icfi20161027_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): November 1, 2016

 

 

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))

 

 
 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On November 1, 2016, ICF International, Inc. (the “Company”) announced its financial results for the third quarter ended September 30, 2016. The press release containing this announcement is filed 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 November 1, 2016

 

 
 

 

 

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: November 1, 2016 

By:

/s/ James C. Morgan

 

 

 

James C. Morgan

 

 

 

Chief Financial Officer

 

 

 
 

 

 

Exhibit Index

 

Exhibit No.

Document

   
99.1  Press Release dated November 1, 2016

 

         

 

ex99-1.htm

Exhibit 99.1

 

 

 

NEWS RELEASE 

 

 

ICF Reports Third Quarter 2016 Results

 

Third Quarter Highlights 

 

Total Revenue Increased 6 Percent Year-on-Year, Driven by Strong Growth across Key Markets: Federal Government, Commercial Energy, Digital Marketing Services and State & Local

 

Diluted EPS Was $0.70, 19 Percent Ahead of Last Year; Non-GAAP EPS1 Was $0.81

 

Contract Awards Were $579 Million, an Increase of 25 Percent over the Same Period Last Year

 

Year-to-Date Highlights

 

Operating Cash Flow Reached $58 Million, an Increase of Approximately $15 Million over the Same Period Last Year

 

Trailing Twelve Month Contract Awards Were $1.4 Billion, Representing a Book-to-Bill Ratio of 1.21

 

Record Backlog and Pipeline Reached $2.2 Billion and $4.0 Billion, Respectively

 

 

FOR IMMEDIATE RELEASE

Investor Contacts:

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

Betsy Brod, MBS Value Partners, betsy.brod@mbsvalue.com +1.212.750.5800

 

Company Information Contact:

Steve Anderson, steve.anderson@icf.com +1.703.934.3847

 

FAIRFAX, Va.-- November 1, 2016-- ICF (NASDAQ:ICFI), a consulting and technology services provider to government and commercial clients around the world, reported results for the third quarter and nine months ended September 30, 2016.

 

Third Quarter and Nine Month 2016 Results 

 

“As expected, third quarter results represented a strong start to the second half of this year. We achieved significant year-on-year revenue growth across our key markets and reported increased profitability in line with higher labor utilization and substantial growth in our higher margin commercial business,” said ICF Chairman and Chief Executive Officer Sudhakar Kesavan.

 

 


1 Non-GAAP EPS is a non-GAAP measurement. A reconciliation of all non-GAAP references is set forth below.

 

 
 

 

 

“Revenues from our commercial energy markets and digital marketing services in the aggregate increased 13.7 percent in the third quarter and accounted for 79 percent of commercial revenues for the period, reflecting ICF’s market leadership in energy efficiency and energy advisory work, and the combination of new accounts and expanded assignments from existing clients at ICF Olson.

 

“At the same time, our federal government revenue increased 4.6 percent year-on-year and state and local government revenue grew by 20 percent, both of which benefited from additional health, energy, environment and infrastructure project assignments, while revenues from international government clients declined, representing 5 percent of total third quarter revenues.

 

“Earnings per share increased at a rate that was significantly ahead of revenue growth in the third quarter of 2016. Further, this was a record-setting quarter for ICF with respect to year-to-date contract wins, backlog and pipeline. It reflected investments we have made to diversify our revenue sources and capture market share through a combination of deep subject matter expertise and the addition of relevant implementation services,” Mr. Kesavan noted.

 

Third quarter 2016 revenue was $306.5 million, a 6.1 percent increase from $289.0 million in the third quarter of 2015. Service revenue2 increased 3.1 percent to $223.2 million from $216.4 million for the comparable period in 2015. Net income was $13.4 million in the third quarter of 2016, or $0.70 per diluted share, up 18.6 percent from $0.59 per diluted share in the prior year period. Non-GAAP EPS increased 8.0 percent to $0.81 per share in the third quarter of 2016 compared to $0.75 in the prior year. EBITDA2 was $31.0 million, up from $30.1 million in the third quarter of 2015. Third quarter 2016 EBITDA margin was 10.1 percent in the quarter, and adjusted EBITDA2, which excludes special charges related to severance for staff realignment and international office closures of $0.4 million, was $31.5 million, or 10.3 percent of revenues, up from last year’s $31.1 million.

