icfi20170731_8k.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 2, 2017

 

 

ICF International, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-33045

22-3661438

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer

Identification Number)

 

9300 Lee Highway, Fairfax, Virginia

22031

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code:    (703) 934-3000

 

 

 

 

Not Applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

[  ] Emerging growth company

 

[  ] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On August 2, 2017, ICF International, Inc. (the “Company”) announced its financial results for the second quarter ended June 30, 2017. The press release containing this announcement is attached hereto as Exhibit 99.1.

 

The information contained in this report, including Exhibit 99.1, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. The information in this report shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

The release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual result to differ materially from those anticipated.

 

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

99.1

Press Release dated August 2, 2017

 

 

 

 

   

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

ICF International, Inc.

 

 

 

 

 

 

Date: August 2, 2017 

By:

 /s/ James C. Morgan               

 

 

James C. Morgan

 

 

Executive Vice President & Chief Financial Officer

 

 

 

 

 

 

 

Exhibit Index

 

Exhibit No.               Document

 

99.1                           Press Release dated August 2, 2017

 

ex99-1.htm

Exhibit 99.1

 

                      NEWS RELEASE 

 

ICF Reports Second Quarter 2017 Results

 

Second Quarter Highlights

 

 

Total Revenue Increased Slightly Over Last Year, led by a 6.1 Percent Increase in Commercial Revenue; Service Revenue1 Increased 1.2 Percent

 

Diluted EPS was $0.63, up 14.5 Percent Over Last Year; Non-GAAP EPS1 was $0.73, up 5.8 Percent  

 

Contract Awards Were $340 Million; TTM Contract Awards Were $1.47 Billion for a Book-to-Bill of 1.22x 

 

Operating Cash Flow for the First Half Was $17.2 Million, up 9.6 Percent Over Last Year

 

FOR IMMEDIATE RELEASE

Investor Contacts:

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

David Gold, MBS Value Partners, david.gold@mbsvalue.com +1.212.750.5800                

 

Company Information Contact:

Erica Eriksdotter, erica.eriksdotter@icf.com +1.703.934.3668

 

FAIRFAX, Va.-- August 2, 2017-- ICF (NASDAQ:ICFI), a consulting and technology services provider to government and commercial clients around the world, reported results for the second quarter ended June 30, 2017.

 

Second Quarter and First Half 2017 Results

 

ICF’s results continued to benefit from our diversified business model, serving government and commercial clients both domestically and internationally. In the second quarter, our work for commercial clients increased 6 percent over prior-year levels, representing our fourth consecutive quarter of strong year-on-year growth. This momentum, along with positive state and local and international government revenue comparisons, offset lower revenue from federal government clients which was mainly due to reduced materials and subcontracting activity,” said Sudhakar Kesavan, ICF’s Chairman and Chief Executive Officer.

 

1 Non-GAAP EPS, Service Revenue, EBITDA, and Adjusted EBITDA are non-GAAP measurements. A reconciliation of all non-GAAP measurements to the most applicable GAAP number is set forth below. EBITDA margin and Adjusted EBITDA margin are calculated by dividing these non-GAAP measures by the corresponding revenue.

 

 

1

 

 

Higher utilization and the increased contribution of higher margin revenue drove significant EBITDA margin¹ expansion and led to double-digit growth in diluted earnings for the quarter. The EBITDA¹ results include the impact of $0.6 million in special charges that were incurred in connection with ongoing efforts to actively manage our cost structure.

 

Positive trends in contract awards and a robust business development pipeline have set the stage for ICF’s continued growth. Contract wins for the first half of 2017 were $590 million, which included a notable addition to ICF Olson’s loyalty program client roster; and our business development pipeline continues to be healthy at $4.6 billion as of the end of the quarter,” Mr. Kesavan noted.

