<PAGE> 1
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number 000-23225
---------------------
TRANSCOASTAL MARINE SERVICES, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
DELAWARE 72-1353528
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
</TABLE>
2925 BRIARPARK DRIVE, SUITE 930, HOUSTON, TEXAS 77042
(Address of principal executive offices)
(Zip Code)
(713) 784-7429
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
The number of shares of Common Stock of the registrant, par value $.001 per
share, outstanding at May 14, 1998 was 8,898,441.
================================================================================
<PAGE> 2
PART I -- FINANCIAL INFORMATION
Item 1 -- Financial Statements
<TABLE>
<S> <C>
Consolidated Balance Sheets as of March 31, 1998 and
December 31, 1997...................................... 3
Consolidated Statements of Operations for the three months
ended March 31, 1998 and 1997.......................... 4
Consolidated Statements of Cash Flows for the three months
ended March 31, 1998 and 1997.......................... 5
Notes to Consolidated Financial Statements................ 6
Item 2 -- Management's Discussion and Analysis of
Financial Condition and Results of Operations.......... 9
PART II -- OTHER INFORMATION -- NONE
SIGNATURE................................................... 12
</TABLE>
2
<PAGE> 3
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
ASSETS
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1998 1997
----------- ------------
(UNAUDITED)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents................................. $ 3,009 $ 2,416
Contracts and accounts receivable......................... 25,467 19,214
Costs and estimated earnings in excess of billings on
uncompleted contracts.................................. 5,967 3,272
Other current assets...................................... 2,993 2,964
-------- --------
Total current assets.............................. 37,436 27,866
PROPERTY, PLANT AND EQUIPMENT, net.......................... 78,836 66,907
GOODWILL, net............................................... 70,360 70,757
OTHER NONCURRENT ASSETS..................................... 6,273 6,287
-------- --------
Total assets...................................... $192,905 $171,817
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt...................... $ 1,815 $ 2,520
Accounts payable.......................................... 12,237 12,105
Accrued expenses.......................................... 5,113 7,860
Billings in excess of costs and estimated earnings on
uncompleted contracts.................................. 2,637 1,651
Deferred income taxes payable............................. 241 291
-------- --------
Total current liabilities......................... 22,043 24,427
LONG-TERM DEBT, net of current maturities................... 36,880 13,471
DEFERRED INCOME TAXES....................................... 18,561 18,774
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value, 2,000,000 shares
authorized, none issued and outstanding................ -- --
Common stock, $.001 par value, 20,000,000 shares
authorized, 8,898,441 shares issued and outstanding.... 9 9
Restricted common stock, $.001 par value, 3,000,000 shares
authorized, 250,000 shares issued and outstanding...... -- --
Additional paid-in capital................................ 128,375 128,375
Retained deficit.......................................... (13,001) (13,277)
Net unrealized gain on available-for-sale securities...... 38 38
-------- --------
Total stockholders' equity........................ 115,421 115,145
-------- --------
Total liabilities and stockholders' equity........ $192,905 $171,817
======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited consolidated
financial statements.
3
<PAGE> 4
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT EARNINGS PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED MARCH 31,
-----------------
1998 1997
------- ------
<S> <C> <C>
REVENUES.................................................... $30,778 $3,319
COSTS AND EXPENSES:
Cost of revenues.......................................... 24,111 3,397
Selling, general and administrative expenses.............. 3,118 704
Depreciation and amortization............................. 2,256 186
------- ------
Operating income (loss)..................................... 1,293 (968)
OTHER INCOME (EXPENSE), net:
Interest income (expense), net............................ (839) 24
Other income, net......................................... 47 511
------- ------
INCOME (LOSS) BEFORE INCOME TAXES........................... 501 (433)
PROVISION FOR INCOME TAXES.................................. 225 87
------- ------
NET INCOME (LOSS)........................................... $ 276 $ (520)
======= ======
PRO FORMA INFORMATION (NOTE 1)
Loss before income taxes.................................. $ (433)
Pro forma income tax benefit.............................. (203)
------
Pro forma net loss........................................ $ (230)
======
EARNINGS PER SHARE (Notes 1 and 3)
Basic..................................................... $ 0.03 $(0.11)
======= ======
Diluted................................................... $ 0.03 $(0.11)
======= ======
NUMBER OF SHARES USED IN PER SHARE COMPUTATIONS:
Basic..................................................... 9,148 2,035
Diluted................................................... 9,169 2,035
</TABLE>
The accompanying notes are an integral part of these unaudited consolidated
financial statements.