 

Backlog and New Business Awards 

Total backlog was a record $2.2 billion at the end of the third quarter of 2016. Funded backlog was $1.1 billion, or approximately 50 percent of the total backlog. The total value of contracts awarded in the 2016 third quarter was $578.7 million. Trailing twelve month contract awards were $1.4 billion for a book-to-bill ratio of 1.21.

 

Government Business Third Quarter 2016 Highlights 

 

U.S. federal government revenues increased 4.6 percent year-on-year to $149.7 million in the third quarter of 2016 and accounted for 49 percent of total revenue, the same percentage as in last year’s third quarter.

 

U.S. state and local government revenues increased 20 percent year-on-year and accounted for 11 percent of total revenue, compared to 10 percent in the year-ago period.

 

International government revenues, which accounted for 5 percent of total revenues, decreased by 18.9 percent year-on-year due to delays in activation of programs and the impact of changes in foreign currency exchange rates.

 

Key Government Contracts Awarded in the Third Quarter 

ICF was awarded more than 100 U.S. federal contracts and task orders and more than 200 additional contracts from state and local and international governments. The largest awards were:

 


2 Service revenue, EBITDA and adjusted EBITDA are non-GAAP measurements. A reconciliation of all non-GAAP references is set forth below.

 

 
 

 

 

 

Program Support: Multiple contracts with a combined value of $71.5 million with the U.S. Administration for Children and Families to support clearinghouse development, the prevention of human trafficking, childhood development, childcare, child welfare, health, Head Start and general support services.

 

Technical Assistance: Multiple contracts with a combined value of $41 million with the U.S. Centers for Disease Control and Prevention to provide IT, validation and verification, international, training and technical assistance, communications, data management and other services.

 

Program Support: A $35 million contract with the U.S. Department of Defense, Deployment Health Clinical Center to provide psychological health interdisciplinary and support services.

 

Critical Infrastructure Protection: A $34 million contract with the U.S. Navy’s Cyber Warfare and Engineering Division, Naval Surface Warfare Center to support the Defense Critical Infrastructure Program.

 

Technical Assistance: A $33.4 million contract with the U.S. Department of Justice Office for Victims of Crime to provide training and technical assistance.

 

Program Management: Three contracts with a combined value of $22.8 million with the U.S. National Institutes of Health to provide program management and technology support services.

 

Program Evaluation: An $11 million contract to provide program evaluation of effectiveness and learning for the U.S. Agency for International Development-led Feed the Future initiative.

 

Communications: A €9.5 million framework contract with the European Centre for Medium-Range Weather Forecasts to raise awareness and engage audiences.

 

Other government wins with a value greater than $5 million included: technical, IT and management support for the U.S. Department of Energy; program management with the U.S. Administration for Community Living; travel demand management solutions for a Northeastern state’s transportation authority; and support for fraud detection and predictive analytics efforts for the U.S. Department of Homeland Security.

 

Commercial Business Third Quarter 2016 Highlights

 

Commercial revenues were $107.1 million, 9.4 percent above the $97.9 million in last year’s third quarter. 

 

Digital marketing services accounted for 43 percent of commercial revenues. Energy markets, which includes energy efficiency, represented 36 percent of commercial revenues.

 

Key Commercial Contracts Awarded in the Third Quarter

Commercial sales were a record $198 million in the third quarter, and ICF was awarded more than 500 commercial projects globally during the period. The largest awards were:

 

Contracts with a combined value of $95.9 million with a major utility holding company to support energy efficiency programs for commercial and industrial clients.