 

Second quarter 2017 total revenue was $306.4 million, a 0.3 percent increase from $305.4 million for the second quarter of 2016. Service revenue was up 1.2 percent at $224.9 million, compared to $222.4 million reported last year.  Net income was $11.9 million in the second quarter of 2017, up 12.8 percent from the $10.6 million reported last year. Diluted earnings per share increased 14.5 percent to $0.63 from $0.55 reported last year.  Non-GAAP EPS increased 5.8 percent to $0.73 per share compared to $0.69 in the prior year.  EBITDA for the second quarter of 2017 was $29.3 million, up 10 percent from $26.6 million reported last year, and the second quarter EBITDA margin expanded 80 basis points year-on-year to 9.5 percent of total revenue.  Adjusted EBITDA margin¹ for the second quarter was 9.7 percent of total revenue and 13.3 percent of service revenue, which represents year-on-year increases of 70 basis points and 80 basis points, respectively. Operating cash flow for the first half of 2017 was up 9.6 percent over last year.

 

Backlog and New Business Awards

 

Total backlog was $2.0 billion at the end of the second quarter of 2017. Funded backlog was $927 million, or approximately 46 percent of the total backlog. The total value of contracts awarded in the 2017 second quarter was $340 million, up 12 percent year-on-year, bringing the trailing twelve month book-to-bill ratio to 1.22.

 

Government Business Second Quarter 2017 Highlights

 

 

U.S. federal government revenue was $141.3 million, a 4.8 percent decline resulting primarily from lower materials and subcontracting revenue. Federal government revenue accounted for 46 percent of total revenue compared to 49 percent of total revenue in the second quarter of 2016.

 

 

U.S. state and local government revenue increased 4.7 percent year-on-year to $35.9 million and accounted for 12 percent of total revenue, compared to 11 percent of total revenue in the 2016 second quarter.

 

2

 

 

 

International government revenue increased 0.9 percent year-on-year, and accounted for 7 percent of total revenue, compared to 6 percent of total revenue in the 2016 second quarter.

 

Key Government Contracts Awarded in the Second Quarter

 

ICF was awarded more than 90 U.S. federal government contracts and task orders and more than 200 additional contracts from state and local and international governments. The largest awards included:

 

 

Cybersecurity: A recompete contract with a value of up to $93 million with the U.S. Army Research Laboratory to support research and develop solutions for Defensive Cyber Operations.

 

 

Program Support: A blanket purchase agreement with a ceiling of $50 million with the U.S. Agency for International Development (USAID) as one of four awardees to support its Climate Integration Support Facility.

 

 

Policy and Program Support: A recompete contract with a value of up to $20.8 million with the Federal Emergency Management Agency to provide policy support, exercise planning, training development, program management and administrative support.

 

 

Program Support: A funding increase of $5.7 million from the Pennsylvania Department of Insurance to provide program support services for the Underground Storage Tanks Indemnification Fund.

 

 

Disaster Recovery: Two task order extensions with a combined value of $4.3 million with the New Jersey Department of Community Affairs to continue to implement Hurricane Sandy housing recovery programs.

 

 

Program Implementation: A recompete contract with a value of up to $3.7 million with the Administration for Children and Families of the Department of Health and Human Services (HHS) for a regional customer services improvement project.

 

Other government contract wins with a value of at least $2 million included: physical security system customization services for the HHS Centers for Medicare and Medicaid Service; content management and communications support for the Corporation for National and Community Service; continued support for digital strategy for the HHS Office of the Secretary; and extension of services in support of enterprise strategy and management for the Bureau of Consular Affairs of the U.S. Department of State.

 

Commercial Business Second Quarter 2017 Highlights

 

 

Commercial revenue was $108.7 million, 6.1 percent above the $102.4 million in last year’s second quarter. Commercial revenue accounted for 35 percent of total revenue compared to 34 percent of total revenue in the 2016 second quarter.

 

3

 

 

 

Marketing services accounted for 40 percent of commercial revenue. Energy markets, which include energy efficiency programs, represented 38 percent of commercial revenue.

 

Key Commercial Contracts Awarded in the Second Quarter

 

Commercial sales were $159.2 million in the second quarter of 2017, and ICF was awarded more than 650 commercial projects globally during the period. The largest awards were:

 

Energy Markets:

 

 

Two task orders with a combined value of up to $29 million with two utilities in the eastern U.S. to support commercial and industrial energy efficiency programs.