4
<PAGE> 5
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS
ENDED MARCH 31,
------------------
1998 1997
-------- ------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)......................................... $ 276 $ (520)
Adjustments to reconcile net income (loss) to net cash
used in operating activities --
Depreciation and amortization.......................... 2,256 186
Gain on sale of investments............................ -- (516)
Deferred income taxes.................................. -- 87
Other.................................................. 390 245
Change in operating assets and liabilities --
(Increase) decrease in --
Contracts and accounts receivable................. (6,253) (919)
Costs and estimated earnings in excess of billings
on uncompleted contracts......................... (2,695) (558)
Other current assets.............................. (29) (137)
Other noncurrent assets........................... (376) (5)
Increase (decrease) in --
Accounts payable and accrued expenses............. (2,615) 1,053
Billings in excess of costs and estimated earnings
on uncompleted contracts ........................ 986 125
Other current liabilities......................... (50) --
Deferred income taxes............................. (213) --
-------- ------
Net cash used in operating activities........... (8,323) (959)
-------- ------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property, plant and equipment....... 207 --
Capital expenditures...................................... (13,954) (738)
Proceeds from sale of investments......................... -- 1,578
Cash paid for Acquisitions, including related costs....... (41) --
-------- ------
Net cash provided by (used in) investing
activities....................................... (13,788) 840
-------- ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings on Credit Agreement........................ 24,000 --
Principal payments on notes payable....................... -- (221)
Principal payments on long-term debt...................... (1,296) --
-------- ------
Net cash provided by (used in) financing
activities....................................... 22,704 (221)
-------- ------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS........ 593 (340)
CASH AND CASH EQUIVALENTS, beginning of period.............. 2,416 1,117
-------- ------
CASH AND CASH EQUIVALENTS, end of period.................... $ 3,009 $ 777
======== ======
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest.................................... $ 558 $ 6
======== ======
Cash paid for income taxes................................ $ 458 $ --
======== ======
</TABLE>
The accompanying notes are an integral part of these unaudited consolidated
financial statements.
5
<PAGE> 6
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. BUSINESS AND ORGANIZATION
TransCoastal Marine Services, Inc. ("TCMS") was organized in April 1996 to
create a fully integrated marine construction company focusing on transition
zone and shallow water regions of the U.S. Gulf Coast. On November 4, 1997, TCMS
acquired, simultaneously with the closing of its initial public offering (the
"Offering"), four privately owned marine construction businesses (the "Founding
Companies") and certain real properties used in the businesses of the Founding
Companies in exchange for consideration consisting of cash, common stock of TCMS
(the "Common Stock") and debt assumption. Unless otherwise indicated, all
references herein to the "Company" and "TransCoastal" include the Founding
Companies, and references to "TCMS" mean TransCoastal Marine Services, Inc.,
prior to the consummation of the acquisitions of the Founding Companies.
The Woodson Companies ("Woodson"), one of the Founding Companies, has been
identified as the "accounting acquiror" for financial statement presentation
purposes. The acquisitions of the remaining Founding Companies were accounted
for using the purchase method of accounting, with the results of operations
included from October 31, 1997, the effective closing date of the acquisitions
for accounting purposes. The allocation of purchase price to the assets acquired
and liabilities assumed has been initially assigned and recorded based on
preliminary estimates of fair value and may be revised as additional information
concerning the valuation of such assets and liabilities becomes available.
