x |
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
o |
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
Delaware
(State
or other jurisdiction
of
incorporation or organization)
|
58-1954497
(IRS
Employer Identification Number)
|
|
8302
Dunwoody Place, Suite 250, Atlanta, GA
(Address
of principal executive offices)
|
30350
(Zip
Code)
|
(770)
587-9898
(Registrant's
telephone number)
|
(Former
name, former address and former fiscal year, if changed since last
report)
|
Class
|
Outstanding
at August 4, 2008
|
|
Common
Stock, $.001 Par Value
|
53,762,850
|
|
shares
of registrant’s
|
||
Common
Stock
|
|
Page No.
|
||||
PART
I
|
FINANCIAL
INFORMATION
|
||||
Item
1.
|
Condensed
Financial Statements
|
||||
Consolidated
Balance Sheets -
|
|||||
June
30, 2008 (unaudited) and December 31, 2007
|
1
|
||||
Consolidated
Statements of Operations -
|
|||||
Three
and Six Months Ended June 30, 2008 and 2007 (unaudited)
|
3
|
||||
Consolidated
Statements of Cash Flows -
|
|||||
Six
Months Ended June 30, 2008 and 2007 (unaudited)
|
4
|
||||
Consolidated
Statement of Stockholders' Equity -
|
|||||
Six
Months Ended June 30, 2008 (unaudited)
|
5
|
||||
|
Notes
to Consolidated Financial Statements
|
6
|
|||
Item
2.
|
Management's
Discussion and Analysis of
|
||||
Financial
Condition and Results of Operations
|
29
|
||||
Item
3.
|
Quantitative
and Qualitative Disclosures
|
||||
About
Market Risk
|
58
|
||||
Item
4.
|
Controls
and Procedures
|
59
|
|||
PART
II
|
OTHER
INFORMATION
|
||||
Item
1.
|
Legal
Proceedings
|
60
|
|||
Item
1A.
|
Risk
Factors
|
60
|
|||
Item
6.
|
Exhibits
|
61
|
June 30,
|
|||||||
2008
|
December 31,
|
||||||
(Amount
in Thousands, Except for Share Amounts)
|
(Unaudited)
|
2007
|
|||||
ASSETS
|
|||||||
Current
assets:
|
|||||||
Cash
|
$
|
41
|
$
|
102
|
|||
Restricted
cash
|
35
|
35
|
|||||
Accounts
receivable, net of allowance for doubtful accounts of $126 and
$138,
respectively
|
9,086
|
13,536
|
|||||
Unbilled
receivables - current
|
9,358
|
10,321
|
|||||
Inventories
|
201
|
233
|
|||||
Prepaid
and other assets
|
1,756
|
3,170
|
|||||
Current
assets related to discontinued operations
|
1,998
|
5,197
|
|||||
Total
current assets
|
22,475
|
32,594
|
|||||
Property
and equipment:
|
|||||||
Buildings
and land
|
21,276
|
20,748
|
|||||
Equipment
|
31,245
|
31,140
|
|||||
Vehicles
|
141
|
141
|
|||||
Leasehold
improvements
|
11,462
|
11,457
|
|||||
Office
furniture and equipment
|
2,297
|
2,268
|
|||||
Construction-in-progress
|
996
|
1,639
|
|||||
67,417
|
67,393
|
||||||
Less
accumulated depreciation and amortization
|
(21,923
|
)
|
(20,084
|
)
|
|||
Net
property and equipment
|
45,494
|
47,309
|
|||||
Property
and equipment related to discontinued operations
|
3,521
|
6,775
|
|||||
Intangibles
and other long term assets:
|
|||||||
Permits
|
15,712
|
15,636
|
|||||
Goodwill
|
10,822
|
9,046
|
|||||
Unbilled
receivables – non-current
|
3,426
|
3,772
|
|||||
Finite
Risk Sinking Fund
|
8,791
|
6,034
|
|||||
Other
assets
|
2,249
|
2,496
|
|||||
Intangible
and other assets related to discontinued operations
|
1,190
|
2,369
|
|||||
Total
assets
|
$
|
113,680
|
$
|
126,031
|
June 30,
|
|||||||
2008
|
December 31,
|
||||||
(Amount
in Thousands, Except for Share Amounts)