 

 

Three contracts with a combined value of $5.4 million with a renewable energy producer to provide environmental compliance and cultural resources monitoring services.

 

 

A contract with a value of $5 million with a western U.S. utility to provide permitting and construction compliance services for a new substation.

 

Marketing Services:

 

 

Two contracts with a combined value of $36.4 million with a major hospitality company to implement a Tally® loyalty program solution and provide ongoing loyalty support.

 

 

A contract with a value of $11.3 million with a U.S. health insurance provider to expand marketing campaign support services.

 

 

Two contracts with a combined value of $7.3 million with a western U.S. utility to provide marketing services support.

 

 

A master services agreement with a ceiling of $2.5 million with a publishing company to provide search engine optimization and content production services.

 

Other commercial contract and task order wins which were at least $1.5 million included: continued support for multiple energy efficiency programs for an eastern U.S. utility; retainer and additional resources for marketing services for a floor care product manufacturer; digital services for a major U.S. health insurer; consulting services for a provider of industrial aviation services; marketing services for a global beverage company and a global fast food chain; marketing  automation services for a U.S. software company; e-commerce design and implementation for a global online employment solutions provider; additional resources to support a digital transformation project for an international hotel chain; and biological pre-construction surveys, construction compliance monitoring and reporting for a western U.S. utility’s substation construction project.

 

4

 

 

Summary and Outlook

 

ICF’s second quarter results illustrate the advantages of providing advisory work based on deep subject matter expertise and offering implementation services to a diversified roster of government and commercial clients. We have entered the second half of 2017 with a substantial funded backlog, positive momentum in year-to-date sales, the majority of which represented new contracts, and a near-record business development pipeline.

 

Our year-to-date performance has positioned us for continued growth in 2017 and is consistent with our full-year revenue and earnings expectations. Based on our current visibility, we re-affirm our guidance for 2017 revenue ranging from $1.20 billion to $1.24 billion.  We maintain our guidance range for diluted earnings per share at $2.50 to $2.75, and our Non-GAAP EPS guidance range of $2.84 to $3.09 per diluted share.  Additionally, we continue to expect operating cash flow to be in the range of $90 million to $100 million,” Mr. Kesavan concluded.

 

###

 

About ICF 

ICF (NASDAQ:ICFI) is a global consulting and technology services provider with more than 5,000 professionals focused on making big things possible for our clients. We are business analysts, public policy experts, technologists, researchers, digital strategists, social scientists and creatives. Since 1969, government and commercial clients have worked with ICF to overcome their toughest challenges on issues that matter profoundly to their success. Come engage with us at www.icf.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 related to the government contracting industry generally; our particular business, including our dependence on contracts with U.S. federal government agencies; and our ability to acquire and successfully integrate businesses. 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.

   

5

 

     

ICF International, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(in thousands, except per share amounts)

 

   

Three months ended

   

Six months ended

 
   

June 30,

   

June 30,

 
   

2017

   

2016

   

2017

   

2016

 
   

(Unaudited)

   

(Unaudited)

 
                                 

Revenue

  $ 306,392     $ 305,419     $ 602,687     $ 589,018  

Direct Costs

    190,896       194,188       374,503       371,387  

Operating costs and expenses:

                               

Indirect and selling expenses

    86,240       84,641       175,042       166,200  

Depreciation and amortization

    4,299       4,084       8,818       8,103  

Amortization of intangible assets

    2,749       3,148       5,483       6,276  

Total operating costs and expenses

    93,288       91,873       189,343       180,579  
                                 

Operating Income

    22,208       19,358       38,841       37,052  

Interest expense

    (2,537 )     (2,460 )     (4,488 )     (4,905 )

Other income (expense)

    226       (57 )     335       218  

Income before income taxes

    19,897       16,841       34,688       32,365  

Provision for income taxes

    7,960       6,258       12,574       11,891  

Net income

  $ 11,937     $ 10,583     $ 22,114     $ 20,474  
                                 

Earnings per Share:

                               

Basic

  $ 0.64     $ 0.56     $ 1.17     $ 1.08  

Diluted

  $ 0.63     $ 0.55     $ 1.15     $ 1.06  
                                 

Weighted-average Shares:

