In August 2002, Uranium Disposition Services, LLC ("UDS") was awarded a contract by the DOE to design, build, and operate facilities in Paducah, Kentucky and Portsmouth, Ohio to convert the DOE's inventory of depleted uranium hexafluoride (DUF6) for reuse or disposal. UDS will also be responsible for maintaining the depleted uranium and product inventories and transporting depleted uranium from Oak Ridge, Tennessee to the Portsmouth, Ohio plant for conversion. UDS is a limited liability company formed by the Company, Framatome ANP Inc., and Burns and Roe Enterprises Inc. The Company provides executive management, financial management, and other support functions for UDS and accounts for its investment under the equity method. The estimated total revenue of this nine-year contract is $558 million. The Company owns 26% of UDS and profits and losses of UDS are shared in accordance with the ownership percentages.
The DOE has a large inventory of DUF6 material with 56,000, 198,000 and 450,000 metric tons currently stored at its facilities in Tennessee, Ohio, and Kentucky, respectively. DUF6 is a material byproduct of weapons production activities that occurred over the years at the three facilities. The conversion plants will convert the DUF6 material to triuranium octoxide (U3O8), which will be suitable
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for use or disposal. UDS will operate these facilities for five years after construction has been completed.
Salt Waste Processing. In October 2002, the DOE selected a team comprised of the Company, Parsons Infrastructure and Technology Group, Inc., and General Atomics to perform one of two contracts to complete the conceptual design for a new Salt Waste Processing Facility ("SWPF") at the Savannah River Site near Aiken, South Carolina. The SWPF will be a pre-treatment plant to remove cesium from the DOE's inventory of 38 million gallons of highly radioactive waste stored in 49 tanks at the Savannah River Site. Additional processing through a high-level vitrification facility and a chemical stabilization facility, which already exist at the Savannah River Site, will be the final stabilization for the treated waste. This one-year contract is the first phase of the project and has estimated total revenues of approximately $10 million, of which the Company's portion is 30%. This contract is a cost plus fixed fee contract. The conceptual design phase involves providing a design plan for the operation of the new plant to meet the DOE's expectations for safety, compliance, and performance. If the team which includes the Company is awarded the second phase of the project, which is expected to result in total revenues estimated to be in excess of $300 million, the Company will be responsible for supporting the detailed design, construction, and start-up of the new facility.
Commercial Services
The Company's commercial services operations provide waste treatment and disposition services to a diverse group of commercial clients, including nuclear power utilities. These services include water processing, nuclear waste handling and treatment, transportation, licensing, packaging, heavy hauling, disposal, and nuclear facility D&D. The Company operates treatment systems in nearly two dozen nuclear power plants, owns and operates various types of waste treatment equipment, and provides on-site waste management and clean up services at customers' facilities. The Company also provides technical support services to its clients including project management, radiological engineering, radiation protection support, and environmental consulting. These services are provided by approximately 300 engineers, project managers, and technicians. Revenues derived from commercial services operations represented approximately 22.3%, 25.7%, and 28.3% of the Company's total revenues during 2002, 2001, and 2000, respectively. A significant portion of these revenues in 2002 were related to work performed for Bechtel Power Corp.
The following is a brief summary of some of the types of services provided to the Company's commercial clients:
THERMEX and ALPS liquid waste processing services. The Company provides on-site liquid waste processing services to nuclear power generators throughout the United States. About 60 million gallons of water are successfully processed each year at 15 nuclear reactor plants. The Company is the largest provider of contracted liquid waste processing services to the commercial nuclear utility industry. A number of patented technologies, including unique and technically advanced membrane systems, are used to provide this service. These services are environmentally responsible in that they minimize radioactive waste generation, minimize or eliminate liquid releases to the environment, and allow recycling of wastewater.
Transportation Services. Through a wholly owned subsidiary, Hittman Transport Services, Inc. ("Hittman"), the Company maintains a fleet of tractors, trailers, and shipping containers for transporting radioactive waste and radioactively contaminated equipment for processing and disposal. All of Hittman's vehicles are constantly monitored via satellite to optimize waste pickup and delivery scheduling. Hittman maintains terminal locations around the country that are located within range of 90% of the commercial nuclear power plants in the United States. Hittman's services are complemented by a fleet of 60 casks, which is the largest fleet of casks in the United States. Casks are engineered shipping containers that allow safe transport of both liquid and solid radioactive waste. Ten
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of these casks are United States Nuclear Regulatory Commission ("NRC") licensed type "B" shipping casks which provide a unique capability to handle virtually any type of radioactive material. The Company's cask fleet is unique in that it contains the largest volume type "B" shipping cask, the 10-160B, which has also been licensed by the NRC to transport transuranic waste for the DOE.
