UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003
OR
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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 000-27261
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CH2M HILL Companies, Ltd. |
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(Exact name of registrant as specified in its charter) |
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Oregon |
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93-0549963 |
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(State
or other jurisdiction of |
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(I.R.S.
Employer |
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9191 South Jamaica Street, |
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80112-5946 |
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(Address of principal executive offices) |
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(Zip Code) |
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(303) 771-0900 |
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(Registrant’s telephone number, including area code) |
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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 whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
As of May 2, 2003, the registrant had 31,515,130 shares of common stock, $0.01 par value per share, issued and outstanding.
CH2M HILL COMPANIES, LTD.
MARCH 31, 2003
TABLE OF CONTENTS
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Part I. |
Financial Information |
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Item 1. |
Consolidated Condensed Financial Statements: |
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Balance Sheets as of March 31, 2003 and December 31, 2002 (unaudited) |
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Statements of Income for the Three-Month Periods Ended March 31, 2003 and 2002 (unaudited) |
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Statements of Cash Flows for the Three-Month Periods Ended March 31, 2003 and 2002 (unaudited) |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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1
CH2M HILL COMPANIES, LTD.
Consolidated Condensed Balance Sheets
(Unaudited)
(Dollars in thousands)
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March 31, 2003 |
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December 31, 2002 |
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ASSETS |
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CURRENT ASSETS: |
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Cash & cash equivalents |
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$ |
75,797 |
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$ |
106,438 |
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Receivables, net - |
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Client accounts |
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210,722 |
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231,777 |
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Unbilled revenue |
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137,520 |
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111,542 |
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Other |
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9,052 |
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10,189 |
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Prepaid expenses & other |
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11,425 |
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11,180 |
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Total current assets |
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444,516 |
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471,126 |
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PROPERTY, PLANT & EQUIPMENT, net |
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22,679 |
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22,944 |
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OTHER ASSETS, net |
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124,468 |
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126,817 |
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TOTAL ASSETS |
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$ |
591,663 |
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$ |
620,887 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
56,581 |
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$ |
74,362 |
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Billings in excess of revenues |
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64,351 |
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61,267 |
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Accrued incentive compensation |
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16,860 |
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35,830 |
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Employee related liabilities |
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88,527 |
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77,515 |
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Other current liabilities |
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116,657 |
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124,517 |
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Total current liabilities |
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342,976 |
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373,491 |
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OTHER LONG-TERM LIABILITIES |
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59,088 |
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57,831 |
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LONG-TERM DEBT |
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8,607 |
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9,264 |
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Total liabilities |
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410,671 |
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440,586 |
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COMMITMENTS AND CONTINGENCIES (See Notes) |
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SHAREHOLDERS’ EQUITY |
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Common stock, $0.01 par value, 100,000,000 shares authorized; 31,393,775 and 30,259,587 issued and outstanding at March 31, 2003 and December 31, 2002, respectively |
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314 |
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303 |
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Additional paid-in capital |
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40,491 |
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45,472 |
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Retained earnings |
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157,979 |
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151,877 |
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Accumulated other comprehensive loss |
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(17,792 |
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(17,351 |
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Total shareholders’ equity |
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180,992 |
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180,301 |
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TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
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$ |
591,663 |
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$ |
620,887 |
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The accompanying notes are an integral part of these consolidated condensed financial statements.
2
CH2M HILL COMPANIES, LTD.
Consolidated Condensed Statements of Income
(Unaudited)
(Dollars in thousands except per share)
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Three-Month Period Ended |
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2003 |
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2002 |
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Gross revenue |
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$ |
520,825 |
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$ |
468,049 |
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Equity in earnings of joint ventures and affiliated companies |
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6,216 |
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4,687 |
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Total revenues |
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527,041 |
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472,736 |
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Operating expenses: |
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Direct cost of services and overhead |
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(414,827 |
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(360,465 |
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General and administrative |
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(101,775 |
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(102,192 |
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Operating income |
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10,439 |
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10,079 |
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Other income (expense): |
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Interest income |
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475 |
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324 |
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Interest expense |
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(153 |
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(64 |
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Income before provision for income taxes |
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10,761 |
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10,339 |
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Provision for income taxes |
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(4,659 |
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(4,425 |
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Net income |
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$ |
6,102 |
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$ |
5,914 |
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Net income per common share: |
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Basic |
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$ |
0.20 |
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$ |
0.20 |
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Diluted |
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0.19 |
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0.19 |
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Weighted average number of common shares: |
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Basic |
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30,658,612 |
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30,121,676 |
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Diluted |
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31,881,403 |
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31,192,381 |
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The accompanying notes are an integral part of these consolidated condensed financial statements.
3
CH2M HILL COMPANIES, LTD.
Consolidated Condensed Statements of Cash Flows
(Unaudited)
(Dollars in thousands)
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Three-Month Period Ended |
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