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8-K - 8-K TRC COMPANIES, INC. Q4F16 EARNINGS - TRC COMPANIES INC /DE/trcform8-kq4f2016.htm
Exhibit 99.1

trclogoa05.jpg
Investor Contact:
 
Company Contact:
Andrew Blazier, Senior Associate
Thomas W. Bennet, Jr., CFO
Sharon Merrill
(978) 970-5600
(617) 542-5300
tbennet@trcsolutions.com
trr@investorrelations.com
 


TRC Announces Fourth-Quarter Fiscal 2016 Financial Results

Acquisition integration and record cash flow conclude transformative year

Lowell, MA, Aug. 31, 2016 - TRC Companies, Inc. (NYSE: TRR), a recognized leader in engineering, environmental consulting and construction-management services to the energy, environmental, infrastructure and oil and gas markets, today announced financial results for the fiscal fourth quarter and year ended June 30, 2016.

“Fiscal 2016 was a transformative and challenging year for TRC. In November we acquired the Willbros Professional Services (WPS) business and fully integrated it under very difficult market conditions. This transaction launched TRC as a leader of end-to-end project solutions in the midstream oil and gas markets. At the same time, we generated $48 million in positive cash flow for the year, paying down debt by $30 million and ending with $19 million of cash on the balance sheet,” said Chris Vincze, Chairman and Chief Executive Officer.

“From an earnings perspective, TRC’s fourth quarter trended in a positive direction, despite slowly improving conditions in the oil and gas markets. We had expenses related to the WPS acquisition of $2.8 million in the fourth quarter and $6.6 million for the full fiscal year. We also took a net $22.0 million, non-cash goodwill impairment charge for the full fiscal year,” Vincze continued. “In the fourth quarter of fiscal 2016, NSR increased 16% compared with the same period of fiscal 2015. Operating income for the fourth quarter of fiscal 2016 was down 4% compared to the prior period, but when adjusted for acquisition-related expenses was down 1%. For the full fiscal year, NSR was up 14% and operating income declined 96%. However, adjusted for acquisition-related expenses and the goodwill charge, operating income was down only 3%.”

TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995


Exhibit 99.1

 
Three Months Ended
 
 
 
Year Ended
 
 
 
June 30,
 
June 30,
 
%
 
June 30,
 
June 30,
 
%
(In millions, except per share data)
2016
 
2015
 
Change
 
2016
 
2015
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Results
 
 
 
 
 
 
 
 
 
 
 
Net service revenue(1)
$
132.3

 
$
114.6

 
16
 %
 
$
465.1

 
$
408.0

 
14
 %
Acquisition and integration expense
$
2.8

 
$

 
N/A

 
$
6.6

 
$

 
N/A

Depreciation
$
1.8

 
$
1.3

 
37
 %
 
$
6.9

 
$
5.8

 
19
 %
Amortization
$
2.8

 
$
0.9

 
217
 %
 
$
7.8

 
$
3.5

 
124
 %
Goodwill impairment
$
(2.5
)
 
$

 
N/A

 
$
22.0

 
$

 
N/A

Operating income
$
10.3

 
$
10.7

 
-4
 %
 
$
1.3

 
$
30.7

 
-96
 %
Net income applicable to TRC Companies, Inc.
$
5.9

 
$
6.8

 
-13
 %
 
$
0.0

 
$
19.4

 
-100
 %
Diluted earnings per common share
$
0.19

 
$
0.22

 
-14
 %
 
$
0.00

 
$
0.63

 
-100
 %
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP Results
 
 
 
 
 
 
 
 
 
 
 
EBITDA
$
14.8

 
$
12.9

 
15
 %
 
$
16.1

 
$
40.0

 
-60
 %
Tax effect of acquisition and integration expenses
$
(1.1
)
 
$

 
N/A

 
$
(2.4
)
 
$

 
N/A

Tax effect of goodwill impairment
$
1.0

 
$

 
N/A

 
$
(8.5
)
 
$

 
N/A

Adjusted operating income(2)
$
10.6

 
$
10.7

 
-1
 %
 
$
29.9

 
$
30.7

 
-3
 %
Adjusted EBITDA(2)
$
15.2

 
$
12.9

 
18
 %
 
$
44.6

 
$
40.0

 
11
 %
Adjusted net income(2) (3)
$
6.1

 
$
6.8

 
-10
 %
 
$
17.7

 
$
19.4

 
-9
 %
Adjusted diluted earnings per common share(2) (3)
$
0.20

 
$
0.22

 
-9
 %
 
$
0.56

 
0.63

 
-11
 %

(1)
TRC believes net service revenue (NSR) best reflects the value of services provided and is the most meaningful indicator of revenue performance.
(2)
Excludes acquisition and integration expenses of $2.8 million and $6.6 million and goodwill impairment charges of $(2.5) million and $22.0 million for the three and twelve months ended June 30, 2016, respectively.
(3)
Excludes goodwill impairment and acquisition related expense in note 2, net of an income tax benefit of $0.1 million and $10.9 million for the three and twelve months ended June 30, 2016, respectively.