Site Decontamination and Decommissioning. The Company has performed D&D services at over 60 facilities worldwide, including work at two nuclear power plants that have been completely decommissioned to NRC requirements. The Company has performed D&D services at the following commercial nuclear power plants: Fort St. Vrain Nuclear Generating Station, Humboldt Bay Power Plant Unit 3, Shoreham Nuclear Power Station, Rancho Seco Nuclear Station, and Trojan Nuclear Power Plant. The Company is currently performing D&D services under contracts for Connecticut Yankee's Haddam Nuclear Power Station, Consumers Energy Big Rock Point Nuclear Power Plant, Maine Yankee Atomic Power Company, and Yankee Rowe Nuclear Power Plant. In addition, D&D services are being provided for two university research reactors and a number of other commercial facilities. D&D services provided by the Company include site radiological surveys, instrument provision, waste characterization, decommissioning planning, remediation, health physics support, total waste management services, waste processing, and final surveys. The Company has technical personnel who have developed project techniques accepted by the NRC, radioactive material licenses, programs, procedures, equipment, and instrumentation to handle projects that range from small hot cells to large nuclear power stations. In addition, through its transportation and commercial waste processing operations, the Company offers its customers an integrated and comprehensive solution to their site D&D problems.
Radiological Engineering Services. The Company's technical personnel provide commercial and government customers with a variety of radiological engineering services, including development of health physics and emergency preparedness programs, MORT analysis, licensing, procurement, and training in radiological protection and radioactive waste transportation. Most of the Company's senior technical personnel that provide radiological engineering services are fully certified and have had extensive experience at operating nuclear power plants regulated by the NRC.
Environmental Consulting Services. The Company provides environmental consulting services to clients in the areas of environmental remediation, facility decommissioning, Occupational Safety and Health Act ("OSHA") and United States Environmental Protection Agency ("EPA") compliance audits, site characterization, licensing and permitting, and air quality and emission studies. The Company either supplies professionals and technical personnel to supplement client staffs or assumes responsibility for entire projects. Included among the Company's available personnel for such environmental consulting projects are chemical, civil, and environmental engineers, certified health physicists, chemists, toxicologists, safety and health experts, regulatory compliance specialists, remediation experts, radiological control technicians, hazardous material technicians, and decontamination experts.
Commercial Processing and Disposal
The Company conducts its commercial processing and disposal operations at its three Tennessee locations: the Bear Creek Operations Facility in Oak Ridge, the Company's facility in Memphis, and the Gallaher Road Operations Facility in Kingston. The Company also operates two facilities in Barnwell, South Carolina: the Duratek Consolidation & Services Facility ("DCSF") and the Barnwell Low-Level Radioactive Waste Management Disposal Facility. The Bear Creek Operations Facility is the largest commercial waste processing facility for low-level radioactive waste in the United States and has the capability to handle over 60 million pounds of radioactive waste per year. The Company uses a combination of treatment technologies to process the waste to achieve significant volume and mass reduction before sending it for disposal. Accordingly, the Company believes its customers benefit from
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significant cost savings through the reduction of disposal cost by first confirming the presence of radioactive material and then minimizing the volume and mass of waste. The technologies used at the Tennessee based processing operations include incineration, compaction, metal decontamination and recycling, and Green is Clean. The Memphis, Tennessee facility is equipped to receive, decontaminate, and cut large nuclear power plant components, reducing their disposal cost. In 2003, the Company has decided to include the results of the Memphis operations in its commercial services operations as this operation will support the transportation and technical support services. The DCSF was originally chartered to support the Department of Defense ("DOD") in preparation of materials for disposal. Continuing missions have supported military equipment decontamination and parts retrieval/recycling. The DCSF continues to provide flexible, rapid response capacities to national as well as international DOD projects, conflicts, and missions. The Company's ability to integrate its waste treatment technologies enables it to handle diverse forms of waste streams in a cost-effective manner.
In the WMNS transaction, the Company acquired the operating rights to a commercial low-level radioactive waste disposal landfill site in Barnwell, South Carolina. This waste disposal landfill site is one of the few facilities in the United States permitted to accept commercially generated low-level radioactive waste. The site is owned by the State of South Carolina and leased to the Company under a long-term lease. The Company operates the site under a license granted by the State of South Carolina. The Barnwell facility pursues the disposal market for large nuclear components not suitable for volume reduction and ion exchange resins and wastes that are generated by nuclear power plants, hospitals, research laboratories, and industrial facilities. Effective July 1, 2000, the South Carolina General Assembly passed the Atlantic Interstate Low-Level Radioactive Waste Compact Implementation Act (the "Act"). The provisions of the Act extensively govern the relationship between the State of South Carolina and operators of facilities for the disposal of low-level radioactive waste ("LLRW") in a comprehensive economic regulatory program. The Act establishes a schedule of declining annual maximum volumes of LLRW from generators within and outside of the compact to be disposed of at the Barnwell facility in South Carolina. The maximum annual volume declines from 160,000 cubic feet to 35,000 cubic feet over an eight-year period. After this eight-year period, the site will remain open for waste from the three Atlantic Compact states only. Under the Act, the Company is reimbursed for allowable costs identified by the South Carolina Public Service Commission and incurred by the Company plus an operating margin of 29% on certain of those allowable costs. The results from July 1, 2000 forward are based on the economic regulation imposed by the Act.
Revenues derived from the commercial processing and disposal operations are from the processing and treatment of customer waste streams, from the DCSF facility, and from the operations of the Barnwell waste disposal landfill site. Customers of the Company's commercial processing and disposal operations include electric utilities, government agencies, industrial facilities, laboratories, hospitals, and others. Revenues derived from the Company's commercial processing and disposal operations represented approximately 31.3%, 31.4%, and 39.2%, of the Company's total revenues in 2002, 2001, and 2000, respectively. A significant portion of these revenues in 2002 were related to work performed for Bechtel Power Corp.