The consolidated financial statements herein have been prepared by the
Company without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission that permit certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles to be condensed or omitted. The Company believes
the presentation and disclosures herein are adequate to make the information not
misleading, and the financial statements reflect all elimination entries and
normal recurring adjustments that are necessary for a fair presentation of the
results for the three months ended March 31, 1998 and 1997.
Operating results for interim periods are not necessarily indicative of the
results for a full year. It is suggested that these consolidated financial
statements be read in conjunction with the consolidated financial statements of
the Company and the related notes thereto included in TransCoastal's Annual
Report on Form 10-K for the year ended December 31, 1997, as filed with the
Securities and Exchange Commission.
Pro forma net loss for the three months ended March 31, 1997 consists of
the historical net loss of Woodson, including two S Corporations, adjusted for
income taxes that would have been recorded had each company operated as a C
Corporation. Pro forma earnings per share for the first quarter of 1997 reflects
the pro forma adjustment to adjust for income taxes.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
There have been no significant changes in the accounting policies of the
Company during the periods presented. For a description of these policies, see
Note 2 of the Notes to Consolidated Financial Statements of the Company in
TransCoastal's Annual Report on Form 10-K for the year ended December 31, 1997.
6
<PAGE> 7
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
3. EARNINGS PER SHARE
The following table summarizes weighted average shares outstanding for each
of the periods presented (in thousands):
<TABLE>
<CAPTION>
THREE MONTHS
ENDED
MARCH 31,
-------------
1998 1997
----- -----
<S> <C> <C>
Shares issued in the acquisition of Woodson................. 1,031 1,031
Shares issued in the formation of TCMS...................... 975 975
Shares issued to the stockholders of the remaining Founding
Companies................................................. 1,111 --
Shares sold to certain employees............................ 275 29
Shares issued to consultants................................ 6 --
Shares sold in the Offering................................. 5,750 --
----- -----
Weighted average shares outstanding for basic earnings per
share calculation......................................... 9,148 2,035
===== =====
</TABLE>
The calculation of diluted earnings per share is similar to basic earnings
per share except that the denominator includes dilutive common stock equivalents
such as stock options and warrants. Weighted average shares outstanding for
calculation of diluted earnings per share totaled 9,169,000 and 2,035,000 for
the three months ended March 31, 1998 and 1997, respectively.
4. BUSINESS COMBINATIONS
On November 4, 1997, TCMS acquired in separate transactions (collectively,
the "Acquisitions"), simultaneously with the closing of the Offering, the
Founding Companies and certain real properties used in the businesses of the
Founding Companies. Set forth below are unaudited pro forma combined revenues
and income data reflecting the pro forma effect of the Acquisitions on the
Company's results from operations for the three months ended March 31, 1997. The
unaudited pro forma data presented below consists of the income statement data
from the operations of Woodson as presented in these consolidated financial
statements plus the income statement data from the operations of the remaining
Founding Companies for the three months ended March 31, 1997 (in thousands,
except per share amounts). These pro forma results are not necessarily
indicative of the actual results which would have occurred if the Acquisitions
had taken place at the beginning of the period presented, nor are they
necessarily indicative of future results.
<TABLE>
<CAPTION>
THREE MONTHS
ENDED
MARCH 31, 1997
--------------
<S> <C>
Pro forma revenues.................... $16,590
Pro forma net loss.................... (567)
Basic and diluted loss per share...... (0.06)
</TABLE>
Pro forma adjustments included in the amounts above primarily relate to:
(a) the issuance of Common Stock as of the beginning of the year presented for
the Offering, the Acquisitions, and for certain of its executive officers and
consultants, (b) adjustment for pro forma goodwill amortization expense using
40-year estimated life, (c) elimination of historical interest expense related
to certain obligations which were repaid by the Company reduced by interest
expense on borrowed funds used to pay the cash portion of the Acquisitions, and
(d) adjustment to the federal and state income tax provisions based on pro forma
results.
