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8-K - FORM 8-K - ICF International, Inc.ifci20141106_8k.htm

Exhibit 99.1

 

 

 

 

 

 

 

 

NEWS RELEASE

 

                                     

ICF International Reports Third Quarter 2014 Results

 

 

Total Revenues Increased 8.5 Percent to $265 Million

 

 

Commercial Revenue Growth Was 14 Percent Led by Digital Services and Energy Business Areas

 

 

Adjusted EPS Was $0.62, Exclusive of M&A Expenses and Special Charges; Diluted EPS Was $0.59

 

 

Record Contract Awards Were $618 Million; Book-to-Bill Ratio Was 2.3

 

 

 

Acquisition of Digital Services Provider Olson Closed November 5, 2014

 

 

 

FOR IMMEDIATE RELEASE:

Investor      Douglas Beck, ICF International, douglas.beck@icfi.com, +1.703.934.3820

contacts:     Lynn Morgen, MBS Value Partners, lynn.morgen@mbsvalue.com, +1.212.750.5800

 

 

FAIRFAX, Va. (November 6, 2014) -- ICF International, Inc. (NASDAQ:ICFI), a leading provider of consulting services and technology solutions to government and commercial clients, reported results for the third quarter ended September 30, 2014.

 

Third Quarter 2014 Results

 

For the third quarter, revenue was $264.8 million, an 8.5 percent increase over the $244.1 million reported in the 2013 third quarter. Adjusted EBITDA was $25.1 million, or 9.5 percent of revenues, for the 2014 third quarter. Net income, exclusive of acquisition costs and special charges, was $12.3 million, or $0.62 per diluted share, for the third quarter, representing increases of 9.5 percent and 10.7 percent, respectively, over the comparable period last year.

 

Reported EBITDA, net income and diluted earnings per share for the third quarter were $24.0 million, $11.6 million and $0.59, respectively.

 

“ICF’s increasingly diversified client base and our recognized expertise in key end markets continued to benefit our results,” noted ICF International Chairman and Chief Executive Officer Sudhakar Kesavan. “Double-digit revenue increases from our commercial, international government1 and state and local government clients drove solid growth in this year’s third quarter, more than offsetting the slowdown in federal government spending.

 

 

 


1 In the third quarter of 2014, the nomenclature for the category of Non-U.S. Government revenue by client was changed to International Government.” The criteria for determining the revenue in the two categories remain the same.

  

 
 

 

 

“Our two major markets‘Energy, Environment & Infrastructure’ and ‘Health, Social Programs & Consumer/Financial’posted revenue growth of 9 percent and 13 percent, respectively, and represented 90 percent of total revenues for the period. We believe this demonstrates the competitive advantages of our domain knowledge in advising and implementing programs for both government and commercial clients. On an adjusted basis, growth in operating profit outpaced our revenue increase in the third quarter, reflective of higher productivity throughout the organization and recent actions taken to align staffing with our changing business mix.

 

“Contract awards reached a record $618 million in the third quarter and were well diversified across our key markets. Year-to-date contract awards of $1.04 billion position 2014 to be another strong sales year for ICF and provide important visibility on future revenue performance,” Mr. Kesavan said.

 

Recent Development

 

On November 5, 2014, ICF completed the acquisition of Minneapolis-based Olson, a provider of digital marketing services to a diversified client base around customer and stakeholder engagement and e-commerce.

 

“The Olson acquisition positions ICF as a full-service digital services provider to commercial and government clients. The transaction increases our mix of higher margin commercial business, creates substantial cross-selling opportunities with ICF’s and Olson’s existing commercial clients and enables ICF to provide commercial best practices in digital and strategic communications work for government clients,” Mr. Kesavan said.

 

Backlog and New Business Awards

 

Backlog was $1.9 billion at the end of the third quarter of 2014. Funded backlog was $832 million, or 44 percent of the total. The total value of contracts awarded in the 2014 third quarter was a record $618 million, up 29 percent from the same period last year. The value of year-to-date contract awards was $1.04 billion, an increase of 10 percent over the comparable year-ago period.