The Company has developed or acquired several waste treatment technologies for use on a variety of radioactive, mixed, and other waste streams. The following is a brief summary of the waste treatment technologies that are being utilized by the Company in its commercial processing and disposal operations:
Incineration. Incineration is the most cost-effective treatment for most dry active waste and is the preferred waste treatment technology of many of the Company's customers for non-hazardous solid waste, waste oils, and other waste liquids. The Company's two incinerators at its Bear Creek Operations Facility are the only two licensed commercial low-level radioactive waste incinerators in the United States. The Company's incinerators are capable of processing solid waste at up to 1,600 pounds per hour and up to 30 gallons of radioactive, non-hazardous waste oils simultaneously.
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Compaction. Achieving maximum density is critical to cost-effective radioactive waste disposal at most burial sites. The Company's UltraCompactor at its Bear Creek Operations Facility is the nation's largest compactor available for low-level radioactive waste, capable of compacting both drums and boxes (up to 38 cubic feet) with the force of 10 million pounds. The UltraCompactor has a capacity of 70,000 cubic feet per month. Average volume reduction using the Company's compaction technology is approximately six times for dry active waste and eight times for asbestos. Typically, the waste processed utilizing this technology is dry active waste and includes paper, plastic, asbestos, metals, woods, and filters.
Metal Decontamination and Recycling. The Company's metals processing program at its Bear Creek Operations Facility provides a cost-effective solution for radioactively contaminated metals by using a combination of surveying, compaction, decontamination, and melting. The Company examines the metal and sorts it for processing based on its contamination level to achieve the most cost-effective process for final disposition. If it is cost-effective, the Company will volume reduce the metal using its UltraCompactor and send it to an appropriate low-level radioactive burial site. The Company's specialized decontamination equipment allows metal to be successfully decontaminated for landfill disposal. For metals that cannot be decontaminated, the Company may utilize its metal melting technology. The Company's 20 ton, 7,200 kW electric induction furnace operates exclusively for melting and beneficially reusing radioactive metal. All of the metal processed through the metal melt furnace is beneficially reused in the form of shield blocks and provided to various high-energy physics projects throughout the United States. These radioactive shield blocks are not released to the public and they are not released for commercial scrap metal recycling. The beneficial reuse of radioactive metal eliminates the liability for the original waste generator and saves resources by using radioactive metal instead of new metal that will eventually become radioactive.
Green is Clean. The Company's Green is Clean ("GIC") program is a multi-step, bulk assay and release process that is fully licensed and permitted for operation in Tennessee. The GIC process relies on advanced assay technology to determine the presence of radioactive materials in potentially "clean" waste generated within a radiologically controlled area or licensed facility. The GIC process greatly reduces the amount of radioactive waste burial by segregating "clean" solid waste from "radioactive" waste. Thus, radioactive burial space is saved for radioactive waste and customer costs for radiological operations and decommissioning projects are reduced. The Company also has a mobile version of the GIC bulk assay equipment that can be operated at a customer's site.
Sales and Marketing Strategy
The Company's product and service offerings provide cost-effective waste management solutions for commercial and DOE low-level radioactive waste generators. The marketing and business development organization is centralized while direct sales is decentralized to more closely align activities with the specific operating segments of the Company. This approach has strengthened the Company's competitive position when pursuing commercial and DOE service contracts and waste remediation projects.
Environmental Matters
Environmental Laws and Regulations Creating a Demand for the Company's Waste Treatment Technologies
Various environmental protection laws have been enacted and amended during recent decades in response to public concern over the environment. The operations of the Company's customers are subject to these evolving laws and the implementing regulations. The Company believes that the obligations to comply with the requirements of the following laws contribute to the demand for its services.
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The Atomic Energy Act of 1954 ("AEA") and the Energy Reorganization Act of 1974 (the "ERA") authorize the NRC to regulate the receipt, possession, use, and transfer of radioactive materials, including "source material," "special nuclear material," and "byproduct material." Pursuant to its authority under the AEA, the NRC has adopted regulations that address the management, treatment, and disposal of low-level radioactive waste, and that require the licensing of low-level radioactive waste disposal sites by NRC or NRC Agreement States.
The processing, storage, and disposal of high-level nuclear waste are subject to the requirements of the Nuclear Waste Policy Act, as amended by the Nuclear Waste Policy Act Amendments. These statutes regulate the disposal of high-level nuclear waste by establishing procedures and schedules for siting geologic repositories for such waste. The NRC has issued regulations that address the storage and disposal of high-level nuclear waste.
The Uranium Mill Tailings Radiation Control Act ("UMTRCA") and the Uranium Mill Tailings Remedial Action Amendments Act are intended to protect public health and the environment from hazards associated with uranium ore milling wastes at active and inactive uranium mills. UMTRCA designates specific inactive mill sites for remedial action, and gives the DOE the responsibility for carrying out remedial actions at these sites.
The Low-Level Radioactive Waste Policy Act of 1980 ("LLRWPA") and the Low-Level Radioactive Waste Policy Amendments Act of 1985 ("LLRWPA Amendments") address the siting of new low-level radioactive waste disposal facilities. Each state is responsible for providing capacity for commercial low-level radioactive waste generated within its borders. The LLRWPA also encourages groups of states to enter into compacts providing for the development and operation of low-level radioactive waste disposal facilities. At the present time, state compacts have opened no new radioactive waste disposal facilities.
