UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2004 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 |
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For the transition period from to |
Commission file number 0-27444
SOURCECORP, INCORPORATED
(Exact name of registrant as specified in its charter)
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DELAWARE |
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75-2560895 |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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3232 MCKINNEY AVENUE, SUITE 1000 |
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75204 |
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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: (214) 740-6500 |
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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 Exchange Act Rule 12b-2). Yes ý No o
As of July 30, 2004, 15,773,405 shares of the registrant’s Common Stock, $.01 par value per share, were outstanding.
SOURCECORP, INCORPORATED AND SUBSIDIARIES
FORM 10-Q FOR THE PERIOD ENDED JUNE 30, 2004
INDEX
2
Item 1. Financial Statements
SOURCECORP, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
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December 31, |
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June 30, |
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(Unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
2,097 |
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$ |
5,436 |
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Accounts and notes receivable, less allowance for doubtful accounts of $6,843 and $6,684, respectively |
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67,873 |
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82,385 |
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Inventories |
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933 |
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796 |
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Deferred income taxes |
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6,072 |
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6,402 |
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Prepaid expenses and other current assets |
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4,318 |
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5,281 |
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Assets of discontinued operations |
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14,658 |
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9,718 |
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Total current assets |
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95,951 |
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110,018 |
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PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $53,393 and $54,509, respectively |
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35,902 |
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38,149 |
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GOODWILL |
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324,305 |
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346,400 |
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INTANGIBLES, net of amortization of $709 and $1,110, respectively |
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3,731 |
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5,494 |
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OTHER NONCURRENT ASSETS |
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10,384 |
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10,234 |
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Total assets |
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$ |
470,273 |
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$ |
510,295 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable and accrued liabilities |
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$ |
52,054 |
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$ |
53,929 |
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Current maturities of long-term obligations |
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209 |
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232 |
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Income tax payable |
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2,186 |
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5,686 |
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Liabilities of discontinued operations |
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5,423 |
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3,862 |
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Total current liabilities |
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59,872 |
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63,709 |
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LONG-TERM OBLIGATIONS, net of current maturities |
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73,390 |
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104,639 |
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DEFERRED INCOME TAXES |
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18,084 |
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20,625 |
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OTHER LONG-TERM OBLIGATIONS |
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7,839 |
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8,215 |
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Total liabilities |
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159,185 |
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197,188 |
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COMMITMENTS AND CONTINGENCIES |
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STOCKHOLDERS’ EQUITY: |
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Preferred stock, $.01 par value, 1,000,000 shares authorized, no shares issued and outstanding |
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— |
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— |
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Common stock, $.01 par value, 26,000,000 shares authorized, 16,150,184 and 15,806,244 shares issued and 16,094,156 and 15,750,216 outstanding at December 31, 2003 and June 30, 2004, respectively |
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162 |
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158 |
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Additional paid-in-capital |
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194,999 |
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195,528 |
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Retained earnings |
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119,236 |
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123,962 |
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314,397 |
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319,648 |
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Less—Treasury stock, at cost, 56,028 shares |
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(982 |
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(982 |
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Less—Deferred compensation |
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(2,327 |
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(5,559 |
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Total stockholders’ equity |
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311,088 |
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313,107 |
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Total liabilities and stockholders’ equity |
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$ |
470,273 |
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510,295 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
SOURCECORP, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
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Three
Months Ended |
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Six Months
Ended |
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2003 |
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2004 |
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2003 |
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2004 |
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(Unaudited) |
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(Unaudited) |
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REVENUE |
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$ |
92,174 |
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$ |
97,450 |
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$ |
190,638 |
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$ |
199,209 |
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COST OF SERVICES |
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54,402 |
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58,194 |
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111,241 |
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115,335 |
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DEPRECIATION |
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3,044 |
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2,983 |
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6,132 |
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6,204 |
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Gross profit |
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34,728 |
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36,273 |
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73,265 |
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77,670 |
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SELLING, GENERAL AND ADMINISTRATIVE EXPENSES |
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23,957 |
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24,405 |
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47,750 |
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55,793 |
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AMORTIZATION |
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88 |
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312 |
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177 |
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401 |
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Operating income |
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10,683 |
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11,556 |
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25,338 |
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21,476 |
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OTHER (INCOME) EXPENSE: |
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Interest expense |
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1,005 |
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698 |
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2,415 |
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1,357 |
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Interest income |
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(4 |
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(5 |
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(257 |
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(9 |
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Other (income) expense, net |
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(325 |
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253 |
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(151 |
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373 |
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