|
(Unaudited)
|
2007
|
|||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||
Current
liabilities:
|
|||||||
Accounts
payable
|
$
|
7,432
|
$
|
5,010
|
|||
Current
environmental accrual
|
141
|
225
|
|||||
Accrued
expenses
|
7,872
|
9,207
|
|||||
Disposal/transportation
accrual
|
7,597
|
6,677
|
|||||
Unearned
revenue
|
2,455
|
4,978
|
|||||
Current
liabilities related to discontinued operations
|
3,553
|
8,359
|
|||||
Current
portion of long-term debt
|
3,289
|
15,292
|
|||||
Total
current liabilities
|
32,339
|
49,748
|
|||||
|
|||||||
Environmental
accruals
|
215
|
251
|
|||||
Accrued
closure costs
|
8,807
|
8,739
|
|||||
Other
long-term liabilities
|
432
|
966
|
|||||
Long-term
liabilities related to discontinued operations
|
2,745
|
3,590
|
|||||
Long-term
debt, less current portion
|
7,270
|
2,724
|
|||||
Total
long-term liabilities
|
19,469
|
16,270
|
|||||
|
|||||||
Total
liabilities
|
51,808
|
66,018
|
|||||
|
|||||||
Commitments
and Contingencies
|
|||||||
Preferred
Stock of subsidiary, $1.00 par value; 1,467,396 shares authorized,
1,284,730 shares issued and outstanding, liquidation value $1.00
per
share
|
1,285
|
1,285
|
|||||
|
|||||||
Stockholders'
equity:
|
|||||||
Preferred
Stock, $.001 par value; 2,000,000 shares authorized, no shares
issued and
outstanding
|
¾
|
¾
|
|||||
Common
Stock, $.001 par value; 75,000,000 shares authorized, 53,762,850
and
53,704,516 shares issued and outstanding, respectively
|
54
|
54
|
|||||
Additional
paid-in capital
|
96,716
|
96,409
|
|||||
Stock
subscription receivable
|
¾
|
(25
|
)
|
||||
Accumulated
deficit
|
(36,183
|
)
|
(37,710
|
)
|
|||
|
|||||||
Total
stockholders' equity
|
60,587
|
58,728
|
|||||
|
|||||||
Total
liabilities and stockholders' equity
|
$
|
113,680
|
$
|
126,031
|
Three Months Ended
|
Six Months Ended
|
||||||||||||
June 30,
|
June 30,
|
||||||||||||
(Amounts in Thousands, Except for Per Share Amounts)
|
2008
|
2007
|
2008
|
2007
|
|||||||||
Net
revenues
|
$
|
15,798
|
$
|
13,537
|
$
|
30,682
|
$
|
26,458
|
|||||
Cost
of goods sold
|
10,913
|
8,733
|
21,986
|
17,054
|
|||||||||
Gross
profit
|
4,885
|
4,804
|
8,696
|
9,404
|
|||||||||
Selling,
general and administrative expenses
|
3,996
|
3,759
|
7,803
|
7,474
|
|||||||||
Loss
on disposal of property and equipment
|
142
|
2
|
142
|
2
|
|||||||||
Income
from operations
|
747
|
1,043
|
751
|
1,928
|
|||||||||
Other
income (expense):
|
|||||||||||||
Interest
income
|
49
|
78
|
117
|
166
|
|||||||||
Interest
expense
|
(325
|
)
|
(272
|
)
|
(678
|
)
|
(473
|
)
|
|||||
Interest
expense-financing fees
|
(57
|
)
|
(48
|
)
|
(110
|
)
|
(96
|
)
|
|||||
Other
|
(12
|
)
|
9
|
(6
|
)
|
(7
|
)
|
||||||
Income
from continuing operations before taxes
|
402
|
810
|
74
|
1,518
|
|||||||||
Income
tax expense
|
3
|
58
|
3
|
183
|
|||||||||
Income
from continuing operations
|
399
|
752
|
71
|
1,335
|
|||||||||
(Loss)
income from discontinued operations, net of taxes
|
(49
|
)
|
470
|
(760
|
)
|
(1,197
|
)
|
||||||
Gain
on disposal of discontinued operations, net of taxes
|
108
|
¾
|
2,216
|
¾
|
|||||||||
Net
income applicable to Common Stockholders
|
$
|
458
|
$
|
1,222
|
$
|
1,527
|
$
|
138
|
|||||
Net income (loss) per common share – basic | |||||||||||||