The Resource Conservation and Recovery Act of 1976 ("RCRA"), as amended by the Hazardous and Solid Waste Amendments of 1984 ("HSWA"), provides a comprehensive framework for the regulation of the generation, transportation, treatment, storage, and disposal of hazardous waste. The intent of RCRA is to control hazardous wastes from the time they are generated until they are properly recycled or treated and disposed. RCRA prohibits improper hazardous waste disposal and imposes criminal and civil liability for failure to comply with its requirements. RCRA requires that hazardous waste generators, transporters, and operators of hazardous waste treatment, storage, and disposal facilities meet strict standards set by government agencies. In certain circumstances, RCRA also requires operators of treatment, storage, and disposal facilities to obtain and comply with RCRA permits. The Land Disposal Restrictions developed under the HSWA prohibit land disposal of specified wastes unless these wastes meet or are treated to meet Best Demonstrated Available Technology ("BDAT") treatment standards, unless certain exemptions apply.
The Toxic Substances Control Act ("TSCA") provides the EPA with the authority to regulate over 60,000 commercially produced chemical substances. The EPA may impose requirements involving manufacturing, record keeping, reporting, importing, and exporting. The TSCA also established a comprehensive regulatory program for PCBs, which is analogous to the RCRA program for hazardous waste.
The Clean Water Act, as amended, establishes standards, permits, and procedures for controlling the discharge of pollutants from wastewater sources.
The Clean Air Act of 1970, as amended (the "Clean Air Act"), empowers the EPA and the states to establish and enforce ambient air quality standards and limits of emissions of pollutants from facilities. This has resulted in tight control over emissions from technologies like incineration.
The Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA" or "Superfund"), and subsequent amendments under the Superfund Amendments and
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Reauthorization Act ("SARA"), as implemented by the National Contingency Plan, provide for the investigation and remediation of sites containing hazardous substances. The Superfund program's regulations require that any remediation of hazardous substances meet applicable and relevant and/or appropriate regulatory requirements. Superfund also establishes strict and retroactive liability for parties who generated or transported hazardous substances, or owned and/or operated the sites containing them. This creates a strong incentive for proper management and disposal of hazardous waste.
The Emergency Planning and Community Right to Know Act of 1986 ("EPCRA") requires companies to submit emergency and hazardous inventory forms to state and local agencies for all materials requiring a material safety data sheet under OSHA. EPCRA requires full disclosure of environmental releases to the public and contributes to public awareness and activism regarding corporate environmental management issues. To the extent a generator's waste can be reported as being recycled, public pressure may be eliminated or significantly reduced.
The Pollution Prevention Act of 1990 establishes pollution prevention as a national objective, naming it a primary goal wherever feasible. The act states that if pollution cannot be prevented, materials should be recycled in an environmentally safe manner.
Under the mandate of the Federal Facility Compliance Act ("FFCA"), the DOE is currently engaged in a program to treat and dispose of the mixed waste currently stored at its facilities. The FFCA required DOE to develop and comply with treatment and disposal plans for each of its facilities and charges the DOE with developing treatment and disposal capacity for these wastes where it does not currently exist. The plans must also address the need to treat and dispose of mixed wastes generated from the remediation of contaminated DOE sites.
Environmental Laws and Regulations Affecting the Use of the Company's Waste Treatment Technologies
To the extent that the Company is engaged in the storage, processing, or disposal of mixed waste, the radioactive components are subject to the NRC regulations promulgated under the AEA, while the EPA, under RCRA, regulates the hazardous components of the waste. To the extent that these regulations have been delegated to the states, the state may also regulate mixed waste.
Pursuant to the mandate of the AEA, NRC regulations and guidance address the classification and management of low-level radioactive waste. The NRC regulations also govern the technical, monitoring, and safety-related aspects of developing and operating low-level radioactive waste disposal facilities. Pursuant to its authority under the AEA, the NRC also has established licensing requirements and operating procedures for such facilities. The NRC requirements address siting criteria, site stability, the development and implementation of institutional controls for the facility (e.g., access restrictions, environmental monitoring, and site maintenance), facility operation, financial assurance, closure, and site stabilization. The Company's facilities implement NRC requirements through Agreement States' regulations and facility radioactive material licenses. The NRC has delegated this licensing authority to numerous state agencies, including agencies in those states in which the Company's facilities and operations are located.
Under RCRA, wastes are classified as hazardous either because they are specifically listed as such or because they display certain hazardous characteristics. Under current regulations, waste residues derived from listed hazardous wastes are considered hazardous wastes unless they are delisted through a formal rulemaking process that may last a few months to several years. For this reason, waste residue that is generated by the treatment of listed hazardous wastes, such as waste treated with the Company's vitrification technologies, may be considered a hazardous waste without regard to the fact that this waste residue may be environmentally benign. Subsequent management of such waste residue would be subject to full RCRA regulation, including the prohibition against land disposal without treatment in compliance with BDAT. In some cases, there is no current technology to treat mixed wastes, although
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EPA policy places these wastes on a low enforcement priority. The Company's ownership and operation of treatment facilities also exposes the Company to potential liability for cleanup of releases of hazardous wastes under RCRA.