 

Commercial Business Third Quarter 2014 Highlights

 

Revenues from commercial clients increased 14 percent in the third quarter from the same period last year and accounted for 29 percent of total revenues. Revenues from energy advisory and energy efficiency clients were $33 million, up 10.6 percent from the same period last year. Energy efficiency clients accounted for 35 percent of commercial revenues.

 

Key Commercial Sales Highlights in the Third Quarter

 

Commercial sales were $104 million in the third quarter and $265 million for the first nine months of 2014, representing book-to-bill ratios of 1.4 and 1.2, respectively.

 

 

 
 

 

 

ICF was awarded more than 400 commercial projects globally in the third quarter. The largest awards included:

 

 

Energy Efficiency: Three contracts with a combined value of up to $61 million with Baltimore Gas & Electric to extend and enhance energy efficiency services. Two additional energy efficiency engagements with other U.S. utilities totaled $2.5 million.

 

 

Energy Infrastructure: A $1.4 million environmental management review of a natural gas drilling project.

 

 

Digital Services: $3.3 million in digital data applications for a consumer products company, a financial industry association and a national retail grocery chain.

 

Other contracts with significant value include an Asian aviation market study, a smart commercial energy program implementation, public health survey research for a private university, and a strategic plan for an aerospace manufacturer.

 

Government Business Third Quarter 2014 Highlights

 

 

U.S. federal government revenues declined 3 percent in the third quarter and accounted for 52 percent of total revenues, compared with 58 percent in last year’s third quarter. Despite the decrease in federal government revenues, ICF saw growth in a number of areas, including the Departments of Health and Human Services, Housing and Urban Development, State, Veterans Affairs and the Environmental Protection Agency.

 

 

U.S. state and local government revenues increased 19 percent and accounted for 11 percent of total revenues, up from 10 percent in last year’s third quarter, led by increased disaster recovery work related to Superstorm Sandy.

 

 

International government revenues increased 94 percent and accounted for 8 percent of total revenues, up from 5 percent in last year’s third quarter, resulting from contract wins with the U.K. government and the European Commission and the Mostra acquisition, which was completed in February 2014.

 

Key Government Contracts Awarded in the Third Quarter

 

ICF was awarded more than 200 U.S. federal contracts and task orders and hundreds of additional contracts from other U.S. state and local governments and international governments. The largest awards included:

 

 

Information Technology: A contract with a ceiling of $100 million from the National Institutes of Health to support biomedical and clinical information services and a $25 million contract with Pension Benefit Guaranty Corporation (PBGC) to modernize PBGC’s business operations and customer service.

 

 

Digital Services and Strategic Communications: A single-award blanket purchase agreement with a value of up to $100 million to support the expansion and promotion of the National Cancer Institute’s Tobacco Cessation Resources program.

 

 

Program Implementation: A $78 million contract to establish the National Capacity Building Center for Public Child Welfare Agencies for the Department of Health and Human Services.

 

 

 
 

 

 

 

Environment: An $18.5 million contract with the Office of Superfund Remediation and Technology Innovation to provide technical, training, meeting and outreach support.

 

 

Research and Evaluation: An $18.5 million contract with Substance Abuse and Mental Health Services Administration to support the Center for Mental Health Services’ Suicide Prevention Branch in evaluating its suicide prevention programs on a national level.

 

 

International Development: An $18 million agreement to support the U.S. Agency for International Development in strengthening health information systems in developing countries.

 

 

Public Health: A $14.5 million task order with the Centers for Disease Control and Prevention (CDC) to provide evaluation and technical assistance services to states, tribal agencies and community organizations recently awarded grants to prevent and control chronic diseases and promote healthy communities. In addition, ICF won three new contracts with the CDC, each valued at greater than $10 million, to provide IT and technical support and evaluation services for CDC programs.

 

Additional U.S. federal government awards greater than $5 million included software development, training and technical assistance and childcare research support engagements for the Department of Health and Human Services; strategic communications support for a Department of Defense environmental health survey; wildlife restoration work for the Department of the Interior; and IT program support and international survey research for the Department of State.