Comments on Segment Results
“Our Energy segment experienced a 4% increase in NSR and 7% decline in segment profit compared to the fourth quarter of fiscal 2015,” Vincze added. “The increase in NSR was primarily the result of increased demand for electric transmission and distribution services, and the decline in segment profit was related to delays in the award of project tasks under a significant program management project in California. In our Infrastructure segment, transportation-related spending by our clients led to a 24% increase in segment NSR and a 32% increase in segment profit. The continued slowdown from certain oil and gas clients led to a 9% decline in NSR in our Environmental segment, while profit increased 3%, primarily due to project efficiencies and cost savings from staff reductions.

“The downturn in oil and gas markets continued to weigh on our Pipeline Services segment. NSR for the quarter was $20.8 million, and the segment experienced a loss of $3.2 million, including $2.1 million of amortization expenses and $2.3 million of acquisition integration expenses, primarily lease abandonment charges,” Vincze said. “We have made significant staff reductions and other cost improvements in this

TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995



segment, normalizing our platform to the current revenue streams. These cost reductions led to fourth quarter segment profit of $1.2 million, before amortization and acquisition integration expenses.”


Business Outlook
“The long-term prospects are favorable for all of our segments,” Vincze said. “In our Energy segment, demand from our utility clients, along with increased energy efficiency, testing and commissioning, and transmission project activity, will support growth. Increased state and federal government transportation spending continues to spur backlog growth in our Infrastructure segment. Our Environmental segment will continue to be affected by the slowdown from our oil and gas clients, but demand for services related to environmental remediation, construction, transaction support, the retirement of coal plants, and renewable energy should contribute to growth. Long-term fundamentals support future growth in our Pipeline Services segment, especially with regard to our integrity services, despite current headwinds. With the improvements we have made to our cost structure and balance sheet, we are ready to capitalize on expansion opportunities in all of our strategic markets.”


Conference Call Information / Reconciliation of Non-GAAP Metrics
TRC will webcast its financial results conference call today, Aug. 31, 2016 at 9 a.m. ET. To listen to the live webcast and access the accompanying presentation slides, visit the “Investor Center” section of TRC’s website at www.TRCsolutions.com. Those slides also contain a reconciliation of non-GAAP metrics utilized in this press release to GAAP metrics. The call also may be accessed by dialing (877) 407-5790 or (201) 689-8328. A webcast replay will be available on the Company’s website for approximately one year.


About TRC
A pioneer in groundbreaking scientific and engineering developments since the 1960s, TRC is a national engineering, environmental consulting and construction management firm that provides integrated services to the energy, environmental, infrastructure and pipeline markets. TRC serves a broad range of commercial, industrial and government clients, implementing complex projects from initial concept to delivery and operation. TRC delivers results that enable clients to achieve success in a complex and changing world. For more information and updates from the Company, visit TRC's website at www.TRCsolutions.com and follow TRC on Twitter and StockTwits at @TRC_Companies and on LinkedIn.


TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995



Forward-Looking Statements
Certain statements in this press release may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can identify these statements by forward-looking words such as "may," "expects," "plans," "anticipates," "believes," "estimates," or other words of similar import. You should consider statements that contain these words carefully because they discuss TRC’s future expectations, contain projections of the Company’s future results of operations or of its financial condition, or state other "forward-looking" information. TRC believes that it is important to communicate its future expectations to its investors. However, there may be events in the future that the Company is not able to accurately predict or control and that may cause its actual results to differ materially from the expectations described in its forward-looking statements. Investors are cautioned that all forward-looking statements involve risks and uncertainties, and actual results may differ materially from those discussed as a result of various factors, including, but not limited to, circumstances which could create large cash outflows, such as contract losses, litigation, uncollectible receivables and income tax assessments; regulatory uncertainty; the availability of funding for government projects; the level of demand for TRC’s services; product acceptance; industry-wide competitive factors; the ability to continue to attract and retain highly skilled and qualified personnel; the availability and adequacy of insurance; capital availability and project investment by TRC’s clients; and general political or economic conditions. Furthermore, market trends are subject to changes, which could adversely affect future results. See the risk factors and additional discussion in TRC’s Annual Report on Form 10-K for the fiscal year ended June 30, 2016, and other factors included from time to time in the Company’s other filings with the Securities and Exchange Commission.








TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995



TRC Companies, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(Unaudited)

 
Three Months Ended
 
Year Ended
 
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Gross revenue
$
169,532

 
$
149,087

 
$
620,864

 
$
546,117

Less subcontractor costs and other direct reimbursable charges
37,201

 
34,520

 
155,735

 
138,099

Net service revenue
132,331

 
114,567

 
465,129

 
408,018

Interest income from contractual arrangements
53

 
30

 
122

 
97

Insurance recoverables and other income
14,129

 
295

 
16,048

 
6,533

Operating costs and expenses:
 
 
 
 
 
 
 
Cost of services (exclusive of costs shown separately below)
121,627

 
90,016

 
402,317

 
337,291

General and administrative expenses
9,685

 
11,971

 
34,375

 
37,331

Acquisition and integration expense
2,847

 

 
6,571

 

Depreciation
1,820

 
1,333

 
6,890

 
5,814

Amortization
2,757

 
869

 
7,835

 
3,502

Goodwill impairment
(2,484
)
 

 
21,981

 

Total operating costs and expenses
136,252

 
104,189

 
479,969

 
383,938

Operating income
10,261

 
10,703

 
1,330

 
30,710

Interest income
514

 

 
840

 

Interest expense
(1,145
)
 
(9
)
 
(2,707
)
 
(134
)
Income (loss) from operations before taxes
9,630

 
10,694

 
(537
)
 
30,576

Income tax (provision) benefit
(3,688
)
 
(3,936
)
 
670

 
(11,180
)
Net income
5,942

 
6,758

 
133

 
19,396

Net (income) loss applicable to noncontrolling interest
(33
)
 
5

 
(92
)
 
19

Net income applicable to TRC Companies, Inc.
$
5,909

 
$
6,763

 
$
41

 
$
19,415

 
 
 
 
 
 
 
 
Basic earnings per common share
$
0.19

 
$
0.22

 
$
0.00

 
$
0.64

Diluted earnings per common share
$
0.19

 
$
0.22

 
$
0.00

 
$
0.63

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding:
 
 
 
 
 
 
 
Basic
31,074

 
30,457

 
30,936

 
30,291

Diluted
31,424

 
31,232

 
31,359

 
30,724



TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995



TRC Companies, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share data)
(Unaudited)
 
June 30,
2016
 
June 30,
2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
18,804

 
$
37,296

Restricted cash
71

 
122

Accounts receivable, less allowance for doubtful accounts
149,280

 
138,346

Insurance recoverable - environmental remediation
49,934

 
40,927

Restricted investments
5,959

 
6,701

Income taxes refundable
75

 
412

Prepaid expenses and other current assets
24,122

 
10,499

Total current assets
248,245

 
234,303

 
 
 
 
Property and equipment
74,053

 
64,594

Less accumulated depreciation and amortization
(51,593
)
 
(50,885
)
Property and equipment, net
22,460

 
13,709

Goodwill
75,337

 
37,024

Intangible assets, net
45,969

 
9,304

Deferred income tax assets
26,239

 
18,924

Long-term restricted investments
18,420

 
18,385

Long-term prepaid insurance
23,425

 
25,929

Other assets
18,383

 
5,303

Total assets
$
478,478

 
$
362,881

LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Current portion of long-term debt
$
18,339

 
$
50

Current portion of capital lease obligations

 
166

Accounts payable
29,311

 
31,999

Accrued compensation and benefits
48,485

 
47,233

Deferred revenue
15,363

 
10,612

Environmental remediation liabilities
8,654

 
8,695

Income taxes payable
265

 
3,271

Other accrued liabilities
58,026

 
42,170

Total current liabilities
178,443

 
144,196

Non-current liabilities:
 
 
 
Long-term debt, net of current portion
79,243

 
55

Long-term income taxes payable
2,204

 
1,647

Deferred revenue
65,340

 
68,579

Environmental remediation liabilities
433

 
489

Total liabilities
325,663

 
214,966

Commitments and contingencies
 
 
 
Equity:
 
 
 
Common stock, $.10 par value; 40,000,000 shares authorized, 31,087,084 and 31,083,602 shares issued and outstanding, respectively, at June 30, 2016, and 30,485,510 and 30,482,028 shares issued and outstanding, respectively, at June 30, 2015
3,109

 
3,049

Additional paid-in capital
195,156

 
191,321

Accumulated deficit
(45,898
)
 
(45,939
)
Accumulated other comprehensive loss
(71
)
 
(88
)
Treasury stock, at cost
(33
)
 
(33
)
Total stockholders' equity applicable to TRC Companies, Inc.
152,263

 
148,310

Noncontrolling interest
552

 
(395
)
Total equity
152,815

 
147,915

Total liabilities and equity
$
478,478

 
$
362,881


TRC
650 Suffolk Street • Lowell, Massachusetts 01854
Telephone 978-970-5600 • Fax 978-453-1995