Operators of hazardous waste treatment, storage, and disposal facilities are required to obtain RCRA Part-B permits from the EPA or from states authorized to implement the RCRA program. The Company has developed procedures to ensure compliance with RCRA permit provisions at the Bear Creek Operations Facility, including procedures for ensuring appropriate waste acceptance and scheduling, waste tracking, manifesting and reporting, and employee training.
When the Company engages in the transportation of hazardous materials, such as radioactive materials, it is subject to the requirements of the Hazardous Materials Transportation Act, as amended by the Hazardous Materials Transportation Uniform Safety Act. Pursuant to these statutes, the United States Department of Transportation regulates the transportation of hazardous materials in commerce. Shippers and carriers of radioactive materials must comply with both the general requirements for hazardous materials transportation and with specific requirements for the transportation of radioactive materials.
CERCLA effectively imposes strict, joint, and several retroactive liabilities upon owners or operators of facilities where a release of hazardous substances has occurred, on parties who generated hazardous substances that were released at such facilities, and on parties who arranged for the transportation of hazardous substances to such facilities. The Company's ownership and operation of vitrification, storage, and incineration facilities on-site expose the Company to potential liability under CERCLA for releases of hazardous substances into the environment at those sites. In the event that off-site storage or disposal facilities utilized by the Company for final disposition of the glass and other residues from the Company's vitrification, incineration, and other treatment processes are subject to cleanup under CERCLA, the Company could incur liability as a generator of such materials or by virtue of having arranged for their transportation and disposal. The Company designs its DuraMelter and other processes to minimize the potential for release of hazardous substances into the environment. In addition, the Company has developed plans to manage and minimize the risk of CERCLA or RCRA liability, including the training of operators, use of operational controls, and structuring of its relationships with the entities responsible for the handling of waste materials and by-products.
The Company's facilities may have to obtain permits under the Clean Water Act, the Clean Air Act, and corresponding state statutes. The necessity to obtain such permits depends upon the facility's location and the expected emissions from the facility. Additional state licenses or approvals may also be required. Further, many of the federal regulatory authorities described in this section have been delegated to state agencies; accordingly, the Company holds the required licenses, permits and other approvals from numerous states.
The Clean Air Act imposes stringent requirements upon owners and operators of facilities that emit pollutants into the air. The Company believes that its treatment systems effectively trap particulates and prevent hazardous emissions from being released into the air, the release of which would violate the Clean Air Act. The Clean Air Act may require permits prior to the construction and operation of the Company's facilities, and may require additional emission controls and restrictions on materials stored, used, and incinerated at existing or proposed facilities.
The Clean Water Act establishes standards, permits, and procedures for controlling the discharge of pollutants from wastewater sources. The Company believes that DuraMelters generally will not be subject to the water pollution control requirements of the Clean Water Act because DuraMelters are designed to have no residual wastewater discharge. However, the Clean Water Act's standard permits and procedures are potentially applicable to all other water discharged from, or reused at, facilities owned or operated by the Company.
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OSHA provides for the establishment of standards governing workplace safety and health requirements, including setting permissible exposure levels for hazardous chemicals that may be present in mixed wastes. The Company is required to follow OSHA standards, including the preparation of material safety data sheets, hazardous response training, and process safety management. The NRC has set regulatory standards for worker protection and public exposure to radioactive materials or wastes.
Competition
In its federal services and commercial services operations, the Company's competitors range from major national and regional environmental service and consulting firms that have large environmental remediation staffs to small local firms. Many of the major national and regional environmental service and consulting firms have greater financial, management, and marketing resources than the Company. The availability of skilled technical personnel, quality of performance, safety, diversity of services, and price are the key competitive factors in this market.
The market for the Company's waste treatment services is characterized as the packaging, transportation, treatment, stabilization, and disposal of certain radioactive, hazardous, and mixed wastes. The Company is aware of competition from several large companies that have substantially greater financial and technical resources and numerous other smaller companies. Any of such companies may possess or develop alternate technologies superior to those of the Company. The predominant waste treatment and disposal methods include direct landfill disposal, on-site containment/processing, and incineration, or other thermal treatment methods. Competition is based primarily on cost, regulatory, and permit restrictions, technical performance, dependability, and environmental integrity. The Company believes that it will be able to compete favorably on the basis of these factors. The Company also believes that it has several competitive advantages over its competitors, including its proprietary waste treatment technologies, its comprehensive approach to waste treatment, demonstrated commercial success of its technologies, reputation for providing quality service to its customers, and its low-level radioactive waste disposal landfill site.
Research and Development Activities
The Company does not conduct or fund its own research and development activities. In connection with various Company contracts or subcontracts, The Vitreous State Laboratory of The Catholic University of America in Washington, D.C. ("VSL") conducts research and development under fixed price and cost reimbursable contracts. Under these contracts, the research is supervised by Drs. Macedo and Litovitz and all inventions and discoveries are owned by them and licensed to the Company under an exclusive license agreement.
For waste cleanup projects in which the VSL's technical services are utilized by the Company, the Company reimburses the VSL on a time and expense basis and includes the estimated cost for such services in its formal bid proposal. The VSL is a not-for-profit institution, therefore it does not include fees or percentage profits in its cost estimates.