7
<PAGE> 8
TRANSCOASTAL MARINE SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
5. NEW PRONOUNCEMENTS
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income", which is effective for the Company's year ending December 31, 1998.
SFAS No. 130 establishes standards for the reporting and displaying of
comprehensive income and its components. The Company has completed its analysis
of the impact of this new pronouncement and believes the implementation of SFAS
No. 130 does not have a material effect on its current financial reporting.
8
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
INTRODUCTION
The following discussion should be read in conjunction with the
consolidated financial statements and notes thereto included in Item 1 of this
Report and the consolidated financial statements and notes thereto included in
the Company's Annual Report on Form 10-K for the year ended December 31, 1997.
The Company's revenues are primarily derived from providing services
related to pipeline installation and repair, hydrostatic testing and
commissioning of pipelines, and fabrication and refurbishment of offshore
drilling rigs, barge drilling rigs and structural components of fixed platforms.
To a lesser extent, the Company generates revenues from (1) the manufacture and
sale of amphibious undercarriages for marine construction equipment used in
stump-studded swamp terrain and (2) onshore environmental site assessments and
on-site remediation of petroleum-contaminated areas.
Most of the Company's services are provided under fixed-priced contracts
and are generally completed within one year. These contracts are usually
accounted for using the percentage-of-completion method of accounting. Under
this method, the percentage-of-completion is determined by comparing contract
costs incurred to date with total estimated contract costs. Any significant
revision in cost and income estimates is reflected in the accounting period in
which the facts that require the revision become known. Income is recognized by
applying the percentage completed to the projected total income for each
contract in progress. Cost of revenues consist of direct material, labor and
subcontracting costs and indirect costs related to contract performance, such as
indirect labor, supplies and tools. Cost of revenues also include the
manufacturing costs related to the amphibious undercarriages sold and costs
associated with the services provided for site assessments and remediation
activities. Selling, general and administrative expenses have historically
consisted primarily of compensation and benefits to owners as well as to sales
and administrative employees, fees for professional services and other general
office expenses. Selling, general and administrative expenses have also
historically included incentive and discretionary bonuses paid to owners,
including amounts paid in lieu of S corporation distributions to enable them to
meet their income tax obligations.
This discussion includes certain forward-looking statements, which are
identified by the use of the words "believes", "expects" and similar expressions
that contemplate future events. Numerous important factors, risks and
uncertainties affect the Company's operating results and could cause the
Company's actual results to differ materially from the results implied by these
or any other forward-looking statements made by, or on behalf of the Company.
There can be no assurance that future results will meet expectations.
The marine construction industry along the U. S. Gulf Coast is highly
seasonal as a result of weather conditions, the availability of daylight hours
and the timing of capital expenditures by oil and gas companies. Historically,
the Founding Companies have performed a substantial portion of their services
during the period from March through November, and, therefore, a
disproportionate portion of their contract revenues, gross profit and net income
generally has been earned during the second and third quarters of the calendar
year. Because of this seasonality, the Company's future full year results are
not likely to be a direct multiple of any particular quarter or combination of
quarters.
Additionally, the Company's results of operations will also be affected by
the level of oil and gas exploration and development activity maintained by oil
and gas companies in the Gulf of Mexico. The level of exploration and
development activity is related to several factors, including trends of oil and
gas prices, exploration and production companies' expectations of future oil and
gas prices, and changes in technology which reduce costs and improve expected
returns on investment.
Certain risks are definitely inherent under contracts which are priced on a
fixed-price basis. The revenues, costs and gross profit realized on a contract
will often vary from the estimated amounts for various reasons, including errors
in estimates or bidding, changes in the availability and cost of labor and
material and variations in productivity from the original estimates. These
variations and the risks inherent in the marine construction industry may result
in revenues and gross profits different from those originally estimated and can
result in reduced profitability or losses on projects.
