UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
(Mark One)
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2003
OR
o 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 November 3, 2003, the registrant had 31,130,575 shares of common stock, $0.01 par value per share, issued and outstanding.
CH2M HILL COMPANIES, LTD.
SEPTEMBER 30, 2003
TABLE OF CONTENTS
1
Part I -
FINANCIAL INFORMATION
Item 1 - Consolidated Condensed
Financial Statements
CH2M HILL COMPANIES, LTD.
Consolidated Condensed Balance Sheets
(Unaudited)
(Dollars in thousands)
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September 30, 2003 |
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December 31, 2002 |
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ASSETS |
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CURRENT ASSETS: |
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Cash & cash equivalents |
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$ |
61,945 |
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$ |
106,438 |
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Receivables, net - |
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Client accounts |
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229,780 |
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231,777 |
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Unbilled revenue |
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150,787 |
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111,908 |
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Other |
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8,554 |
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9,823 |
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Prepaid expenses & other |
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15,693 |
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11,180 |
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Total current assets |
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466,759 |
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471,126 |
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PROPERTY & EQUIPMENT, net |
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23,214 |
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22,944 |
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INVESTMENTS IN UNCONSOLIDATED AFFILIATES |
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58,281 |
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45,852 |
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OTHER ASSETS, net |
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80,791 |
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80,965 |
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TOTAL ASSETS |
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$ |
629,045 |
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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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$ |
75,683 |
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$ |
72,918 |
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Billings in excess of revenues |
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58,475 |
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61,267 |
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Accrued incentive compensation |
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25,846 |
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35,830 |
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Employee related liabilities |
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92,227 |
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77,515 |
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Current taxes payable |
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14,405 |
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24,495 |
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Other current liabilities |
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90,345 |
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101,466 |
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Total current liabilities |
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356,981 |
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373,491 |
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OTHER LONG-TERM LIABILITIES |
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70,567 |
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57,831 |
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LONG-TERM DEBT |
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7,167 |
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9,264 |
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Total liabilities |
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434,715 |
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440,586 |
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COMMITMENTS AND CONTINGENCIES (Note 6) |
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SHAREHOLDERS’ EQUITY |
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Common stock, $0.01 par value, 100,000,000 shares authorized; 31,072,424 and 30,259,587 issued and outstanding at September 30, 2003 and December 31, 2002, respectively |
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311 |
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303 |
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Additional paid-in capital |
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41,557 |
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45,472 |
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Retained earnings |
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169,768 |
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151,877 |
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Accumulated other comprehensive loss |
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(17,306 |
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(17,351 |
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Total shareholders’ equity |
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194,330 |
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180,301 |
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TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
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$ |
629,045 |
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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 share and per share data)
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Three-Month
Period Ended |
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Nine-Month
Period Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Gross revenue |
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$ |
516,773 |
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$ |
506,069 |
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$ |
1,574,482 |
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$ |
1,443,264 |
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Equity in earnings of joint ventures and affiliated companies |
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6,576 |
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6,651 |
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19,443 |
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17,952 |
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Total revenues |
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523,349 |
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512,720 |
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1,593,925 |
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1,461,216 |
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Operating expenses: |
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Direct cost of services and overhead |
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(410,965 |
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(393,888 |
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(1,259,058 |
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(1,106,747 |
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General and administrative |
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(103,046 |
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(106,520 |
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(304,746 |
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(326,073 |
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Operating income |
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9,338 |
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12,312 |
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30,121 |
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28,396 |
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Other income (expense): |
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Interest income |
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403 |
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448 |
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1,264 |
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1,287 |
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Interest expense |
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(161 |
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(265 |
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(482 |
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(714 |
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Income before provision for income taxes |
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9,580 |
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12,495 |
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30,903 |
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28,969 |
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Provision for income taxes |
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(3,780 |
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(5,325 |
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(13,012 |
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(12,601 |
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Net income |
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$ |
5,800 |
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$ |
7,170 |
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$ |
17,891 |
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$ |
16,368 |
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Earnings per common share: |
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