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Quotes & Info
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| MTZ > SEC Filings for MTZ > Form 10-Q on 29-Apr-2009 | All Recent SEC Filings |
29-Apr-2009
Quarterly Report
AT&T represents 11% and 7% of our total consolidated revenue for the quarter
ended March 31, 2009 and 2008, respectively. Our relationship with AT&T is
primarily based upon master service agreements, other service agreements and
construction/installation contracts for both AT&T's wireline and wireless
infrastructure.
Although our revenue for the first quarter of 2009 was up sharply, it was
nevertheless negatively impacted by the weak state of the U.S. economy and the
resulting delay in expenditures by our customers. We are also uncertain as to
when the governmental stimulus initiatives will begin to have a noticeable
impact on the industries we serve, however we do anticipate increased capital
spending on infrastructure as the year progresses.
Revenue
We provide services to our customers which are companies in the
communications and utilities industries, as well as government customers.
Revenue for customers in these industries is as follows (in thousands):
For the Three Months Ended March 31,
2009 2008
Communications $ 199,623 58 % $ 183,784 70 %
Utilities 123,768 36 % 64,622 25 %
Government 18,728 6 % 13,586 5 %
$ 342,119 100 % $ 261,992 100 %
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A significant portion of our revenue is derived from projects performed under
service agreements. We also provide services under master service agreements
which are generally multi-year agreements. Certain of our master service
agreements are exclusive up to a specified dollar amount per work order for each
defined geographic area, but do not obligate our customers to undertake any
infrastructure projects or other work with us. Work performed under master
service and other service agreements is typically generated through work orders,
each of which is performed for a fixed fee. The majority of these services
typically are of a maintenance nature and, to a lesser extent, upgrade services.
These master service agreements and other service agreements are frequently
awarded on a competitive bid basis, although customers are sometimes willing to
negotiate contract extensions beyond their original terms without re-bidding.
Our master service agreements and other service agreements have various terms,
depending upon the nature of the services provided and are typically subject to
termination on short notice.
The remainder of our work is generated pursuant to contracts for specific
installation/construction projects or jobs that may require the construction and
installation of an entire infrastructure system or specified units within an
infrastructure system. Customers are billed with varying frequency: weekly,
monthly or upon attaining specific milestones. Such contracts generally include
retainage provisions under which 2% to 15% of the contract price is withheld
from us until the work has been completed and accepted by the customer.
Revenue by type of contract is as follows (in thousands):
For the Three Months Ended March 31,
2009 2008
Master service and other service agreements $ 206,270 60 % $ 184,235 70 %
Installation/construction projects agreements 135,849 40 % 77,757 30 %
$ 342,119 100 % $ 261,992 100 %
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Critical Accounting Policies and Estimates Our discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the amounts
reported in our financial statements and the accompanying notes. On an on-going
basis, we evaluate our estimates, including those related to revenue
recognition, allowance for doubtful accounts, intangible assets, reserves and
accruals, impairment of assets, income taxes, insurance reserves and litigation
and contingencies. We base our estimates on historical experience and on various
other assumptions that we believe to be reasonable under the circumstances. As
management estimates, by their nature, involve judgment regarding future
uncertainties, actual results may differ materially from these estimates. Refer
to Note 3 to our condensed unaudited consolidated financial statements of this
Quarterly Report on Form 10-Q and to our most recent Annual Report on Form 10-K
for further information regarding our critical accounting policies and
estimates.
Litigation and Contingencies
Litigation and contingencies are reflected in our condensed unaudited
consolidated financial statements based on our assessments of the expected
outcome. If the final outcome of any litigation or contingencies differs
significantly from our current expectations, a charge to earnings could result.
See Note 10 to our condensed unaudited consolidated financial statements in this
Form 10-Q for updates to our description of legal proceedings and commitments
and contingencies.
Results of Operations
Comparison of Quarterly Results
The following table reflects our consolidated results of operations in dollar
(in thousands) and percentage of revenue terms for the periods indicated. Our
consolidated results of operations are not necessarily comparable from period to
period due to the impact of recent acquisitions.