Continuing
operations
|
$
|
.01
|
$
|
.01
|
$
|
¾
|
$
|
.02
|
|||||
Discontinued
operations
|
¾
|
.01
|
(.01
|
)
|
(.02
|
)
|
|||||||
Disposal
of discontinued operations
|
¾
|
¾
|
.04
|
¾
|
|||||||||
Net
income per common share
|
$
|
.01
|
$
|
.02
|
$
|
.03
|
$
|
¾
|
|||||
Net income (loss) per common share - diluted | |||||||||||||
Continuing
operations
|
$
|
.01
|
$
|
.01
|
$
|
¾
|
$
|
.02
|
|||||
Discontinued
operations
|
¾
|
.01
|
(.01
|
)
|
(.02
|
)
|
|||||||
Disposal
of discontinued operations
|
¾
|
¾
|
.04
|
¾
|
|||||||||
Net
income per common share
|
$
|
.01
|
$
|
.02
|
$
|
.03
|
$
|
¾
|
|||||
Number
of common shares used in computing net income (loss) per
share:
|
|||||||||||||
Basic
|
53,729
|
52,131
|
53,717
|
52,097
|
|||||||||
Diluted
|
54,173
|
53,601
|
54,035
|
53,333
|
Six Months Ended
|
|||||||
June 30,
|
|||||||
(Amounts
in Thousands)
|
2008
|
2007
|
|||||
Cash
flows from operating activities:
|
|||||||
Net
income
|
$
|
1,527
|
$
|
138
|
|||
Less:
Income (loss) on discontinued operations (Note 8)
|
1,456
|
(1,197
|
)
|
||||
Income
from continuing operations
|
71
|
1,335
|
|||||
Adjustments
to reconcile net income (loss) to cash provided by
operations:
|
|||||||
Depreciation
and amortization
|
2,238
|
1,628
|
|||||
Provision
(benefit) for bad debt and other reserves
|
11
|
(41
|
)
|
||||
Loss
on disposal of property and equipment
|
142
|
2
|
|||||
Issuance
of common stock for services
|
28
|
25
|
|||||
Share
based compensation
|
184
|
162
|
|||||
Changes
in operating assets and liabilities of continuing operations, net
of
effect from business acquisitions:
|
|||||||
Accounts
receivable
|
4,438
|
1,276
|
|||||
Unbilled
receivables
|
1,309
|
(121
|
)
|
||||
Prepaid
expenses, inventories, and other assets
|
1,875
|
2,926
|
|||||
Accounts
payable, accrued expenses, and unearned revenue
|
(3,535
|
)
|
(596
|
)
|
|||
Cash
provided by continuing operations
|
6,761
|
6,596
|
|||||
Gain
on disposal of discontinued operations (Note 8)
|
(2,216
|
)
|
―
|
||||
Cash
used in discontinued operations
|
(819
|
)
|
(1,815
|
)
|
|||
Cash
provided by operating activities
|
3,726
|
4,781
|
|||||
Cash
flows from investing activities:
|
|||||||
Purchases
of property and equipment
|
(562
|
)
|
(1,627
|
)
|
|||
Proceeds
from sale of plant, property and equipment
|
―
|
4
|
|||||
Change
in finite risk sinking fund
|
(2,757
|
)
|
(1,115
|
)
|
|||
Cash
used for acquisition consideration, net of cash acquired
|
(14
|
)
|
(2,341
|
)
|
|||
Cash
used in investing activities of continuing operations
|
(3,333
|
)
|
(5,079
|
)
|
|||
Proceeds
from sale of discontinued operations (Note 8)
|
7,131
|
―
|
|||||
Cash
provided by (used in) discontinued operations
|
20
|
(322
|
)
|
||||
Net
cash provided by (used in) investing activities
|
3,818
|
(5,401
|
)
|
||||
Cash
flows from financing activities:
|
|||||||
Net
(repayments) borrowing of revolving credit
|
(1,435
|
)
|
4,452
|
||||
Principal
repayments of long term debt
|
(6,021
|
)
|
(6,482
|
)
|
|||
Proceeds
from issuance of stock
|
95
|
359
|
|||||
Repayment
of stock subscription receivable
|
25
|
27
|
|||||
Cash
used in financing activities of continuing operations
|
(7,336
|
)
|
(1,644
|
)
