UNITED
STATES
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 September 30, 2004
or
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-22010
THOMAS GROUP, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
72-0843540 |
|
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
5221 North O’Connor Boulevard
Suite 500
Irving, TX 75039-3714
(Address of principal executive offices, including zip code)
(972) 869-3400
(Registrant’s telephone number, including area code)
NONE
(Former name, former address and former fiscal year, if changed since last report)
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 ¨ No ý
As of November 9, 2004 there were 9,684,139 shares of the registrant’s common stock outstanding.
THOMAS GROUP, INC.
PART I - FINANCIAL INFORMATION
|
|
||
|
|
Consolidated Balance Sheets, September 30, 2004 and December 31, 2003 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
|
|
|
|
||
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
||
|
|
||
2
THOMAS GROUP, INC.
(In thousands)
(Unaudited)
|
|
|
September 30, |
|
December 31, |
|
||
|
ASSETS |
|
|
|
|
|
||
|
Current Assets |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
— |
|
$ |
1,924 |
|
|
Trade accounts receivable, net of allowances of $45 in 2004 and 2003, respectively |
|
5,337 |
|
3,549 |
|
||
|
Unbilled receivables |
|
— |
|
285 |
|
||
|
Other assets |
|
622 |
|
424 |
|
||
|
Total Current Assets |
|
5,959 |
|
6,182 |
|
||
|
Property and equipment, net |
|
774 |
|
1,101 |
|
||
|
Other assets |
|
143 |
|
157 |
|
||
|
|
|
$ |
6,876 |
|
$ |
7,440 |
|
|
|
|
|
|
|
|
||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Current Liabilities |
|
|
|
|
|
||
|
Cash Overdraft |
|
$ |
45 |
|
$ |
— |
|
|
Accounts payable and accrued liabilities |
|
2,873 |
|
2,332 |
|
||
|
Income taxes payable |
|
90 |
|
147 |
|
||
|
Revolving line of credit |
|
758 |
|
— |
|
||
|
Current portion of long-term debt |
|
— |
|
1,200 |
|
||
|
Current maturities of other long-term obligations |
|
6 |
|
6 |
|
||
|
Total Current Liabilities |
|
3,772 |
|
3,685 |
|
||
|
|
|
|
|
|
|
||
|
Long-term debt |
|
— |
|
1,600 |
|
||
|
Indebtedness to related parties |
|
1,400 |
|
1,400 |
|
||
|
Other long-term obligations |
|
52 |
|
80 |
|
||
|
Total Liabilities |
|
5,224 |
|
6,765 |
|
||
|
|
|
|
|
|
|
||
|
Stockholders’ Equity |
|
|
|
|
|
||
|
Common stock, $.01 par value; 25,000,000 shares authorized; 12,241,822 and 12,109,538 shares issued and 9,687,946 and 9,555,662 outstanding in 2004 and 2003, respectively |
|
122 |
|
121 |
|
||
|
Additional paid-in capital |
|
26,213 |
|
26,062 |
|
||
|
Accumulated deficit |
|
(1,438 |
) |
(2,263 |
) |
||
|
Accumulated other comprehensive loss |
|
(786 |
) |
(786 |
) |
||
|
Treasury stock, 2,553,876 shares in 2004 and 2003, at cost, respectively |
|
(22,459 |
) |
(22,459 |
) |
||
|
Total Stockholders’ Equity |
|
1,652 |
|
675 |
|
||
|
|
|
$ |
6,876 |
|
$ |
7,440 |
|
See accompanying notes to consolidated financial statements.
3
THOMAS GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share data)
(Unaudited)
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
||||||||
|
|
|
2004 |
|
2003 |
|
2004 |
|
2003 |
|
||||
|
|
|
|
|
(Restated) |
|
|
|
(Restated) |
|
||||
|
Consulting revenue before reimbursements |
|
$ |
7,277 |
|
$ |
8,082 |
|
$ |
22,063 |
|
$ |
22,663 |
|
|
Reimbursements |
|
9 |
|
115 |
|
91 |
|
440 |
|
||||
|
Total revenue |
|
7,286 |
|
8,197 |
|
22,154 |
|
23,103 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cost of sales before reimbursable expenses |
|
3,684 |
|
3,783 |
|
11,330 |
|
11,605 |
|
||||
|
Reimbursable expenses |
|
9 |
|
115 |
|
91 |
|
440 |
|
||||
|
Total cost of sales |
|
3,693 |
|
3,898 |
|
11,421 |
|
12,045 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Gross profit |
|
3,593 |
|
4,299 |
|
10,733 |
|
11,058 |
|
||||
|
Selling, general and administrative |
|
3,250 |
|
3,695 |
|
9,653 |
|
10,221 |
|
||||
|
Operating income |
|
343 |
|
604 |
|
1,080 |
|
837 |
|
||||
|
Interest expense |
|
(65 |
) |
(158 |
) |
(240 |
) |
(530 |
) |
||||
|
Other income, net |
|
— |
|
4 |
|
1 |
|
7 |
|
||||