For the Three Months Ended March 31,
2009 2008
Revenue $ 342,119 100.0 % $ 261,992 100.0 %
Costs of revenue, excluding depreciation
and amortization 290,926 85.0 % 226,844 86.6 %
Depreciation and amortization 10,643 3.1 % 5,028 1.9 %
General and administrative expenses 23,255 6.8 % 19,806 7.6 %
Interest expense, net of interest income 5,762 1.7 % 2,496 1.0 %
Other income, net 497 0.1 % 151 0.1 %
Income from continuing operations before
income taxes 12,030 3.5 % 7,969 3.0 %
Income taxes (101 ) 0.0 % (33 ) 0.0 %
Income from continuing operations 11,929 3.5 % 7,936 3.0 %
Loss from discontinued operations - 0.0 % (155 ) (0.1 )%
Net income $ 11,929 3.5 % $ 7,781 3.0 %
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Three Months Ended March 31, 2009 Compared to Three Months Ended March 31, 2008 Revenue. Our revenue was $342.1 million for the three months ended March 31, 2009, compared to $262.0 million for the same period in 2008, representing an increase of $80.1 million or 30.6%. This increase was primarily related to revenue of approximately $82.9 million from three businesses acquired during 2008 partially offset by the negative impact on revenue primarily due to tightened capital expenditures by our customers and slower developing business resulting from the U.S. economy. First quarter revenue does not reflect any economic impact that may be created in the marketplace by the federal and state stimulus initiatives.
Costs of Revenue. Our costs of revenue were $290.9 million or 85.0% of
revenue for the three months ended March 31, 2009, compared to $226.8 million or
86.6% of revenue for the corresponding period in 2008, a $64.1 million increase
or 28.3%. The increase is primarily attributable to $68.4 million in costs of
revenue incurred on three businesses acquired during 2008 partially offset by a
2% decrease in costs of revenue. As a percentage of revenue, cost of revenue
improved 160 basis points reflecting slower growth in labor costs when compared
to revenue growth plus a decline in fuel costs.
Depreciation and amortization. Depreciation and amortization was
$10.6 million for the three months ended March 31, 2009, compared to
$5.0 million for the same period in 2008, representing an increase of
$5.6 million or 112.0%. The increase was due primarily to three acquisitions
which resulted in the addition of $66.9 million in fixed assets and the addition
of $1.9 million in amortization of acquisition-related intangibles.
General and administrative expenses. General and administrative expenses were
$23.3 million or 6.8% of revenue for the three months ended March 31, 2009,
compared to $19.8 million or 7.6% of revenue for the same period in 2008,
representing an increase of $3.5 million but a decrease as a percentage of
revenue of 80 basis points. The increase was primarily due to a $4.3 million
increase in labor cost, partially offset by a $1.6 million reduction in legal
settlement expense. Although labor costs increased, the majority of other costs
have remained flat resulting in declining general and administrative costs as a
percentage of revenue.
Interest expense, net. Interest expense, net of interest income was
$5.8 million or 1.7% of revenue for the three months ended March 31, 2009,
compared to $2.5 million or 1.0% of revenue for the same period in 2008,
representing an increase of approximately $3.3 million. This increase is
primarily due to the net impact of a 78% increase in debt incurred to fund the
acquisition of three businesses during 2008 further increased by reduced
interest income due to lower interest rates and lower cash balances.
Other income, net. Other income, net was $0.5 million for the three months
ended March 31, 2009, compared to $0.2 million for the three months ended
March 31, 2008, representing an increase of $0.3 million primarily due to higher
gains on sale of property and equipment.
Income taxes. Income taxes were approximately $101,000 for the three months
ended March 31, 2009, compared to approximately $33,000 for the three months
ended March 31, 2008, representing an increase of $68,000 primarily due to
higher profitability in certain state taxing jurisdictions where tax liabilities
are not offset by our net operating loss carryforwards.
Financial Condition, Liquidity and Capital Resources
Our primary sources of liquidity are cash flows from continuing operations,
availability under our Credit Facility and our cash balances. Our primary
liquidity needs are for working capital, capital expenditures, insurance
collateral in the form of cash and letters of credit, earn out obligations and
debt service. We estimate we will spend between $40 million and $49 million per
year on capital expenditures. This increase versus our historic levels of
capital expenditures is due, in part, to the equipment intensive nature of our
business and the recent growth through acquisitions. We will continue to
evaluate lease versus buy decisions to meet our equipment needs and based on
this evaluation, our capital expenditures may increase from this estimate in the
future. We expect to continue to sell older vehicles and equipment as we upgrade
to new equipment, and we expect to generate proceeds from these sales.
Additionally, we have made certain acquisitions and
have agreed to pay earn-out payments to certain of the sellers, generally based
on the future performance of the investment or acquired business. Certain of
these earn-out payments may be made in either cash or, under certain
circumstances, MasTec common stock at our option. During the three months ended
March 31, 2009 and 2008, we made cash payments of $6.5 million and $5.7 million,
respectively, related to such earn-out obligations.