|
|||
Principal
repayment of long-term debt for discontinued operations
|
(269
|
)
|
(204
|
)
|
|||
Cash
used in financing activities
|
(7,605
|
)
|
(1,848
|
)
|
|||
Decrease
in cash
|
(61
|
)
|
(2,468
|
)
|
|||
Cash
at beginning of period
|
102
|
2,528
|
|||||
Cash
at end of period
|
$
|
41
|
$
|
60
|
|||
Supplemental
disclosure:
|
|||||||
Interest
paid
|
$
|
713
|
$
|
420
|
|||
Income
taxes paid
|
3
|
―
|
|||||
Non-cash
investing and financing activities:
|
|||||||
Long-term
debt incurred for purchase of property and equipment
|
―
|
603
|
(Amounts
in thousands,
|
Common Stock
|
Additional
|
Stock
Subscription |
Accumulated
|
Total
Stockholders' |
||||||||||||||
except
for share amounts)
|
Shares
|
Amount
|
Paid-In Capital
|
Receivable |
Deficit
|
Equity
|
|||||||||||||
Balance
at December 31, 2007
|
53,704,516
|
$
|
54
|
$
|
96,409
|
$
|
(25
|
)
|
$
|
(37,710
|
)
|
$
|
58,728
|
||||||
Net
income
|
—
|
—
|
—
|
—
|
1,527
|
1,527
|
|||||||||||||
Issuance
of Common Stock for services
|
—
|
—
|
28
|
—
|
—
|
28
|
|||||||||||||
Issuance
of Common Stock upon exercise of Options
|
58,334
|
—
|
95
|
—
|
—
|
95
|
|||||||||||||
Share
based compensation
|
—
|
—
|
184
|
—
|
—
|
184
|
|||||||||||||
Repayment
of stock subscription receivable
|
—
|
—
|
—
|
25
|
—
|
25
|
|||||||||||||
Balance
at June 30, 2008
|
53,762,850
|
$
|
54
|
$
|
96,716
|
$
|
—
|
$
|
(36,183
|
)
|
$
|
60,587
|
1.
|
Basis
of Presentation
|
2.
|
Summary
of Significant Accounting
Policies
|
3.
|
Stock
Based Compensation
|
4.
|
Earnings
(Loss) Per Share
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
||||||||||||
(Unaudited)
|
(Unaudited)
|
||||||||||||
(Amounts in Thousands, Except for Per Share Amounts)
|
2008
|
2007
|
2008
|
2007
|
|||||||||
Earnings per
share from continuing operations
|
|||||||||||||
Income
from continuing operations applicable to
Common
Stockholders
|
$
|
399
|
$
|
752
|
71
|
$
|
1,335
|
||||||
Basic
income per share
|
$
|
.01
|
$
|
.01
|
—
|
$
|
.02
|
||||||
Diluted
income per share
|
$
|
.01
|
$
|
.01
|
—
|
$
|
.02
|
||||||
(Loss)
income per share from discontinued operations
|
|||||||||||||
(Loss)
income from discontinued operations
|
$
|
(49
|
)
|
$
|
470
|
(760
|
)
|
$
|
(1,197
|
)
|
|||
Basic
income (loss) per share
|
$
|
—
|
$
|
.01
|
(.01
|
)
|
$
|
(.02
|
)
|
||||
Diluted
income (loss) per share
|
$
|
—
|
$
|
.01
|
(.01
|
)
|
$
|
(.02
|
)
|
||||
Income
per share from disposal of discontinued operations
|
|||||||||||||
Gain
on disposal of discontinued operations
|
$
|
108
|
$
|
—
|
2,216
|
$
|
—
|
||||||
Basic
income per share
|
$
|
—
|
$
|
—
|
.04
|
$
|
—
|
||||||
Diluted
income per share
|
$
|
—
|
$
|
—
|
.04
|
$
|
—
|
||||||
Weighted
average common shares outstanding – basic
|
53,729
|
52,131
|
53,717
|
52,097
|
|||||||||
Potential
shares exercisable under stock option plans
|
444
|
882
|
318
|
711
|
|||||||||
Potential
shares upon exercise of Warrants
|
—
|
588
|
—
|
525
|
|||||||||
Weighted
average shares outstanding – diluted
|
54,173
|
53,601
|
54,035
|
53,333
|
|||||||||
Potential
shares excluded from above weighted average share calculations
due to
their anti-dilutive effect include:
|
|||||||||||||
Upon
exercise of options
|
172
|
115
|
740
|
155
|
5.