9
<PAGE> 10
In accordance with the applicable accounting rules of the Commission,
Woodson Construction Company (collectively with three affiliated companies,
"Woodson") has been identified as the "accounting acquiror" for financial
statement presentation purposes. Consequently, the Company's historical
financial statements for periods ended on or before October 31, 1997, the
effective date of the acquisitions of the Founding Companies for accounting
purposes, are the consolidated historical financial statements of Woodson. As
used in this discussion, the "Company" means (i) Woodson prior to October 31,
1997 and (ii) TCMS and its consolidated subsidiaries on that date and
thereafter.
RESULTS OF OPERATIONS
Revenues, cost of revenues and selling, general and administrative expense
levels were all significantly higher for the three month period ended March 31,
1998 as compared to the same period in 1997. The operating results for the
period ended March 31, 1997 are the results of operations of Woodson; whereas
1998 operating results reflect the Company's results of operations including all
Founding Companies operations for the entire period.
The following table sets forth certain selected financial data of the
Company and that data as a percentage of the Company's revenues for the periods
indicated (dollars in thousands):
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
-----------------------------------
1998 1997
---------------- ---------------
<S> <C> <C> <C> <C>
Revenues......................................... $30,778 100.0% $3,319 100.0%
Cost of revenues................................. 24,111 78.3% 3,397 102.4%
Selling, general and administrative expenses..... 3,118 10.1% 704 21.2%
Depreciation and amortization.................... 2,256 7.3% 186 5.6%
------- ------ ------ ------
Operating income (loss).......................... 1,293 4.2% (968) (29.2)%
Interest income (expense), net................... (839) (2.7)% 24 0.7%
Other income, net................................ 47 0.2% 511 15.4%
------- ------ ------ ------
Income (loss) before income taxes................ 501 1.6% (433) (13.0)%
Provision (benefit) for income taxes(1).......... 225 0.7% (203) 6.1%
------- ------ ------ ------
Net income (loss)................................ $ 276 0.9% $ (230) (6.9)%
======= ====== ====== ======
</TABLE>
- ---------------
(1) Represents pro forma income tax benefit for the first quarter of 1997. See
Note 1 to the unaudited consolidated financial statements.
Results for the three months ended March 31, 1998 compared to the three months
ended March 31, 1997
Revenues. Revenues increased $27.5 million, or 827% for the three months
ended March 31, 1998 compared to the three months ended March 31, 1997.
Approximately $24.0 million of the increase resulted from the inclusion of
revenues from those Founding Companies for which the results of operations are
included in the Company's consolidated results from October 31, 1997, the
effective closing date of the acquisitions for accounting purposes. Two primary
factors contributed to the balance of the revenue increase: (1) stronger overall
market conditions than during the first quarter of 1997, and (2) improved asset
utilization.
Cost of revenues. Cost of revenues increased $20.7 million, or 610%, in the
first quarter of 1998 as compared to the corresponding period of 1997,
reflecting increased costs associated with the higher level of revenues. Cost of
revenues, as a percentage of revenues, declined from 102% during the first
quarter of 1997 to 78% for the comparable period in 1998. The decline was
primarily due to improved utilization of equipment and higher average project
margins during the 1998 quarter.
Selling, general and administrative expenses. Selling, general and
administrative expenses increased $2.4 million, or 343%, for the 1998 period as
compared to the 1997 period. As a percentage of revenues, selling, general and
administrative expenses were 10% during the first quarter of 1998, compared to
21%
10
<PAGE> 11
during the first quarter of 1997. The percentage decrease was primarily due to
the significant increase in revenues without a commensurate increase in overhead
expenses.