 

A $23 million contract with a major Midwest U.S. utility to provide energy efficiency implementation services and proprietary marketing, analytics and IT platforms to support residential energy efficiency programs.

 

Two contracts with a combined value of $17.9 million with a major utility in the Eastern U.S. to support residential, commercial and industrial energy efficiency programs.

 

Multiple contracts with a combined value of $7.3 million with a major utility in the Western U.S. to provide authorization, pipeline safety, maintenance and other services.

 

Three contracts with a combined value of $4 million with a major international hotel chain to provide customer loyalty program and communications services.

 

Multiple contracts with a combined value of $2 million with an international tracking technologies and services company to provide digital solutions.

 

 
 

 

 

Other commercial wins with a value of at least $1 million included: brand support for a major national health care company; public relations support for a major international beverage company; digital solutions for a real estate investment trust; brand building for a national tourism bureau; environmental documentation with a major rail program in the Midwest U.S.; environmental compliance monitoring services for a major wind energy project in the Western U.S.; energy market consulting services for a law firm in the Eastern U.S.; and commercial energy advisory services for a group of utilities in the Northeast U.S.

 

Summary and Outlook 

“This was an excellent quarter for ICF, demonstrating the strength of our business model, supporting our expectations for higher profitability in the second half of 2016 and setting the stage for continued growth in 2017.

 

“Based on year-to-date results and current visibility, we are narrowing our full year 2016 revenue and diluted EPS guidance ranges. Our expectations for full year 2016 are as follows:

 

 

Revenues in the range of $1.185 billion to $1.195 billion, approximately five percent ahead of 2015 levels;

 

Diluted EPS of $2.45 to $2.50, which represents year-on-year growth of 23.8 percent at the midpoint;

 

Non-GAAP EPS of $2.91 to $2.96, which represents year-on-year growth of 11.2 percent at the midpoint;

 

And, we continue to expect full year cash flow from operations of between $85 million to $95 million for fiscal 2016,” Mr. Kesavan concluded.

 

Per share guidance assumes weighted average shares outstanding of approximately 19.3 million and a full year effective tax rate of no more than 38.0 percent.

 

###

 

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. 

 

 
 

 

 

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,

 
   

2016

   

2015

   

2016

   

2015

 
   

(Unaudited)

   

(Unaudited)

 
                                 

Revenue

  $ 306,520     $ 288,951     $ 895,538     $ 851,427  

Direct Costs

    191,310       177,864       562,697       520,684  

Operating costs and expenses:

                               

Indirect and selling expenses

    84,193       81,011       250,393       249,626  

Depreciation and amortization

    4,130       4,316       12,233       12,058  

Amortization of intangible assets

    3,111       4,263       9,387       12,866  

Total operating costs and expenses

    91,434       89,590       272,013       274,550  
                                 

Operating Income

    23,776       21,497       60,828       56,193  

Interest expense

    (2,407 )     (2,674 )     (7,312 )     (7,727 )

Other income (expense)

    732       (52 )     950       (1,473 )

Income before income taxes

    22,101       18,771       54,466       46,993  

Provision for income taxes

    8,664       7,226       20,555       18,374  

Net income

  $ 13,437     $ 11,545     $ 33,911     $ 28,619  
                                 

Earnings per Share:

                               

Basic

  $ 0.71     $ 0.60     $ 1.79     $ 1.47  

Diluted

  $ 0.70     $ 0.59     $ 1.75     $ 1.45  
                                 

Weighted-average Shares:

                               

Basic

    18,965       19,316       18,989       19,413  

Diluted

    19,329       19,556       19,345       19,743  
                                 

Other comprehensive loss:

                               

Foreign currency translation adjustments, net of tax

    (165 )     (3,900 )     (3,108 )     (4,489 )

Comprehensive income, net of tax

  $ 13,272     $ 7,645     $ 30,803     $ 24,130  

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Reconciliation of Non-GAAP financial measures

(in thousands, except per share amounts)

 

   

Three months ended

   

Nine months ended

 
   

September 30,

   