|
Long
Term Debt
|
(Unaudited)
|
|||||||
June 30,
|
December 31,
|
||||||
(Amounts in Thousands)
|
2008
|
2007
|
|||||
Revolving
Credit facility dated December 22, 2000, borrowings based upon
eligible accounts receivable, subject to monthly borrowing base
calculation, variable interest paid monthly at prime rate plus
½% (5.50%
at June 30, 2008), balance due in July 2012.
|
$
|
5,415
|
$
|
6,851
|
|||
Term
Loan dated December 22, 2000, payable in equal monthly
installments of principal of $83, balance due in July 2012, variable
interest paid monthly at prime rate plus 1% (6.00% at June 30,
2008).
|
—
|
4,500
|
|||||
Promissory
Note dated June 25, 2001, payable in semiannual installments
on
June 30 and December 31 through December 31, 2008, variable interest
accrues at the applicable law rate determined under the IRS Code
Section
(8.0% on June 30, 2008) and is payable in one lump sum at the end
of
installment period.
|
235
|
635
|
|||||
Promissory Note
dated June 25, 2007, payable in monthly installments of principal
of $160
starting July 2007 and $173 starting July 2008, variable interest
paid
monthly at prime rate plus 1.125% (6.125% at June 30,
2008)
|
2,079
|
3,039
|
|||||
Installment
Agreement in the Agreement and Plan of Merger with Nuvotec and
PEcoS, dated April 27, 2007, payable in three equal yearly installment
of
principal of $833 beginning June 2009. Interest accrues at annual
rate of
8.25% on outstanding principal balance starting June 2007 and payable
yearly starting June 2008
|
2,500
|
2,500
|
|||||
Installment
Agreement dated June 25, 2001, payable in semiannual installments
on June 30 and December 31 through December 31, 2008,variable interest
accrues at the applicable law rate determined under the Internal
Revenue
Code Section (8.0% on June 30, 2008) and is payable in one lump
sum at the
end of installment period.
|
53
|
153
|
|||||
Various
capital lease and promissory note obligations, payable 2008 to
2012,
interest at rates ranging from 5.0% to 12.6%.
|
463
|
1,158
|
|||||
10,745
|
18,836
|
||||||
Less
current portion of long-term debt
|
3,289
|
15,292
|
|||||
Less
long-term debt related to assets held for sale
|
186
|
820
|
|||||
$
|
7,270
|
$
|
2,724
|
6.
|
Commitments
and Contingencies
|
7.
|
Business
Acquisition
|
(a)
|
$2.3
million in cash at closing of the merger, with $1.5 million payable
to
unaccredited shareholders and $0.8 million payable to shareholders
of
Nuvotec that qualified as accredited investors pursuant to Rule 501
of
Regulation D promulgated under the Securities Act of 1933, as amended
(the
“Act”).
|
(b)
|
Also
payable only to the shareholders of Nuvotec that qualified as accredited
investors:
|
·
|
$2.5
million, payable over a four year period, unsecured and nonnegotiable
and
bearing an annual rate of interest of 8.25%, with (i) accrued interest
only payable on June 30, 2008, (ii) $833,333.33, plus accrued and
unpaid
interest, payable on June 30, 2009, (iii) $833,333.33, plus accrued
and
unpaid interest, payable on June 30, 2010, and (iv) the remaining
unpaid
principal balance, plus accrued and unpaid interest, payable on June
30,
2011 (collectively, the “Installment Payments”). The Installment Payments
may be prepaid at any time by Perma-Fix without penalty; and
|
·
|
709,207
shares of Perma-Fix common stock, which were issued on July 23, 2007,
with
such number of shares determined by dividing $2.0 million by 95%
of
average of the closing price of the common stock as quoted on the
NASDAQ
during the 20 trading days period ending five business days prior
to the
closing of the merger. The value of these shares on June 13, 2007
was $2.2
million, which was determined by the average closing price of the
common
stock as quoted on the NASDAQ four days prior to and following the
completion date of the acquisition, which was June 13, 2007.
|
(c) |
The
assumption of $9.4 million of debt, $8.9 million of which was payable
to
KeyBank National Association which represents debt owed by PFNW under
a
credit facility. As part of the closing, the Company paid down $5.4
million of this debt resulting in debt remaining of $4.0
million.