Patents and Other Intellectual Property Rights
The Company owns a number of patents and related trademarks pertaining to the detection, storage, decontamination, processing, and handling of radioactive and hazardous waste materials that are necessary for its business. Specifically, the issued and active patents owned by the Company relate to steam reforming, vitrification, grouting, waste water treatment, metal decontamination, nuclear waste packaging and storage modules, ion-exchange materials and processes, heat exchangers, decontamination of materials and equipment, and assaying of materials that are used in its commercial waste processing operations. As a result of various acquisitions and internal technology development, the Company owns rights in 56 U.S. patents, 70 foreign patents, and 11 pending foreign patent
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applications. Pursuant to an agreement with Westinghouse Electric Corporation ("Westinghouse"), now Viacom, Inc., the Company has granted Westinghouse a non-exclusive royalty free license to practice the technologies covered by certain of the patents acquired by the Company. From time to time, the Company acquires or licenses technologies from third parties that complement its existing waste processing technologies. In February 2000, the Company entered into an exclusive license agreement in the radioactive field for the patents and intellectual property rights to the desorber technology from the inventor of this technology. The agreement provides for a royalty free right to the technology for a three-year period ending in February 2003, after which the Company could extend the right for an annual fee. In February 2003, the Company decided not to exercise the rights to the technology.
The Company licenses the patents and intellectual property rights to its proprietary vitrification and ion-exchange technologies from the inventors of such technologies. Drs. Macedo and Litovitz, the inventors, license the patents and the proprietary rights to such technologies to the Company under an exclusive license agreement. The exclusive license agreement expires upon the expiration of the last patent covered by the license agreement, which is currently in the year 2019. The exclusive license agreement, which currently encompasses 13 U.S. patents, 15 foreign patents, and 1 pending foreign patent application, also includes any process patents or technology rights related to the licensed field which is subsequently developed by the VSL or Drs. Macedo and Litovitz. The Catholic University of America has agreed that all patents and technologies developed at the VSL belong to Drs. Macedo and Litovitz and not to the University. In turn, Drs. Macedo and Litovitz exclusively license the vitrification and ion exchange technology rights and patents developed at the VSL to the Company.
The Company requires each of its employees to enter into standard agreements pursuant to which each employee agrees to keep confidential all proprietary information of the Company and to assign to the Company all rights in any proprietary information or technology developed by the employee during his or her employment or made thereafter as a result of any inventions conceived or work done during such employment. Despite these precautions, it may be possible for a third party to copy or otherwise obtain and use the Company's technology without authorization or to develop similar technology independently. In addition, effective patent and trade secret protection may be unavailable or limited in certain foreign countries.
DURATEK®, ALPS®, CNSI®, and Chem-Nuclear® are some of the 18 registered trademarks held by the Company and DuraMelter is a common law trademark.
Employees
As of December 31, 2002, the Company employed approximately 1,280 employees, of which approximately 84 are temporary field-assigned employees performing services for clients. The Company contracts with most of the field-assigned personnel on an as-needed basis and such personnel are not regular, full-time employees of the Company. The Company reduced its staff at its Bear Creek Operations facility by approximately 120 employees in 2002 in order to increase efficiency within its commercial processing group. To date, the Company has been successful in attracting and retaining qualified technical personnel and believes that its relations with its employees are good.
Financial Information About Geographic Areas
The Company's revenues are substantially derived from domestic operations. Results of international operations are not significant.
Available Information
The Company was incorporated in Delaware in 1982. The Company's principal executive offices are located at 10100 Old Columbia Road, Columbia, Maryland 21046. The Company's telephone number is (410) 312-5100 and its website address is www.Duratekinc.com. The Company makes its
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annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to these reports available on its website free of charge as soon as practicable after they are filed with the Securities and Exchange Commission.
The Company leases approximately 35,000 square feet of office space in Columbia, Maryland, which it uses as its administration and general corporate offices. The initial lease term expires on December 31, 2006. In addition, the Company leases approximately 23,000 square feet of office space in Columbia, South Carolina and approximately 15,000 square feet of office space in Lakewood, Colorado. Both of these lease terms expire on December 31, 2005.
The Company owns real property assets, including approximately 50 acres of land in Oak Ridge, Tennessee, upon which the primary waste processing operations are located, an additional 50 acre parcel in Oak Ridge, Tennessee, at which additional waste processing operations are conducted and a 13.5 acre site in Memphis, Tennessee where large component projects are conducted.
The Company also maintains the operating rights to the Barnwell disposal operation in Barnwell, South Carolina. This facility operates a commercial low-level radioactive waste disposal landfill site that is owned by the State of South Carolina, and leased to the Company under a long-term lease. The lease term expires on April 5, 2075.
In May 2000, Toxgon Corporation ("Toxgon") filed a complaint for patent infringement against BNFL, Inc. ("BNFL") and the Company in the U.S. District Court for the Eastern District of Washington. In the complaint, Toxgon alleged, among other things, that BNFL and the Company infringed the claims of one of its U.S. patents. In August 2000, BNFL and the Company, in lieu of filing an answer, filed a motion to dismiss Toxgon's complaint for lack of subject matter jurisdiction. In September 2002, the District Court granted BNFL's and the Company's motion to dismiss.