September 30,

 
   

2016

   

2015

   

2016

   

2015

 
   

(Unaudited)

   

(Unaudited)

 
                                 

Reconciliation of Service Revenue

                               

Revenue

  $ 306,520     $ 288,951     $ 895,538     $ 851,427  

Subcontractor and Other Direct Costs(1)

    (83,346 )     (72,532 )     (237,567 )     (209,312 )

Service Revenue

  $ 223,174     $ 216,419     $ 657,971     $ 642,115  
                                 

Reconciliation of EBITDA and Adjusted EBITDA

                               

Net Income

  $ 13,437     $ 11,545     $ 33,911     $ 28,619  

Other (income) expense

    (732 )     52       (950 )     1,473  

Interest expense

    2,407       2,674       7,312       7,727  

Provision for income taxes

    8,664       7,226       20,555       18,374  

Depreciation and amortization

    7,241       8,579       21,620       24,924  

EBITDA

    31,017       30,076       82,448       81,117  

Acquisition-related expenses(2)

                      189  

Special charges related to severance for staff realignment

    389       512       1,475       512  

Special charges related to office closures

    53       513       108       669  

Adjusted EBITDA

  $ 31,459     $ 31,101     $ 84,031     $ 82,487  
                                 

Reconciliation of Non-GAAP EPS

                               

Diluted EPS

  $ 0.70     $ 0.59     $ 1.75     $ 1.45  

Special charges related to severance for staff realignment

    0.02       0.03       0.08       0.03  

Special charges related to office closures

          0.03       0.01       0.09  

Amortization of intangibles

    0.16       0.22       0.49       0.65  

Income tax effects(3)

    (0.07 )     (0.12 )     (0.22 )     (0.31 )

Non-GAAP EPS

  $ 0.81     $ 0.75     $ 2.11     $ 1.91  

 

(1)

Subcontractor and Other Direct Costs exclude Direct Labor and Fringe.

(2)

Acquisition-related expenses include expenses related to closed acquisitions.

(3)

Income tax effects were calculated using an effective U.S. GAAP tax rate of 39.2% and 38.5% for the third quarter of fiscal year 2016 and 2015, respectively, and an effective tax rate of 37.7% and 39.1% for the first nine months of fiscal year 2016 and 2015, respectively.

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

 

   

September 30, 2016

   

December 31, 2015

 
   

(Unaudited)

         

Current Assets:

               

Cash and cash equivalents

  $ 9,647     $ 7,747  

Contract receivables, net

    273,298       256,965  

Prepaid expenses and other

    13,163       10,032  

Income tax receivable

    2,960        

Total current assets

    299,068       274,744  

Total property and equipment, net of accumulated depreciation of $82,855 and $71,203 as of September 30, 2016 and December 31, 2015, respectively

    42,996       45,425  

Other assets:

               

Goodwill

    684,793       687,404  

Other intangible assets, net

    49,296       58,899  

Restricted cash

    1,327       1,362  

Other assets

    14,586       12,456  

Total Assets

  $ 1,092,066     $ 1,080,290  
                 

Current Liabilities:

               

Accounts payable

  $ 57,429     $ 63,738  

Accrued salaries and benefits

    61,973       43,118  

Accrued expenses and other current liabilities

    47,536       43,001  

Deferred revenue

    30,472       30,523  

Income tax payable

          2,604  

Total current liabilities

    197,410       182,984  

Long-term liabilities:

               

Long-term debt

    281,194       311,532  

Deferred rent

    15,716       15,785  

Deferred income taxes

    37,287       33,326  

Other

    10,010       13,387  

Total Liabilities

    541,617       557,014  

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; 21,599,751 and 21,313,472 issued; and 18,963,288 and 19,032,054 outstanding as of September 30, 2016 and December 31, 2015, respectively

    22       21  

Additional paid-in capital

    289,828       280,113  

Retained earnings

    359,217       325,306  

Treasury stock

    (88,019 )     (74,673 )