|
(d) |
Transaction
costs totaling $0.9 million.
|
(Amounts in thousands)
|
|
|||
Cash
|
$
|
2,300
|
||
Assumed
debt
|
9,412
|
|||
Installment
payments
|
2,500
|
|||
Common
Stock of the Company
|
2,165
|
|||
Transaction
costs
|
922
|
|||
Total
consideration
|
$
|
17,299
|
(Amounts in thousands)
|
|
|||
Current
assets (including cash acquired of $249)
|
$
|
2,897
|
||
Property,
plant and equipment
|
14,978
|
|||
Permits
|
4,500
|
|||
Goodwill
|
9,493
|
|||
Total
assets acquired
|
31,868
|
|||
Current
liabilities
|
(10,801
|
)
|
||
Non-current
liabilties
|
(3,768
|
)
|
||
Total
liabilities assumed
|
(14,569
|
)
|
||
Net
assets acquired
|
$
|
17,299
|
|
Three Months Ended
|
Six Months Ended
|
|||||
June 30, 2007
|
June 30, 2007
|
||||||
(Amounts in Thousands, Except per Share Data)
|
(Unaudited)
|
(Unaudited)
|
|||||
Net
revenues
|
$
|
16,144
|
30,896
|
||||
Net
income
|
$
|
116
|
757
|
||||
Net
income per share from continuing operations- basic
|
$
|
—
|
.01
|
||||
Net
income per share from continuing operations- diluted
|
$
|
—
|
.01
|
||||
Weighted
average common shares outstanding - basic
|
52,131
|
52,097
|
|||||
Weighted
average common shares outstanding - diluted
|
53,601
|
53,333
|
Three
Months Ended
June
30,
|
Six
Months Ended
June
30,
|
||||||||||||
(Amounts
in Thousands)
|
2008
|
2007
|
2008
|
2007
|
|||||||||
Net
revenues
|
$
|
3,512
|
$
|
8,152
|
$
|
8,485
|
$
|
15,387
|
|||||
Interest
expense
|
$
|
(37
|
)
|
$
|
(54
|
)
|
$
|
(77
|
)
|
$
|
(107
|
)
|
|
Operating
(loss) income from discontinued operations (1)
|
$
|
(49
|
)
|
$
|
470
|
$
|
(760
|
)
|
$
|
(1,197
|
)
|
||
Gain
on disposal of discontinued operations (2)
|
108
|
$
|
—
|
$
|
2,216
|
$
|
—
|
||||||
Income
(loss) from discontinued operations
|
$
|
59
|
$
|
470
|
$
|
1,456
|
$
|
(1,197
|
)
|
(Amounts
in Thousands)
|
June
30,
2008
|
December
31,
2007
|
|||||
Account
receivable, net (1)
|
$
|
1,674
|
$
|
4,253
|
|||
Inventories
|
111
|
411
|
|||||
Other
assets
|
1,326
|
2,902
|
|||||
Property,
plant and equipment, net (2)
|
3,521
|
6,775
|
|||||
Total
assets held for sale
|
$
|
6,632
|
$
|
14,341
|
|||
Account
payable
|
$
|
724
|
$
|
2,403
|
|||
Accrued
expenses and other liabilities
|
1,126
|
4,713
|
|||||
Note
payable
|
186
|
820
|
|||||
Environmental
liabilities
|
589
|
1,132
|
|||||
Total
liabilities held for sale
|
$
|
2,625
|
$
|
9,068
|
June
30,
|
December
31,
|
||||||
(Amounts
in Thousands)
|
2008
|
2007
|
|||||
Other
assets
|
$
|
77
|
$
|
—
|
|||
Total
assets of discontinued operations
|
$
|
77
|
$
|
—
|
|||
Account
payable
|
$
|
401
|
$
|
329
|
|||
Accrued
expenses and other liabilities
|
2,030
|
1,287
|
|||||
Deferred
revenue
|
10
|
—
|
|||||
Environmental
liabilities
|
1,232
|
1,265
|
|||||
Total
liabilities of discontinued operations
|
$
|
3,673
|
$
|
2,881
|
·
|
from
which we may earn revenue and incur expenses;
|
·
|
whose
operating results are regularly reviewed by the segment president
to make
decisions about resources to be allocated to the segment and assess
its
performance; and
|
·
|
for
which discrete financial information is
available.