 

The largest nonfederal government awards included environmental management projects at the state and local level and communications program evaluation and regulatory program support for the European Commission.

 

Summary and Outlook

 

ICF’s third quarter performance reflected the improved profitability that we have achieved due to recent staff realignments and the increasing contribution of our commercial business. Fourth quarter results are expected to be strong, benefitting from similar trends to those of the third quarter and easier year-on-year comparisons. We expect the Olson acquisition to add approximately $20 million to $25 million in revenues in the fourth quarter and for the transaction to be neutral to reported fourth quarter 2014 diluted earnings per share results.

 

“For full year 2014, revenues are expected to range from $1.04 billion to $1.06 billion, inclusive of the Olson acquisition. Based on year-to-date adjusted earnings per share of $1.68, our guidance range for adjusted earnings per share for full year 2014 continues to be $2.19 to $2.27. The guidance range for full year 2014 diluted earnings per share remains at $2.12 to $2.20, exclusive of additional acquisition-related expenses. Earnings per share guidance is based on approximately 20.0 million diluted weighted average shares outstanding and an effective tax rate of approximately 37 percent. We reaffirm that our cash flow from operations will range from $60 million to $70 million.

 

“It is important to note that if we excluded related integration, amortization and personnel retention expenses, the Olson acquisition is estimated to have a positive impact of $0.08 on 2014 fourth quarter earnings per share.

 

 

 
 

 

 

“Record levels of third quarter and year-to-date bookings position ICF for continued growth in 2015. Based on our current visibility, we expect to enter 2015 with a total contract backlog at higher levels than the beginning of 2014. We anticipate continued growth from our existing commercial business, which should account for approximately 36 percent of our total pro forma 2014 revenues, inclusive of the Olson transaction. After making business development and technology investments in Olson, the acquisition is expected to add between 80 and 100 basis points to ICF’s EBITDA margin beginning in 2015,” Mr. Kesavan said.

 

ICF will provide full year 2015 revenue and earnings guidance when the company releases its fourth quarter 2014 results.

 

###

 

About ICF International

ICF International (NASDAQ:ICFI) provides professional services and technology solutions that deliver beneficial impact in areas critical to the world's future. ICF is fluent in the language of change, whether driven by markets, technology, or policy. Since 1969, we have combined a passion for our work with deep industry expertise to tackle our clients' most important challenges. We partner with clients around the globe—advising, executing, innovating—to help them define and achieve success. Our more than 5,000 employees serve government and commercial clients from more than 70 offices worldwide. ICF's website is www.icfi.com.

 

Caution Concerning Forward-looking Statements

Statements that are not historical facts and involve known and unknown risks and uncertainties are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements may concern our current expectations about our future results, plans, operations and

prospects and involve certain risks, including those risks related to: the potential difficulties and delays in integrating Olson (the “Merger”) or fully realizing anticipated cost savings and other benefits from the Merger; the reaction to the Merger of customers, employees and counterparties; the government contracting industry generally; and our particular business, including our dependence on contracts with U.S. federal government agencies. These and other factors that could cause our actual results to differ from those indicated in forward-looking statements are included in the "Risk Factors" section of our securities filings with the Securities and Exchange Commission. The forward-looking statements included herein are only made as of the date hereof, and we specifically disclaim any obligation to update these statements in the future.

 

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(in thousands, except per share amounts)

 

   

Three months ended

   

Nine months ended

 
   

September 30,

   

September 30,

 
   

2014

   

2013

   

2014

   

2013

 
   

(Unaudited)

   

(Unaudited)

 
                                 

Gross Revenue

  $ 264,796     $ 244,055     $ 773,708     $ 719,544  

Direct Costs

    166,064       154,024       486,461       448,370  

Operating costs and expenses:

                               

Indirect and selling expenses

    74,704       67,647       218,573       203,513  

Depreciation and amortization

    3,227       2,771       9,493       8,352  

Amortization of intangible assets

    2,273       2,459       6,429       7,211  

Total operating costs and expenses

    80,204       72,877       234,495       219,076  

Operating Income

    18,528       17,154       52,752       52,098  

Interest expense

    (800 )     (476 )     (2,288 )     (1,870 )

