SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY
REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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(Mark One) |
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ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarter ended September 30, 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 |
Commission File Number 1-7516
KEANE, INC.
(Exact name of registrant as specified in its charter)
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MASSACHUSETTS |
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04-2437166 |
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(State or other
jurisdictions of |
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(I.R.S. Employer
Identification |
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Ten City Square, Boston, Massachusetts |
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02129 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code |
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(617) 241-9200 |
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
As of September 30, 2002, the number of issued and outstanding shares of Common Stock (excluding 4,262,100 shares held in treasury) and Class B Common Stock are 71,283,036 and 284,854 shares, respectively.
Keane, Inc. and Subsidiaries
TABLE OF CONTENTS
2
Keane, Inc. and Subsidiaries
Part I
Condensed Consolidated Statements of Income (unaudited)
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Three
months ended |
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Nine
months ended |
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2002 |
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2001 |
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2002 |
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2001 |
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(In thousands except per share amounts) |
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Total revenues |
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$ |
213,383 |
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$ |
186,637 |
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$ |
660,704 |
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$ |
591,978 |
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Salaries, wages and other direct costs |
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154,714 |
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129,414 |
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474,452 |
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412,350 |
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Selling, general and administrative expenses |
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48,129 |
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46,488 |
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151,442 |
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142,037 |
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Amortization of goodwill and other intangible assets |
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4,342 |
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3,478 |
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11,898 |
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10,416 |
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Operating income |
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6,198 |
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7,257 |
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22,912 |
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27,175 |
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Interest and dividend income |
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487 |
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2,117 |
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2,021 |
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5,460 |
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Interest expense |
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37 |
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51 |
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176 |
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245 |
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Other (income) expenses, net |
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131 |
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415 |
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(214 |
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(1,985 |
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Income before income taxes |
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6,517 |
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8,908 |
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24,971 |
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34,375 |
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Provision for income taxes |
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2,607 |
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3,606 |
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9,987 |
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13,921 |
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Net income |
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$ |
3,910 |
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$ |
5,302 |
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$ |
14,984 |
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$ |
20,454 |
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Net income per share (basic) |
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$ |
.05 |
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$ |
.08 |
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$ |
.20 |
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$ |
.30 |
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Net income per share (diluted) |
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$ |
.05 |
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$ |
.08 |
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$ |
.20 |
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$ |
.30 |
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Weighted average common shares outstanding (basic) |
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73,841 |
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68,072 |
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75,091 |
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67,841 |
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Weighted average common shares and common share equivalents outstanding (diluted) |
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73,847 |
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69,064 |
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75,549 |
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68,749 |
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The accompanying notes are an integral part of the consolidated financial statements.
3
Keane, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
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September
30, |
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December
31, |
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(Unaudited) |
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(See Note 1) |
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(In thousands) |
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Assets |
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Current: |
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Cash and cash equivalents |
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$ |
43,419 |
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$ |
65,556 |
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Marketable securities |
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22,709 |
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63,687 |
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Accounts receivable, net: |
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Trade |
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150,543 |
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160,172 |
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Other |
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1,991 |
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3,109 |
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Prepaid expenses and deferred taxes |
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26,139 |
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20,026 |
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Total current assets |
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244,801 |
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312,550 |
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Property and equipment, net |
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57,447 |
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33,701 |
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Goodwill, net |
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272,861 |
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224,891 |
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Customer lists, net |
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65,415 |
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53,659 |
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Other intangible assets, net |
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19,242 |
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26,292 |
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Deferred taxes and other assets, net |
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33,452 |
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28,810 |
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$ |
693,218 |
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$ |
679,903 |
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Liabilities |
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Current: |
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Accounts payable |
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10,751 |
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13,723 |
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Accrued expenses and other liabilities |
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46,886 |
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