Toxgon filed a Notice of Appeal in the Ninth Circuit in October 2000. The issue on appeal was whether the District Court erred in dismissing the case for lack of subject matter jurisdiction. The Ninth Circuit transferred the case to the United States Court of Appeals for the Federal Circuit ("CAFC") in March 2002. In December 2002, the CAFC vacated the District Court's dismissal for lack of subject matter jurisdiction and remanded the action to the District Court for further proceedings. Toxgon filed an amended complaint in the District Court in November 2002, prior to the decision from the CAFC. The Company's answer to the amended complaint was filed on January 30, 2003. The Company believes that Toxgon's claims are frivolous and without merit.
On June 22, 2001, the Company and two of its executive officers were sued in Federal District Court in Baltimore, Maryland by an individual stockholder on behalf of himself and other similarly situated stockholders of the Company. The putative class action suit alleges that certain statements and information included in the Company's press releases and in the periodic reports filed by it with the Securities and Exchange Commission contained materially false and misleading information in violation of the federal securities laws. The Company filed a motion to dismiss the complaint. In response, the plaintiff filed an amended complaint which mooted the Company's motion to dismiss. The Company then filed a motion to dismiss the amended complaint, which the plaintiff opposed. In orders dated April 26, 2002, the District Court granted the motion to dismiss in its entirety and entered judgment in favor of the Company and the executive officers. On or about May 24, 2002, the plaintiff filed a notice of appeal. The appeal is currently pending in the United States Court of Appeals for the Fourth Circuit. The parties have completed their briefing and oral arguments are expected to be heard in May 2003.
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On December 2, 1999, the Company's wholly owned subsidiary, Scientific Ecology Group, Inc. ("SEG") (now named Duratek Services, Inc.), was named as a defendant in an adversary proceeding in the United States Bankruptcy Court for the District of Massachusetts. The Chapter 11 Trustee, on behalf of the debtor Molten Metal Technology, Inc. ("MMT") and its creditors, filed an adversary "Complaint to Avoid Fraudulent Transfer" naming as defendants Viacom Inc., the successor to CBS Corporation and Westinghouse Electric Corporation ("Westinghouse"), and SEG. The complaint alleges that the sale of Westinghouse's interest in a joint venture to MMT resulted in a fraudulent conveyance. The primary allegations against SEG are that MMT's release of SEG from obligations to pay $8 million to equalize capital expenditures and additional amounts for MMT's share of profits, and MMT's assumption of at least $1.5 million of SEG's liabilities, are avoidable because MMT did not receive reasonably equivalent value for the transfers. The complaint purports to state four bankruptcy and five common law counts. The Company intends to vigorously contest MMT's allegations on the basis that MMT did in fact receive reasonably equivalent value for its transfers. In addition, the Company may have a right of indemnification from Westinghouse pursuant to the relevant purchase agreement. It is too early in the litigation to provide an accurate assessment of the Company's liability, if any. Westinghouse has agreed to assume all litigation costs associated with the defense of the case, but has reserved the right to challenge the Company's claim for indemnification for any settlement or judgment that may arise from the case. Westinghouse has moved to dismiss the complaint filed by the Chapter 11 Trustee. While Westinghouse's motion to dismiss was pending, the Chapter 11 Trustee sought to amend its complaint and that motion was granted. After the amended complaint was filed, Westinghouse filed a motion to dismiss the common law counts and the Court granted that motion.
In addition, from time to time, the Company is a party to litigation or administrative proceedings relating to claims arising from its operations in the normal course of business. Management of the Company, on the advice of counsel, believes that the ultimate resolution of such litigation or administrative proceedings currently pending against the Company is unlikely, either individually or in the aggregate, to have a material adverse effect on the Company's results of operations or financial condition.
Item 4. Submission of Matters to a Vote of Security Holders
The Company did not submit any matters to a stockholder vote during the last quarter of the fiscal year ended December 31, 2002.
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Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
The Company's Common Stock is quoted on the NASDAQ National Market under the symbol "DRTK". The following table sets forth, for the periods indicated, the high and low sale prices of the Common Stock. The last reported sale price of the Common Stock on the NASDAQ National Market on March 17, 2003 was $8.05.
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Price Range of Common Stock |
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|---|---|---|---|---|---|---|---|
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High |
Low |
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| Year ended December 31, 2002: | |||||||
| 4th quarter | $ | 9.71 | $ | 5.90 | |||
| 3rd quarter | 7.50 | 5.31 | |||||
| 2nd quarter | 7.15 | 4.80 | |||||
| 1st quarter | 5.09 | 2.77 | |||||
Year ended December 31, 2001: |
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| 4th quarter | $ | 7.60 | $ | 3.91 | |||
| 3rd quarter | 6.15 | 4.00 | |||||
| 2nd quarter | 5.15 | 2.50 | |||||
| 1st quarter | 8.00 | 2.63 | |||||
As of March 17, 2003, there were 1,562 holders of record of the Common Stock and the Company estimates that there were approximately 4,200 beneficial holders.