We need working capital to support seasonal variations in our business,
primarily due to the impact of weather conditions on external construction and
maintenance work, including storm restoration work, and the corresponding
spending by customers on their annual capital expenditure budgets. Our business
is typically slower in the first and fourth quarters of each calendar year and
stronger in the second and third quarters. Accordingly, we generally experience
seasonal working capital needs from approximately April through September to
support growth in unbilled revenue and accounts receivable, and to a lesser
extent, inventory. Our billing terms are generally net 30 to 60 days, and some
of our contracts allow our customers to retain a portion (from 2% to 15%) of the
contract amount until the job is completed according to the terms and conditions
therein. We maintain inventory to meet the material requirements of certain of
our contracts. Certain of our customers pay us in advance for a portion of the
materials we purchase for their projects, or allow us to pre-bill them for
materials purchases up to specified amounts. Our vendors generally offer us
terms ranging from 30 to 90 days. Our agreements with subcontractors often
contain a "pay when-paid" provision, whereby our payments to subcontractors are
made only after we are paid by our customers.
Through March 31, 2009, our cash flows and liquidity have not been
significantly impacted by the slow economy and the general lack of credit
availability. Given the generally good credit quality of our customer base, we
do not expect a collections issue that would impact our liquidity in the
foreseeable future. As a result of our current capital structure, including our
Credit Facility, we do not anticipate the current restricted credit markets will
impact our liquidity. We anticipate that funds generated from continuing
operations, borrowings under our Credit Facility and our cash balances will be
sufficient to meet our working capital requirements, anticipated capital
expenditures, insurance collateral requirements, earn-out obligations, letters
of credit and debt service obligations for at least the next twelve months.
Sources and Uses of Cash
As of March 31, 2009, we had $105.1 million in working capital, defined as
current assets less current liabilities, compared to $105.3 million as of
December 31, 2008. Cash and cash equivalents, including approximately
$18.1 million of restricted cash, increased by $10.3 million from $47.3 million
at December 31, 2008 to $57.6 million at March 31, 2009. Restricted cash related
to collateral for certain letters of credit is invested in certificates of
deposit with a maturity of 90 days.
Sources and uses of cash are summarized below (in millions):
For the Three Months Ended
March 31,
2009 2008
Net cash provided by operating activities $ 49.3 $ 7.3
Net cash (used in) provided by investing activities (13.1 ) 0.8
Net cash used in financing activities (25.9 ) (0.9 )
Net increase in cash and cash equivalents $ 10.3 $ 7.2
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Net cash provided by operating activities increased by $42.0 million to
$49.3 million for the three months ended March 31, 2009 from $7.3 million for
the three months ended March 31, 2008 as net income adjusted for non-cash items,
such as higher depreciation and amortization, improved by $9.9 million and net
collections of accounts receivable, unbilled revenue and retainage, net,
increased by $77.3 million. These cash flows were partially offset by an
increase of $37.4 million in payments to vendors and changes in other accrued
liabilities, including payments of approximately $5.3 million related to the
resolution of legacy legal litigation.
Net cash used in investing activities increased by $13.9 million to
$13.1 million for the three months ended March 31, 2009 from net cash provided
by investing activities of $0.8 million for the three months ended March 31,
2008. The
increase in the use of cash was driven by a decrease in net proceeds of
$13.4 million from the net sale and purchase of auction rate securities. There
were no sales or purchases of auction rate securities during the quarter ended
March 31, 2009.
Net cash used in financing activities increased by $25.0 million to
$25.9 million for the three months ended March 31, 2009 compared to $0.9 million
net cash used in financing activities for the three months ended March 31, 2008.
The increase in net cash used in financing activities was driven primarily by
net repayments of borrowings under the Credit Facility of $22.5 million and
repayments of other borrowings of $3.7 million .
The Company's securities available for sale consist of investment grade
auction rate securities that represent interests in pools of student loans
guaranteed by the U.S. government under the Federal Family Education Loan
Program and structured finance securities. These structured finance securities
are collateralized by investment grade credit-linked notes made up of floating
rate international bank notes or credit card receivable notes and credit default
swap agreements on corporate debt obligations with remaining terms of 8 to
9 years. Under the terms of the credit default swaps, the principal value of
these auction rate securities would be impaired at net default rates on the
underlying corporate debt obligations ranging from 8% to 11%. All of these
auction rate securities carry investment grade ratings from one or more of the
major credit rating agencies, and the Company continues to earn and collect
interest on these securities.