                               

Basic

    18,775       19,008       18,840       19,001  

Diluted

    19,086       19,293       19,252       19,320  
                                 

Other comprehensive income (loss):

                               

Foreign currency translation adjustments, net of tax

    2,100       (2,026 )     2,472       (2,943 )

Comprehensive income, net of tax

  $ 14,037     $ 8,557     $ 24,586     $ 17,531  

        

  

6

 

      

ICF International, Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

(in thousands, except per share amounts)

 

    Three months ended     Six months ended  
   

June 30,

   

June 30,

 
   

2017

   

2016

   

2017

   

2016

 
   

(Unaudited)

   

(Unaudited)

 
                                 

Reconciliation of Service Revenue

                               

Revenue

  $ 306,392     $ 305,419     $ 602,687     $ 589,018  

Subcontractor and Other Direct Costs

    (81,446 )     (83,052 )     (157,980 )     (154,221 )

Service Revenue

  $ 224,946     $ 222,367     $ 444,707     $ 434,797  
                                 

Reconciliation of EBITDA and Adjusted EBITDA

                               

Net Income

  $ 11,937     $ 10,583     $ 22,114     $ 20,474  

Other (income) expense

    (226 )     57       (335 )     (218 )

Interest expense

    2,537       2,460       4,488       4,905  

Provision for income taxes

    7,960       6,258       12,574       11,891  

Depreciation and amortization

    7,048       7,232       14,301       14,379  

EBITDA

    29,256       26,590       53,142       51,431  

Special charges related to severance for staff realignment(2)

    577       1,086       577       1,086  

Special charges related to facility consolidations and office closures

    21       55       1,719       55  

Adjusted EBITDA

  $ 29,854     $ 27,731     $ 55,438     $ 52,572  
                                 

Reconciliation of Non-GAAP EPS

                               

Diluted EPS

  $ 0.63     $ 0.55     $ 1.15     $ 1.06  

Special charges related to severance for staff realignment

    0.03       0.06       0.03       0.06  

Special charges related to facility consolidations and office closures

                0.10        

Amortization of intangibles

    0.14       0.16       0.28       0.32  

Income tax effects(3)

    (0.07 )     (0.08 )     (0.15 )     (0.14 )

Non-GAAP EPS

  $ 0.73     $ 0.69     $ 1.41     $ 1.30  

      

(2)

Special charges related to severance were for an unplanned reduction in workforce of senior management in the second quarter of 2017, and international staff realignment in the second quarter of 2016.

(3)

Income tax effects were calculated using an effective U.S. GAAP tax rate of 40.0% and 37.2% for the second quarter of fiscal year 2017 and 2016, respectively, and an effective tax rate of 36.3% and 36.7% for the first six months of fiscal year 2017 and 2016, respectively.

     

 

7

 

 

ICF International, Inc. and Subsidiaries

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

      

   

June 30, 2017

   

December 31, 2016

 
   

(Unaudited)

         

Current Assets:

               

Cash and cash equivalents

  $ 9,493     $ 6,042  

Contract receivables, net

    288,178       281,365  

Prepaid expenses and other

    13,278       11,724  

Income tax receivable

    5,325        

Total current assets

    316,274       299,131  
                 

Total property and equipment, net

    37,881       40,484  
                 

Other assets:

               

Goodwill

    685,071       683,683  

Other intangible assets, net

    40,692       46,129  

Restricted cash

    1,254       1,843  

Other assets

    16,874       14,301  

Total Assets

  $ 1,098,046     $ 1,085,571  
                 

Current Liabilities:

               

Accounts payable

  $ 60,734     $ 70,586  

Accrued salaries and benefits

    40,793       44,003  

Accrued expenses and other current liabilities

    44,540       52,631  

Deferred revenue

    27,113       29,394  

Income tax payable

          106  

Total current liabilities

    173,180       196,720  

Long-term liabilities:

               

Long-term debt

    278,000       259,389  

Deferred rent

    14,983       15,600  

Deferred income taxes

    44,439       39,114  

Other

    14,314       8,744  

Total Liabilities

    524,916       519,567  

Commitments and Contingencies

               