Other (expense) income

    (335 )     140       (991 )     209  

Income before income taxes

    17,393       16,818       49,473       50,437  

Provision for income taxes

    5,840       5,687       18,206       18,863  

Net income

  $ 11,553     $ 11,131     $ 31,267     $ 31,574  
                                 

Earnings per Share:

                               

Basic

  $ 0.59     $ 0.56     $ 1.59     $ 1.60  

Diluted

  $ 0.59     $ 0.55     $ 1.56     $ 1.57  
                                 

Weighted-average Shares:

                               

Basic

    19,450       19,802       19,682       19,685  

Diluted

    19,713       20,165       20,069       20,088  
                                 

Other comprehensive income (loss):

                               

Foreign currency translation adjustments

    (1,355 )     445       (895 )     3  

Comprehensive income

  $ 10,198     $ 11,576     $ 30,372     $ 31,577  
                                 
                                 
                                 

Reconciliation of non-GAAP financial measures:

                               
                                 

Reconciliation of Service Revenue

                               

Revenue

  $ 264,796     $ 244,055     $ 773,708     $ 719,544  

Subcontractor and Other Direct Costs*

    (72,663 )     (63,992 )     (202,080 )     (181,106 )

Service Revenue

  $ 192,133     $ 180,063     $ 571,628     $ 538,438  
                                 

Reconciliation of EBITDA

                               

Operating Income

  $ 18,528     $ 17,154     $ 52,752     $ 52,098  

Depreciation and amortization

    5,500       5,230       15,922       15,563  

EBITDA

    24,028       22,384       68,674       67,661  

Acquisition-related expenses**

    815       106       1,444       367  

Special charges related to severance for staff realignment***

    252             1,931        

Adjusted EBITDA

  $ 25,095     $ 22,490     $ 72,049     $ 68,028  
                                 

Reconciliation of Adjusted EPS

                               

Diluted EPS

  $ 0.59     $ 0.55     $ 1.56     $ 1.57  

Acquisition-related expenses, net of tax

    0.02       0.01       0.04       0.01  

Special charges related to severance for staff realignment, net of tax

    0.01             0.06        

Foreign currency loss related to office closure, net of tax

                0.02        

Adjusted EPS

  $ 0.62     $ 0.56     $ 1.68     $ 1.58  

 

*

Subcontractor and Other Direct Costs exclude Direct Labor and Fringe.

**

Acquisition-related expenses include expenses related to closed and anticipated-to-close acquisitions.

***

Special charges related to severance were for the staff realignment announced in the second quarter of 2014, a portion of which was not recognized until

 

the third quarter of 2014.

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

 

   

September 30, 2014

   

December 31, 2013

 
   

(Unaudited)

         
                 

Current Assets:

               

Cash

  $ 7,509     $ 8,953  

Contract receivables, net

    248,154       205,062  

Prepaid expenses and other

    13,892       7,847  

Income tax receivable

    3,528       4,482  

Total current assets

    273,083       226,344  

Total property and equipment, net of accumulated depreciation of $54,774 and $49,229 as of September 30, 2014, and December 31, 2013, respectively

    28,920       30,214  

Other assets:

               

Goodwill

    461,659       418,839  

Other intangible assets, net

    15,852       12,239  

Restricted cash

    1,548       1,864  

Other assets

    12,419       11,414  

Total Assets

  $ 793,481     $ 700,914  
                 

Current Liabilities:

               

Accounts payable

  $ 44,729     $ 45,544  

Accrued salaries and benefits

    44,017       45,994  

Accrued expenses

    40,445       32,256  

Deferred revenue

    20,471       20,282  

Deferred income taxes

    4,155       6,144  

Total current liabilities

    153,817       150,220  

Long-term liabilities:

               

Long-term debt

    115,216       40,000  

Deferred rent

    14,805       12,912  

Deferred income taxes

    11,944       10,780  

Other

    9,027       12,911  

Total Liabilities

    304,809       226,823  

Commitments and Contingencies

               

Stockholders’ Equity:

               

Preferred stock, par value $.001 per share; 5,000,000 shares authorized; none issued