The Company has never declared or paid a cash dividend on its Common Stock and was prohibited from paying dividends under its bank credit facility in 2001 and 2002. The Company may not pay dividends on any of the Common Stock unless the Company has paid all accumulated dividends on all of the outstanding shares of 8% Cumulative Convertible Redeemable Preferred Stock (the "Convertible Preferred Stock"). As of December 31, 2002, the Company had accrued dividends of approximately $2.5 million on the outstanding shares of the Convertible Preferred Stock. On February 28, 2003, the Company's Bank Credit Facility (the "Facility") was amended. The amended Facility permits the Company to restart the payment of preferred dividends on the Company's Convertible Preferred Stock in 2003 and pay accrued dividends in 2004, subject to the satisfaction of certain conditions set forth in the amended Facility. The Company will pay dividends on the Convertible Preferred Stock out of funds legally available in accordance with the terms of the Convertible Preferred Stock, which require the payment of quarterly dividends of approximately $315,000 or $2.00 per share. The Company currently intends to retain earnings primarily for working capital and development of waste treatment technologies and therefore does not anticipate paying any cash dividends on its Common Stock in the foreseeable future. See "Management's Discussion and Analysis of Financial Condition and Results of OperationsLiquidity and Capital Resources."
Securities Authorized for Issuance Under Equity Compensation Plans
The text and table under "Equity Compensation Plan Information" in the Company's 2003 Proxy Statement are incorporated herein by reference.
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Item 6. Selected Financial Data (in thousands, except per share amounts)
The selected financial data set forth below should be read together with the information under Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations and the Company's consolidated financial statements and related notes included in this Form 10-K.
The Company's statements of operations for the years ended December 31, 2002, 2001 and 2000 and balance sheet data as of December 31, 2002 and 2001 set forth below are derived from audited consolidated financial statements included elsewhere in this Form 10-K. The statements of operations data for the years ended December 31, 1999 and 1998 and balance sheet data as of December 31, 2000, 1999 and 1998 are derived from audited consolidated financial statements of Duratek not included in this Form 10-K.
Certain amounts for 2001, 2000, 1999 and 1998 have been reclassified to conform to the presentation for 2002. In the fourth quarter of 2002, the Company decided to reclassify costs associated with the support of direct operations, which were previously included as selling, general and administrative expenses, to cost of revenues. The corresponding amounts for all periods presented have been reclassified to conform to this presentation.
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Years Ended December 31, |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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2002(2) |
2001 |
2000(1) |
1999(1) |
1998 |
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| Statement of Operations Data: | ||||||||||||||||||
| Revenues | $ | 291,536 | $ | 279,173 | $ | 228,542 | $ | 176,408 | $ | 160,313 | ||||||||
| Cost of revenues | 229,134 | 237,454 | 203,470 | 141,543 | 136,162 | |||||||||||||
| Gross profit | 62,402 | 41,719 | 25,072 | 34,865 | 24,151 | |||||||||||||
| Selling, general and administrative expenses | 33,583 | 34,991 | 29,962 | 15,168 | 14,290 | |||||||||||||
| Charge for asset impairment | | | | | 9,224 | |||||||||||||
| Income (loss) from operations | 28,819 | 6,728 | (4,890 | ) | 19,697 | 637 | ||||||||||||
| Interest expense, net | (5,452 | ) | (10,443 | ) | (8,867 | ) | (2,297 | ) | (545 | ) | ||||||||
| Other income (expense), net | 219 | 28 | (290 | ) | | | ||||||||||||
| Income (loss) before income taxes (benefit) and proportionate share of losses of joint ventures | 23,586 | (3,687 | ) | (14,047 | ) | 17,400 | 92 | |||||||||||
| Income taxes (benefit) | 9,673 | (729 | ) | (5,083 | ) | 6,464 | 627 | |||||||||||
| Income (loss) before proportionate share of losses of joint ventures | 13,913 | (2,958 | ) | (8,964 | ) | 10,936 | (535 | ) | ||||||||||
| Proportionate share of losses of joint ventures | (148 | ) | (148 | ) | (148 | ) | (122 | ) | (1,474 | ) | ||||||||
| Net income (loss) before cumulative effect of change in accounting principle | 13,765 | (3,106 | ) | (9,112 | ) | 10,814 | (2,009 | ) | ||||||||||
| Cumulative effect of change in accounting principle | | | | | (420 | ) | ||||||||||||
| Net income (loss) | 13,765 | (3,106 | ) | (9,112 | ) | 10,814 | (2,429 | ) | ||||||||||
| Preferred stock dividends and charges for accretion | (1,279 | ) | (1,495 | ) | (1,443 | ) | (1,510 | ) | (1,507 | ) | ||||||||
| Net income (loss) attributable to common stockholders | $ | 12,486 | $ | (4,601 | ) | $ | (10,555 | ) | $ | 9,304 | $ | (3,936 | ) | |||||
| Net income (loss) per share before cumulative effect of change in accounting principle: | ||||||||||||||||||
| Basic | $ | 0.92 | $ | (0.34 | ) | $ | (0.79 | ) | $ | 0.70 | $ | (0.27 | ) | |||||
| Diluted | $ | 0.72 | $ | (0.34 | ) | $ | (0.79 | ) | $ | 0.55 | $ | (0.27 | ) | |||||
| Net income (loss) per share: | ||||||||||||||||||
| Basic | $ | 0.92 | $ | (0.34 | ) | $ | (0.79 | ) | $ | 0.70 | $ | (0.30 | ) | |||||
| Diluted | $ | 0.72 | $ | |||||||||||||||