|
|
Nuclear
|
|
Engineering
|
|
Segments
Total
|
|
Corporate (2)
|
|
Consolidated
Total
|
|||||||
Revenue
from external customers
|
$
|
15,009
|
(3)
|
$
|
789
|
$
|
15,798
|
$
|
¾
|
$
|
15,798
|
|||||
Intercompany
revenues
|
673
|
168
|
841
|
¾
|
841
|
|||||||||||
Gross
profit
|
4,557
|
328
|
4,885
|
¾
|
4,885
|
|||||||||||
Interest
income
|
¾
|
¾
|
¾
|
49
|
49
|
|||||||||||
Interest
expense
|
192
|
¾
|
192
|
133
|
325
|
|||||||||||
Interest
expense-financing fees
|
¾
|
¾
|
¾
|
57
|
57
|
|||||||||||
Depreciation
and amortization
|
1,099
|
8
|
1,107
|
10
|
1,117
|
|||||||||||
Segment
profit (loss)
|
1,763
|
134
|
1,897
|
(1,498
|
)
|
399
|
||||||||||
Segment
assets(1)
|
92,241
|
2,008
|
94,249
|
19,431
|
(4)
|
113,680
|
||||||||||
Expenditures
for segment assets
|
33
|
8
|
41
|
2
|
43
|
|||||||||||
Total
long-term debt
|
5,143
|
1
|
5,144
|
5,415
|
10,559
|
|
Nuclear
|
|
Engineering
|
|
Segments
Total
|
|
Corporate (2)
|
|
Consolidated
Total
|
|||||||
Revenue
from external customers
|
$
|
13,005
|
(3)
|
$
|
532
|
$
|
13,537
|
$
|
¾
|
$
|
13,537
|
|||||
Intercompany
revenues
|
737
|
308
|
1,045
|
¾
|
1,045
|
|||||||||||
Gross
profit
|
4,639
|
165
|
4,804
|
¾
|
4,804
|
|||||||||||
Interest
income
|
¾
|
¾
|
¾
|
78
|
78
|
|||||||||||
Interest
expense
|
131
|
¾
|
131
|
141
|
272
|
|||||||||||
Interest
expense-financing fees
|
¾
|
¾
|
¾
|
48
|
48
|
|||||||||||
Depreciation
and amortization
|
832
|
9
|
841
|
16
|
857
|
|||||||||||
Segment
profit (loss)
|
2,295
|
43
|
2,338
|
(1,586
|
)
|
752
|
||||||||||
Segment
assets(1)
|
95,572
|
2,008
|
97,580
|
33,780
|
(4)
|
131,360
|
||||||||||
Expenditures
for segment assets
|
496
|
2
|
498
|
10
|
508
|
|||||||||||
Total
long-term debt
|
8,166
|
11
|
8,177
|
9,452
|
17,629
|
Nuclear
|
|
Engineering
|
|
Segments
Total
|
|
Corporate (2)
|
|
Consolidated
Total
|
||||||||
Revenue
from external customers
|
$
|
28,991
|
(3)
|
$
|
1,691
|
$
|
30,682
|
$
|
¾
|
$
|
30,682
|
|||||
Intercompany
revenues
|
1,284
|
266
|
1,550
|
¾
|
1,550
|
|||||||||||
Gross
profit
|
8,112
|
584
|
8,696
|
¾
|
8,696
|
|||||||||||
Interest
income
|
2
|
¾
|
2
|
115
|
117
|
|||||||||||
Interest
expense
|
388
|
¾
|
388
|
290
|
678
|
|||||||||||
Interest
expense-financing fees
|
1
|
¾
|
1
|
109
|
110
|
|||||||||||
Depreciation
and amortization
|
2,203
|
15
|
2,218
|
20
|
2,238
|
|||||||||||
Segment
profit (loss)
|
2,739
|
262
|
3,001
|
(2,930
|
)
|
71
|
||||||||||
Segment
assets(1)
|
92,241
|
2,008
|
94,249
|
19,431
|
(4)
|
113,680
|
||||||||||
Expenditures
for segment assets
|
545
|
8
|
553
|
9
|
562
|
|||||||||||
Total
long-term debt
|
5,143
|
1
|
5,144
|
5,415
|
10,559
|
Nuclear
|
|
Engineering
|
|
Segments
Total
|
|
Corporate (2)
|
|
Consolidated
Total
|
||||||||
Revenue
from external customers
|
$
|
25,349
|
(3)
|
$
|
1,109
|
$
|
26,458
|
$
|
¾
|
$
|
26,458
|
|||||
Intercompany
revenues
|
1,292
|
543
|
1,835
|
¾
|
1,835
|
|||||||||||