Stockholders’ Equity:

               

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

           

Common stock, $.001 par value; 70,000,000 shares authorized; 21,920,299 and 21,663,432 shares issued; and 18,717,713 and 19,021,262 shares outstanding as of June 30, 2017, and December 31, 2016, respectively

    22       22  

Additional paid-in capital

    300,394       292,427  

Retained earnings

    394,004       371,890  

Treasury stock

    (114,122 )     (88,695 )

Accumulated other comprehensive loss

    (7,168 )     (9,640 )

Total Stockholders’ Equity

    573,130       566,004  

Total Liabilities and Stockholders’ Equity

  $ 1,098,046     $ 1,085,571  

 

 

8

 

                      

ICF International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

       

   

Six months ended

 
   

June 30,

 
   

2017

   

2016

 
   

(Unaudited)

 

Cash flows from operating activities

               

Net income

  $ 22,114     $ 20,474  

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

               

Non-cash equity compensation

    5,361       5,042  

Depreciation and amortization

    14,301       14,379  

Facilities consolidation reserve

    1,663        

Deferred taxes and other adjustments, net

    4,383       1,768  

Changes in operating assets and liabilities:

               

Contract receivables, net

    (4,203 )     (27,158 )

Prepaid expenses and other assets

    (2,978 )     (10,650 )

Accounts payable

    (9,953 )     (4,147 )

Accrued salaries and benefits

    (3,375 )     18,336  

Accrued expenses and other current liabilities

    (8,876 )     (827 )

Deferred revenue

    (2,658 )     2,182  

Income tax receivable and payable

    (5,441 )     (2,311 )

Restricted cash

    597       (3 )

Other liabilities

    6,307       (1,348 )

Net cash provided by operating activities

    17,242       15,737  
                 

Cash flows from investing activities

               

Capital expenditures for property and equipment and capitalized software

    (6,083 )     (7,856 )

Payments for business acquisitions, net of cash received

    (91 )      

Net cash used in investing activities

    (6,174 )     (7,856 )
                 

Cash flows from financing activities

               

Advances from working capital facilities

    348,975       259,215  

Payments on working capital facilities

    (330,364 )     (252,843 )

Payments on capital expenditure obligations

    (2,276 )     (2,020 )

Debt issue costs

    (1,489 )      

Proceeds from exercise of options

    2,431       1,158  

Net payments for stockholder issuances and buybacks

    (25,253 )     (10,695 )

Net cash used in financing activities

    (7,976 )     (5,185 )

Effect of exchange rate changes on cash

    359       405  

Increase in cash and cash equivalents

    3,451       3,101  

Cash and cash equivalents, beginning of period

    6,042       7,747  

Cash and cash equivalents, end of period

  $ 9,493     $ 10,848  
                 

Supplemental disclosure of cash flow information

               

Cash paid during the period for:

               

Interest

  $ 3,923     $ 3,804  

Income taxes

  $ 12,982     $ 12,059  

    

9

 

  

ICF International, Inc. and Subsidiaries

Supplemental Schedule

    

 

Revenue by market

 

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2017

   

2016

   

2017

   

2016

 
                                 

Energy, environment, and infrastructure

    40

%

    38

%

    40

%

    38

%

Health, education, and social programs

    41

%

    44

%

    41

%

    44

%

Safety and security

    9

%

    8

%

    9

%

    8

%

Consumer and financial

    10

%

    10

%

    10

%

    10

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

 

Revenue by client

 

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2017

   

2016

   

2017

   

2016

 
                                 

U.S. federal government

    46

%

    49

%

    46

%

    49

%

U.S. state and local government

    12

%

    11

%

    11

%

    11

%

International government

    7

%

    6

%

    7

%

    6

%

Government

    65

%

    66

%

    64

%

    66

%

                                 

Commercial

    35

%

    34

%

    36

%

    34

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

 

Revenue by contract

 

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2017

   

2016

   

2017

   

2016

 
                                 

Time-and-materials

    42

%

    44

%

    43

%

    44

%

Fixed-price

    40

%

    36

%

    39

%

    37

%

Cost-based

    18

%

    20

%

    18

%

    19

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

10