Accumulated other comprehensive loss

    (10,599 )     (7,491 )

Total Stockholders’ Equity

    550,449       523,276  

Total Liabilities and Stockholders’ Equity

  $ 1,092,066     $ 1,080,290  

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

 

 

   

Nine months ended

 
   

September 30,

 
   

2016

   

2015

 
   

(Unaudited)

 

Cash flows from operating activities

               

Net income

  $ 33,911     $ 28,619  

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

               

Non-cash equity compensation

    7,674       8,466  

Depreciation and amortization

    21,620       24,924  

Other adjustments, net

    5,254       (1,255 )

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

               

Contract receivables, net

    (18,286 )     (13,713 )

Prepaid expenses and other assets

    (4,875 )     (2,030 )

Accounts payable

    (4,387 )     (6,904 )

Accrued salaries and benefits

    18,921       (10,258 )

Accrued expenses and other current liabilities

    3,779       (1,722 )

Deferred revenue

    160       3,440  

Income tax receivable and payable

    (5,567 )     11,233  

Other liabilities

    (386 )     2,101  

Net cash provided by operating activities

    57,818       42,901  
                 

Cash flows from investing activities

               

Capital expenditures for property and equipment and capitalized software

    (10,654 )     (9,789 )

Payments for business acquisitions, net of cash received

          (1,818 )

Net cash used in investing activities

    (10,654 )     (11,607 )
                 

Cash flows from financing activities

               

Advances from working capital facilities

    360,947       300,150  

Payments on working capital facilities

    (391,285 )     (318,047 )

Payments on capital expenditure obligations

    (3,030 )     (2,405 )

Proceeds from exercise of options

    2,104       572  

Tax benefits of stock option exercises and award vesting

          1,261  

Net payments for stockholder issuances and buybacks

    (13,408 )     (17,739 )

Net cash used in financing activities

    (44,672 )     (36,208 )

Effect of exchange rate changes on cash

    (592 )     (1,486 )

Increase (decrease) in cash and cash equivalents

    1,900       (6,400 )

Cash and cash equivalents, beginning of period

    7,747       12,122  

Cash and cash equivalents, end of period

  $ 9,647     $ 5,722  
                 

Supplemental disclosure of cash flow information

               

Cash paid during the period for:

               

Interest

  $ 6,085     $ 7,729  

Income taxes

  $ 15,137     $ 13,015  
                 

Non-cash investing and financing transactions:

               

Capital expenditure obligations

  $     $ 11,680  

 

 
 

 

 

ICF International, Inc. and Subsidiaries

Supplemental Schedule

 

 

Revenue by market(1)

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2016

   

2015

   

2016

   

2015

 
                                 

Energy, environment, and infrastructure

    40

%

    37

%

    39

%

    37

%

Health, education, and social programs

    42

%

    45

%

    43

%

    44

%

Safety and security

    8

%

    8

%

    8

%

    8

%

Consumer and financial

    10

%

    10

%

    10

%

    11

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

 

 

 

Revenue by client(1)

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2016

   

2015

   

2016

   

2015

 
                                 

U.S. federal government

    49

%

    49

%

    49

%

    48

%

U.S. state and local government

    11

%

    10

%

    11

%

    10

%

International government

    5

%

    7

%

    6

%

    7

%

Government

    65

%

    66

%

    66

%

    65

%

                                 

Commercial

    35

%

    34

%

    34

%

    35

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

 

 

 

Revenue by contract(1)

 

Three Months Ended

   

Nine Months Ended

 
   

September 30,

   

September 30,

 
   

2016

   

2015

   

2016

   

2015

 
                                 

Time-and-materials

    42

%

    42

%

    43

%

    43

%

Fixed-price

    39

%

    38

%

    38

%

    38

%

Cost-based

    19

%

    20

%

    19

%

    19

%

                                 

Total

    100

%

    100

%

    100

%

    100

%

 

(1) Certain revenue amounts in the prior year have been reclassified due to minor adjustments.