           

Common stock, par value $.001 per share; 70,000,000 shares authorized; 21,019,032 and 20,617,270 shares issued; and 19,397,733 and 19,764,634 shares outstanding as of September 30, 2014, and December 31, 2013, respectively

    21       21  

Additional paid-in capital

    263,740       250,698  

Retained earnings

    277,174       245,907  

Treasury stock

    (50,378 )     (21,545 )

Accumulated other comprehensive loss

    (1,885 )     (990 )

Total Stockholders’ Equity

    488,672       474,091  

Total Liabilities and Stockholders’ Equity

  $ 793,481     $ 700,914  

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

 

   

Nine months ended

 
   

September 30,

 
   

2014

   

2013

 
   

(Unaudited)

 

Cash flows from operating activities

               

Net income

  $ 31,267     $ 31,574  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Non-cash equity compensation

    8,858       6,565  

Depreciation and amortization

    15,922       15,563  

Other adjustments, net

    (1,712 )     2,816  

Changes in operating assets and liabilities, net of the effect of acquisitions:

               

Contract receivables, net

    (25,293 )     (10,473 )

Prepaid expenses and other assets

    (6,378 )     (5,349 )

Accounts payable

    (96 )     (2,118 )

Accrued salaries and benefits

    (2,954 )     (3,094 )

Accrued expenses

    4,170       4,871  

Deferred revenue

    (3,629 )     (3,414 )

Income tax receivable and payable

    228       8,512  

Other liabilities

    (847 )     1,229  

Net cash provided by operating activities

    19,536       46,682  

Cash flows from investing activities

               

Capital expenditures for property and equipment and capitalized software

    (10,582 )     (10,082 )

Payments for business acquisitions, net of cash received

    (59,537 )     (4,763 )

Net cash used in investing activities

    (70,119 )     (14,845 )
                 

Cash flows from financing activities

               

Advances from working capital facilities

    369,936       90,790  

Payments on working capital facilities

    (294,720 )     (131,726 )

Debt issue costs

    (854 )      

Proceeds from exercise of options

    1,569       2,360  

Tax benefits of stock option exercises and award vesting

    2,617       338  

Net payments for stockholder issuances and buybacks

    (28,835 )     (2,465 )

Net cash provided by (used in) financing activities

    49,713       (40,703 )

Effect of exchange rate changes on cash

    (574 )     147  

Decrease in cash

    (1,444 )     (8,719 )

Cash, beginning of period

    8,953       14,725  

Cash, end of period

  $ 7,509     $ 6,006  
                 

Supplemental disclosure of cash flow information

               

Cash paid during the period for:

               

Interest

  $ 2,109     $ 1,881  

Income taxes

  $ 17,271     $ 9,764  
                 

Non-cash investing and financing transactions:

               

Fair value of contingent consideration payable in connection with acquisition

  $     $ 8,028  

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Supplemental Schedule

 

Revenue by market

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2014

   

2013

   

2014

   

2013

 
                                 

Energy, environment, and infrastructure

    39 %     39 %     39 %     39 %

Health, social programs, and consumer/financial

    51 %     49 %     51 %     48 %

Public safety and defense

    10 %     12 %     10 %     13 %
                                 

Total

    100 %     100 %     100 %     100 %
                                 
                                 
                                 

Revenue by client

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2014

   

2013

   

2014

   

2013

 
                                 

U.S. federal government

    52 %     58 %     52 %     59 %

U.S. state and local government

    11 %     10 %     11 %     9 %

International government

    8 %     5 %     9 %     4 %

Government

    71 %     73 %     72 %     72 %
                                 

Commercial

    29 %     27 %     28 %     28 %
                                 

Total

    100 %     100 %     100 %     100 %
                                 
                                 
                                 

Revenue by contract

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2014

   

2013

   

2014

   

2013

 
                                 

Time-and-materials

    47 %     52 %     48 %     52 %

Fixed-price

    33 %     27 %     33 %     28 %

Cost-based

    20 %     21 %     19 %     20 %
                                 

Total

    100 %     100 %     100 %     100 %