SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
Commission File No. 1-12248
KAISER GROUP HOLDINGS, INC.
(successor issuer to Kaiser Group International, Inc.)
(Exact name of registrant as specified in its charter)
|
Delaware |
|
54-2014870 |
|
(State or other jurisdiction of |
|
(I.R.S. Employer |
|
|
|
|
|
9302 Lee Highway, Fairfax, Virginia |
|
22031-1207 |
|
(Address of principal executive offices) |
|
(Zip Code) |
|
|
|
|
|
Registrant’s telephone number including area code: (703) 934-3600 |
||
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 Exchange Act Rule 12b-2). Yes o No ý
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ý No o
The Plan of Reorganization of Kaiser Group International, Inc. under Chapter 11 of the Bankruptcy Code became effective on December 18, 2000. The Plan provides, among other things, that holders of shares of common stock of Kaiser Group International, Inc. received shares of common stock of Kaiser Group Holdings, Inc. and that holders of specified outstanding debt obligations and other specified claimants received cash and shares of preferred stock and common stock of Kaiser Group Holdings, Inc., all in accordance with the terms set forth in the Plan. The initial distribution of securities occurred as of April 17, 2001.
As of May 12, 2003, there were 1,594,062 shares of Kaiser Group Holdings, Inc. Common Stock, par value $0.01 per share, outstanding.
KAISER GROUP HOLDINGS, INC.
INDEX TO FORM 10-Q
2
KAISER GROUP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
|
|
|
March 31, |
|
December 31, |
|
||
|
|
|
(unaudited) |
|
|
|
||
|
ASSETS |
|
|
|
|
|
||
|
Current Assets |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
12,842 |
|
$ |
17,413 |
|
|
Restricted cash and cash equivalents |
|
9,421 |
|
18,679 |
|
||
|
Prepaid expenses and other current assets |
|
1,458 |
|
2,404 |
|
||
|
Net assets of discontinued operations |
|
6,000 |
|
6,000 |
|
||
|
Total Current Assets |
|
29,721 |
|
44,496 |
|
||
|
|
|
|
|
|
|
||
|
Other Assets |
|
|
|
|
|
||
|
Investments in and advances to affiliates |
|
47,028 |
|
45,663 |
|
||
|
Notes receivable |
|
5,894 |
|
5,894 |
|
||
|
Other long-term assets |
|
130 |
|
142 |
|
||
|
|
|
53,052 |
|
51,699 |
|
||
|
Total Assets |
|
$ |
82,773 |
|
$ |
96,195 |
|
|
|
|
|
|
|
|
||
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Current Liabilities |
|
|
|
|
|
||
|
Accounts payable |
|
$ |
390 |
|
$ |
922 |
|
|
Post retirement benefit plan obligation |
|
7,123 |
|
7,193 |
|
||
|
Other accrued expenses |
|
5,912 |
|
6,501 |
|
||
|
Preferred stock dividend payable |
|
480 |
|
654 |
|
||
|
Deferred tax liability |
|
7,675 |
|
6,538 |
|
||
|
Income taxes payable |
|
614 |
|
640 |
|
||
|
Total Current Liabilities |
|
22,194 |
|
22,448 |
|
||
|
|
|
|
|
|
|
||
|
Commitments and contingencies |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Preferred stock, par value $.01 per share: |
|
|
|
|
|
||
|
Authorized—2,000,000 shares |
|
|
|
|
|
||
|
Issued and Outstanding — 759,920 and 1,017,120 shares at March 31, 2003 and December 31, 2002, respectively, net of 94,623 and 119,587 treasury shares; stated at liquidation value of $55 per share |
|
41,796 |
|
55,942 |
|
||
|
Common stock, par value $.01 per share: |
|
|
|
|
|
||
|
Authorized-3,000,000 shares |
|
|
|
|
|
||
|
Issued and outstanding-1,594,062 and
1,590,239 shares at |
|
16 |
|
16 |
|
||
|
Capital in excess of par |
|
8,410 |
|
8,606 |
|
||
|
Retained earnings |
|
10,322 |
|
9,215 |
|
||
|
Accumulated other comprehensive income (loss) |
|
35 |
|
(32 |
) |
||
|
Total Shareholders’ Equity |
|
18,783 |
|
17,805 |
|
||
|
Total Liabilities and Shareholders’ Equity |
|
$ |
82,773 |
|
$ |
96,195 |
|
See notes to consolidated financial statements
3
KAISER GROUP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(In thousands, except per share amounts)
|
|
|
For the
Three Months ended |
|
||||
|
|
|
2003 |
|
2002 |
|
||
|
|
|
(Unaudited) |
|
||||
|
Operating Expenses |
|
|
|
|
|
||
|
Administrative expenses |
|
1,446 |
|
2,628 |
|
||
|
Operating Loss |
|
(1,446 |
) |
(2,628 |
) |
||
|
Other Income |
|
|
|
|
|
||
|
Equity income in earnings of affiliate, net of amortization of $881 for quarters ended March 31, 2003 and 2002 |
|
4,365 |
|
3,644 |
|
||
|
Gain on sale of securities |
|
— |
|
106 |
|
||
|
Interest income |
|
243 |
|
124 |
|
||
|
Income from Continuing Operations Before Income Tax |
|
3,162 |
|
1,246 |
|
||
|
Income tax expenses |
|
(1,243 |
) |
(547 |
) |
||
|
Income From Continuing Operations |
|
1,919 |
|
699 |
|
||
|
Loss from discontinued operations, net of tax |
|
— |
|
(70 |
) |
||
|
Net Income |
|
1,919 |
|
629 |
|
||
|
Preferred stock dividends |
|
(812 |
) |
(1,078 |
) |
||
|
Income (Loss) Applicable to Common Shareholders |
|
$ |
1,107 |
|
$ |
(449 |
) |
|
|
|
|
|
|
|
||
|
Basic and Diluted Income (Loss) Per Common Share: |
|
|
|
|
|
||
|
Continuing operations, net of tax |
|
$ |
0.69 |
|
$ |
(0.24 |
) |
|
Discontinued operations, net of tax |
|
— |
|
(0.04 |
) |
||
|
Net Income (Loss) Per Share |
|
$ |
0.69 |
|
$ |
(0.28 |
) |
|
|
|
|
|
|
|
||
|
Weighted average shares for basic and diluted earnings per common share |
|
1,593 |
|
1,589 |
|
||
|
|
|
|
|
|
|
||
|
Comprehensive Income |
|
|
|
|
|
||
|
Net Income |
|
$ |
1,919 |
|
$ |
629 |
|
|
Other Comprehensive Income (Loss): |
|
|
|
||||