UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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(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 QUARTER ENDED SEPTEMBER 27, 2003 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number
000-50080
SI International, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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52-2127278 |
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(State
or other jurisdiction of |
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(I.R.S.
Employer |
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12012 Sunset Hills Road |
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20190-5869 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (703) 234-7000
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. ý Yes o No
Indicate by check mark whether the registrant
is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
o Yes ý No
As of November 3, 2003, there were 8,447,578 shares outstanding of the registrant’s common stock.
SI INTERNATIONAL, INC.
FORM 10-Q
2
SI International, Inc. and Subsidiaries
(Amounts in thousands, except share and per share data)
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September 27, |
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December 28, |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
22,546 |
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$ |
10,856 |
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Accounts receivable, net |
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30,979 |
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31,901 |
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Other current assets |
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2,970 |
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3,741 |
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Total current assets |
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56,495 |
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46,498 |
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Property and equipment, net |
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4,016 |
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4,542 |
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Goodwill and assembled workforce, net |
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39,829 |
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39,829 |
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Other assets |
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1,185 |
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1,446 |
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Total assets |
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$ |
101,525 |
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$ |
92,315 |
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Liabilities and stockholders’ equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
17,425 |
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$ |
12,712 |
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Deferred revenue |
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1,149 |
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1,074 |
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Other current liabilities |
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1,463 |
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2,775 |
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Total current liabilities |
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20,037 |
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16,561 |
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Other long-term liabilities |
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2,327 |
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1,777 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Common stock—$0.01 par value per share; 50,000,000 shares authorized; 8,447,519 and 8,439,741 shares issued and outstanding as of September 27, 2003 and December 28, 2002, respectively |
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85 |
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85 |
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Additional paid-in capital |
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75,652 |
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75,682 |
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Deferred compensation |
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(372 |
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(509 |
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Retained earnings (accumulated deficit) |
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3,796 |
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(1,281 |
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Total stockholders’ equity |
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79,161 |
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73,977 |
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Total liabilities and stockholders’ equity |
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$ |
101,525 |
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$ |
92,315 |
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3
SI International, Inc. and Subsidiaries
Consolidated Statements of Operations
(Amounts in thousands, except per share data)
Unaudited
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Three Months Ended |
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Nine Months Ended |
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Sept.
27, |
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Sept.
28, |
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Sept.
27, |
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Sept.
28, |
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Revenue |
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$ |
42,082 |
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$ |
38,378 |
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$ |
124,130 |
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$ |
107,248 |
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Costs and expenses: |
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Direct costs |
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25,837 |
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24,427 |
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75,127 |
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65,428 |
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Indirect costs, including $33 and $35 of non-cash stock-based compensation in fiscal quarters ended Sept. 27, 2003 and Sept. 28, 2002, respectively and $100 and $103 in the nine months ended Sept. 27, 2003 and Sept. 28, 2002, respectively |
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12,318 |
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10,838 |
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38,648 |
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36,479 |
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Depreciation and Amortization |
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497 |
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523 |
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1,495 |
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1,519 |
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Total operating expenses |
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38,652 |
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35,788 |
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115,270 |
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103,426 |
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Income from operations |
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3,430 |
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2,590 |
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8,860 |
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3,822 |
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Interest expense |
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(161 |
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(659 |
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(469 |
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(2,013 |
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Minority interests |
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— |
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(41 |
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— |
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(118 |
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Change in fair value of put warrants |
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— |
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1,031 |
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— |
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640 |
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Income before provision for income taxes |
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3,269 |
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2,921 |
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8,391 |
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2,331 |
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Provision for income taxes |
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1,290 |
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819 |
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3,314 |
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694 |
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Net income |
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1,979 |
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2,102 |
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5,077 |
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1,637 |
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Dividends on redeemable cumulative preferred stock |
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— |
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591 |
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— |
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1,681 |
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Net income (loss) attributable to common stockholders |
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$ |
1,979 |
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$ |
1,511 |
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$ |
5,077 |
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($44 |
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Earnings (loss) per common share: |
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Basic net income (loss) per common share |
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$ |
0.23 |
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$ |
0.57 |
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$ |
0.60 |
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$ |
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