Gross
profit
|
9,071
|
333
|
9,404
|
¾
|
9,404
|
|||||||||||
Interest
income
|
¾
|
¾
|
¾
|
166
|
166
|
|||||||||||
Interest
expense
|
222
|
1
|
223
|
250
|
473
|
|||||||||||
Interest
expense-financing fees
|
¾
|
¾
|
¾
|
96
|
96
|
|||||||||||
Depreciation
and amortization
|
1,575
|
18
|
1,593
|
35
|
1,628
|
|||||||||||
Segment
profit (loss)
|
4,305
|
92
|
4,397
|
(3,062
|
)
|
1,335
|
||||||||||
Segment
assets(1)
|
95,572
|
2,008
|
97,580
|
33,780
|
(4)
|
131,360
|
||||||||||
Expenditures
for segment assets
|
1,849
|
13
|
1,862
|
13
|
1,875
|
|||||||||||
Total
long-term debt
|
8,166
|
11
|
8,177
|
9,452
|
17,629
|
(1) |
Segment
assets have been adjusted for intercompany accounts to reflect actual
assets for each segment.
|
(2) |
Amounts
reflect the activity for corporate headquarters not included in the
segment information.
|
(3)
|
The
consolidated revenues within the Nuclear Segment include the LATA/Parallax
revenues for the three and six months ended June 30, 2008 of $1,291,000
(or 8.2%) and $2,844,000 (or 9.3%), respectively, and $2,056,000
(or
15.2%) and $4,010,000 (or 15.2%) for the corresponding period ended
June
30, 2007, respectively. In addition, the consolidated revenues within
the
Nuclear Segment include the Fluor Hanford revenues of $2,110,000
(or
13.4%) and $3,875,000 (or 12.6%) for the three and six months period
ended
June 30, 2008, respectively, and $1,913,000 (or 14.1%) and $3,423,000
(or
12.9%) for the corresponding period ended June 30, 2007, respectively.
|
(4)
|
Amount
includes assets from discontinued operations of $6,709,000 and $24,525,000
as of June 30, 2008 and 2007,
respectively.
|
Shares
|
Weighted
Average
Exercise
Price
|
Weighted
Average
Remaining
Contractual
Term
|
Aggregate
Intrinsic
Value
|
||||||||||
Options
outstanding Janury 1, 2008
|
2,590,026
|
$
|
1.91
|
||||||||||
Granted
|
¾
|
¾
|
|||||||||||
Exercised
|
(58,334
|
)
|
$
|
1.64
|
$
|
46,167
|
|||||||
Forfeited
|
(76,834
|
)
|
$
|
1.78
|
|||||||||
Options
outstanding End of Period (1)
|
2,454,858
|
1.92
|
4.1
|
$
|
2,384,309
|
||||||||
Options
Exercisable at June 30, 2008 (1)
|
2,190,858
|
$
|
1.93
|
4.2
|
$
|
2,112,056
|
|||||||
Options
Vested and expected to be vested at June 30, 2008
|
2,437,097
|
$
|
1.92
|
4.1
|
$
|
2,366,015
|
Shares
|
Weighted
Average
Exercise
Price
|
Weighted
Average
Remaining
Contractual
Term
|
Aggregate
Intrinsic
Value
|
||||||||||
Options
outstanding Janury 1, 2007
|
2,816,750
|
$
|
1.86
|
||||||||||
Granted
|
¾
|
¾
|
|||||||||||
Exercised
|
(200,917
|
)
|
1.82
|
$
|
238,763
|
||||||||
Forfeited
|
(7,000
|
)
|
1.72
|
||||||||||
Options
outstanding End of Period (1)
|
2,608,833
|
1.86
|
4.9
|
$
|
3,145,530
|
||||||||
Options
Exercisable at June 30, 2007 (1)
|
1,990,166
|
$
|
1.87
|
4.9
|
$
|
2,396,276
|
|||||||
Options
Vested and expected to be vested at June 30, 2007
|
2,561,913
|
$
|
1.86
|
4.9
|
$
|
3,088,757
|