Liquidity for these auction-rate securities is typically provided by an
auction process that resets the applicable interest rate at pre-determined
intervals, usually every 7, 28 or 35 days. Due to disruptions in the credit
markets, these auctions have not had sufficient bidders to allow investors to
complete a sale, indicating that immediate liquidity at par is unavailable.
Management has the intent and believes the Company has the ability to hold these
securities until they can be sold at par value. Management is uncertain at this
time as to when the liquidity issues associated with these investments will
improve, and as a result of this uncertainty, has classified the book value of
these securities as long-term assets since June 30, 2008. Management is
uncertain at this time as to when the Company will be able to exit these
investments at their par value or whether additional temporary or other-than
temporary impairment related to these investments will be incurred in the
future.
As of March 31, 2009, we hold $33.7 million in par value of these auction
rate securities, with an estimated fair value and carrying value of
$21.0 million, net of a $12.6 million unrealized loss. While the investments are
of a high credit quality, at this time we are uncertain when the liquidity
issues associated with these investments will improve and when we will be able
to exit these investments at their par value. We currently anticipate holding
these securities until we can realize their par value and believe our existing
cash resources will be sufficient to meet our anticipated needs for working
capital and capital expenditures to execute our current business plan. We
continue to monitor this situation. See Note 6 - Securities Available for Sale
and Note 10 - Commitments and Contingencies in the Notes to the Condensed
Unaudited Consolidated Financial Statements.
Credit Facility
We amended and restated our Senior Secured Credit Facility effective July 29,
2008, expiring May 10, 2013 (the "Credit Facility"). The Credit Facility has a
maximum amount of available borrowing of $210 million, subject to certain
restrictions. The maximum available borrowing may be increased to $260 million
if certain conditions are met.
As in the past, the amount that we can borrow at any given time is based upon
a formula that takes into account, among other things, eligible billed and
unbilled accounts receivable, equipment, real estate and eligible cash
collateral, which can result in borrowing availability of less than the full
amount of the Credit Facility. At March 31, 2009 and December 31, 2008, net
availability under the Credit Facility totaled $51.9 million and $82.2 million,
respectively, net of outstanding standby letters of credit aggregating
$81.9 million and $82.4 million in each period, respectively. These letters of
credit mature at various dates and most have automatic renewal provisions
subject to prior notice of cancellation. The Credit Facility is collateralized
by a first priority security interest in substantially all of our assets and the
assets of our wholly-owned subsidiaries and a pledge of the stock of certain of
our operating subsidiaries. At March 31, 2009 and
December 31, 2008, we had outstanding cash draws of $20.0 million and $42.5
million under the Credit Facility, respectively. Interest under the Credit
Facility accrues at variable rates based, at our option, on the agent bank's
base rate (as defined in the Credit Facility) plus a margin of between 1.25% and
1.75%, or at the LIBOR rate plus a margin of between 2.0% and 3.0%, depending on
certain financial thresholds. At March 31, 2009, the margin over LIBOR is 2.50%
and the margin over the base rate was 1.25%. The Credit Facility includes an
unused facility fee ranging from 0.375% to 0.5% based on usage. The weighted
average interest rate on the Credit Facility at March 31, 2009 is 4.41%.
The Credit Facility contains customary events of default (including
cross-default) provisions and covenants related to our operations that prohibit,
among other things, making investments and acquisitions in excess of specified
amounts, incurring additional indebtedness in excess of specified amounts,
creating liens against our assets, prepaying other indebtedness excluding our
7.625% senior notes and engaging in certain mergers or combinations without the
prior written consent of the lenders. The Credit Facility also limits our
ability to make certain distributions or pay dividends. In addition, we are
required to maintain a minimum fixed charge coverage ratio of 1.20 to 1.00, as
defined in the Credit Facility. Any deterioration in the quality of billed and
unbilled receivables, reduction in the value of our equipment or an increase in
our lease expense related to real estate, would reduce availability under the
Credit Facility. At March 31, 2009, we were in compliance with all provisions
and covenants of the Credit Facility.
Based upon the current availability under our Credit Facility, liquidity and
projections for 2009, we believe we will be in compliance with the Credit
Facility's terms and conditions and the minimum availability requirements
throughout 2009. We are dependent upon borrowings and letters of credit under
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