Depreciation and amortization. Depreciation and amortization expenses
increased $2.1 million from $.2 million in 1997 to $2.3 million in 1998. The
increase was due to: (1) additional property, plant and equipment placed in
service since the first quarter of 1997, (2) the acquisition of equipment owned
by the Founding Companies effective October 31, 1997 under the purchase method
of accounting and (3) amortization of goodwill that originated with the
consummation of the Acquisitions on October 31, 1997. As a percentage of
revenues, depreciation and amortization expenses were relatively consistent
between periods at 7% and 6% for 1998 and 1997, respectively.
Interest income (expense), net. Interest expense, net of interest income,
totaled $.8 million during 1998 as compared to net interest income of $.02
million during 1997. The significant increase was due primarily to: (1) higher
average debt levels resulting from drawdowns on the corporate revolver after the
completion of the Offering, and (2) amortization of debt issuance costs,
including the value of common stock warrants, related to the credit agreement.
Other income, net. During 1997, other income consisted primarily of gains
recognized on the sale of available-for-sale securities.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital improved by $12 million during the first
quarter of 1998; increasing to $15.4 million at March 31, 1998 from $3.4 million
at December 31, 1997. Net cash used in operating activities during the three
months ended March 31, 1998 was $8.3 million, which was primarily attributable
to an increase in contracts and accounts receivables and a decrease in accrued
expenses since December 31, 1997. The increase in receivables related primarily
to a greater percentage of the Company's revenues being earned in the last half
of the first quarter of 1998 as weather conditions improved and marine
construction activities increased. Whereas, in the fourth quarter of 1997
revenues declined towards the end of the quarter because of inclement weather
and the normal slow down in marine construction activity which occurs in
December. The decrease in accrued expenses resulted primarily from payments
totaling approximately $1.1 million related to purchase price obligations.
Capital expenditures totaled $13.9 million during the first quarter of 1998,
including $10.0 million related to the purchase of the LB-207 pipelay barge, as
renamed the Vermilion Bay, and a portion of the cost of its mobilization from
India to the Gulf of Mexico. Cash consumed by operating and investing activities
were funded through additional borrowings on the revolving credit facility.
Reflecting net revolver borrowings of $24.0 million during the quarter, the
outstanding revolver balance was $34.0 million at March 31, 1998. Borrowing
capacity under the revolver and term loan facility at the end of the first
quarter of 1998 totaled $6.0 million and $10.0 million, respectively.
The Company intends to continue to pursue attractive asset and corporate
acquisition opportunities; however, the timing, size or success of any
acquisitions and the resulting additional capital commitments are unpredictable.
The Company expects to fund future acquisitions primarily through a combination
of issuances of additional equity, working capital, cash flow from operations
and borrowings, including the unused portion of the credit facilities. There can
be no assurance that the Company can secure such additional financing if and
when it is needed or on terms deemed acceptable to the Company.
11
<PAGE> 12
SIGNATURE
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, thereunto duly authorized.
TransCoastal Marine Services, Inc.
By: /s/ JOHNNIE W. DOMINGUE
-----------------------------------
Johnnie W. Domingue
Chief Financial Officer
Dated: May 14, 1998
12
<PAGE> 13
INDEX TO EXHIBITS
Exhibit
Number
27 FINANCIAL DATA SCHEDULE
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 3,009
<SECURITIES> 0
<RECEIVABLES> 25,467
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 37,436
<PP&E> 78,836
<DEPRECIATION> 0
<TOTAL-ASSETS> 192,905
<CURRENT-LIABILITIES> 22,043
<BONDS> 0
0
0
<COMMON> 9
<OTHER-SE> 115,412
<TOTAL-LIABILITY-AND-EQUITY> 192,905
<SALES> 30,778
<TOTAL-REVENUES> 30,778
<CGS> 24,111
<TOTAL-COSTS> 29,485
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 839
<INCOME-PRETAX> 501
<INCOME-TAX> 225
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 276
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.03
</TABLE>
