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, 2003 |
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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 |
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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
jurisdiction of |
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(I.R.S. Employer
Identification |
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100 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 (617) 241-9200 |
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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 September 30, 2003, the number of issued and outstanding shares of Common Stock (excluding 11,772,879 shares held in treasury) and Class B Common Stock are 63,772,512 and 284,599 shares, respectively.
Keane, Inc.
Table of Contents
2
Keane, Inc.
Part I. Financial Information
Item 1. Financial Statements
Keane, Inc.
Unaudited Condensed Consolidated Statements of Income
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Three
Months Ended |
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Nine
Months 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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(In Thousands Except Per Share Amounts) |
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Total revenues |
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$ |
200,421 |
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$ |
213,383 |
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$ |
608,594 |
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$ |
660,704 |
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Salaries, wages and other direct costs |
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137,976 |
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154,714 |
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418,284 |
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474,452 |
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Selling, general and administrative expenses |
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48,481 |
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48,129 |
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146,702 |
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151,442 |
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Amortization of intangible assets |
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3,904 |
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4,342 |
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11,981 |
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11,898 |
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Operating income |
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10,060 |
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6,198 |
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31,627 |
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22,912 |
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Interest and dividend income |
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959 |
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487 |
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2,205 |
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2,021 |
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Interest expense |
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1,454 |
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37 |
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2,553 |
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176 |
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Other expense (income), net |
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333 |
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131 |
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(6,585 |
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(214 |
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Income before income taxes |
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9,232 |
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6,517 |
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37,864 |
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24,971 |
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Provision for income taxes |
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3,692 |
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2,607 |
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15,143 |
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9,987 |
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Net income |
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$ |
5,540 |
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$ |
3,910 |
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$ |
22,721 |
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$ |
14,984 |
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Earnings per share (basic) |
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$ |
0.09 |
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$ |
0.05 |
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$ |
0.34 |
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$ |
0.20 |
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Earnings per share (diluted) |
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$ |
0.09 |
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$ |
0.05 |
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$ |
0.34 |
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$ |
0.20 |
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Weighted average common shares outstanding (basic) |
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64,080 |
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73,841 |
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66,488 |
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75,091 |
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Weighted average common shares and common share equivalents outstanding (diluted) |
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65,115 |
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73,847 |
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66,922 |
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75,549 |
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The accompanying notes are an integral part of the consolidated financial statements.
3
Keane, Inc.
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 A) |
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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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$ |
91,410 |
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$ |
46,383 |
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Marketable securities |
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116,054 |
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21,872 |
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Accounts receivable, net: |
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Trade |
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118,730 |
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129,432 |
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Other |
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650 |
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1,004 |
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Prepaid expenses and deferred taxes |
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33,978 |
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37,430 |
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Total current assets |
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360,822 |
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236,121 |
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Property and equipment, net |
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27,451 |
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24,729 |
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Building, net |
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40,190 |
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40,888 |
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Goodwill |
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277,752 |
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277,435 |
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Customer lists, net |
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60,730 |
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69,193 |
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Other intangible assets, net |
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14,161 |
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17,613 |
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Deferred taxes and other assets, net |
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25,936 |
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19,695 |
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Total assets |
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$ |
807,042 |
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$ |
685,674 |
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Liabilities |
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Current: |
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Accounts payable |
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11,894 |
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11,986 |
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Accrued expenses and other liabilities |
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34,401 |
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34,917 |
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Accrued building costs |
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449 |
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234 |
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Accrued restructuring |
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9,611 |
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