FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 1995
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Commission File Number #0-10786
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Insituform Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 13-3032158
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1770 Kirby Parkway, Suite 300, Memphis, Tennessee 38138
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(Address of Principal Executive Offices)
(901) 759-7473
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(Registrant's telephone number including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (I) 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
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at March 31, 1995
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Class A, Common Stock, 14,351,755 Shares
$.01 par value
<PAGE>
AMENDMENT NO. 1
The undersigned hereby amends the following items, financial
statements, exhibits or other portions of its Quarterly Report on
Form 10-Q for the quarter ended March 31, 1995, as set forth in the
pages attached hereto:
Part I. Financial Information; Item 1. Financial Statements:
Consolidated Statements of Cash Flows
Part II. Other Information; Item 6. Exhibits and Reports on Form
8-K; (b) Reports on Form 8-K
<PAGE>
<PAGE>
<TABLE>
PART I. - FINANCIAL INFORMATION
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ITEM 1. - FINANCIAL STATEMENTS
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INSITUFORM TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
For the Three Months
Ended March 31,
(in thousands)
1995 1994
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
NET INCOME $ 1,919 $ 1,471
ADJUSTMENTS TO RECONCILE NET INCOME TO CASH
USED BY OPERATING ACTIVITIES:
Depreciation and amortization 2,186 1,765
Provision for losses on accounts receivable 84 67
Undistributed earnings of affiliated companies (181) (149)
(Gain) loss on disposals of property and equipment (11) (55)
Minority interest 127 109
Royalties paid with redeemable preferred stock 0 41
Deferred income taxes 570 (346)
Translation adjustments 416 (220)
CHANGES IN OPERATING ASSETS AND LIABILITIES
(NET OF EFFECT OF BUSINESSES PURCHASED):
Receivables (2,530) (3,074)
Inventories (702) (642)
Prepaid expenses and miscellaneous (358) (405)
Miscellaneous other assets (327) 136
Accounts payable and accruals (2,255) 32
Income taxes payable (1,280) 718
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NET CASH PROVIDED BY CONTINUING OPERATIONS (2,342) (552)
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NET CASH USED BY DISCONTINUED OPERATIONS (43) (244)
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NET CASH PROVIDED BY OPERATIONS (2,385) (796)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (1,993) (1,079)
Proceeds on disposal of property and equipment 143 92
Investments in licensees/affiliated companies 443 0
Patents and patent applications (169) (183)
Purchase of businesses, net of cash acquired
(Note 3) (1,431) 0
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NET CASH USED BY INVESTING ACTIVITIES (3,007) (1,170)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock 38 25
Increase in short-term borrowings 561 291
Net repayments of long-term debt (587) (1,562)
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NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 12 (1,256)
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Effect of exchange rates changes on cash 192 9
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NET DECREASE IN CASH AND CASH EQUIVALENTS FOR
THE PERIOD (5,188) (3,203)
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CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 16,635 15,662
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CASH AND CASH EQUIVALENTS, END OF PERIOD $11,447 $12,459
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SUPPLEMENTAL DISCLOSURES OF CASH
FLOWS INFORMATION:
1995 1994
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CASH PAID (RECEIVED) DURING THE
THREE MONTHS ENDED MARCH 31, FOR:
Interest $1,068 $737
Income Taxes 2,233 $86
NON-CASH INVESTING AND FINANCING ACTIVITIES
Additional paid-in capital increased by a
reduction in income taxes payable for tax
benefit arising from exercise of stock options $0 $17
</TABLE>
See accompanying summary of accounting policies and notes to
consolidated financial statements.
<PAGE>
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
During the quarter ended March 31, 1995, the Company filed a
Current Report on Form 8-K dated January 9, 1995 reporting, under
"Item 2. Acquisition or Disposition of Assets", the Registrant's
determination to abandon previously announced efforts to find a
purchaser for certain discontinued operations. The following
financial statements were included with such report:
Unaudited Pro Forma Condensed Consolidated
Financial Information of Insituform
Technologies, Inc.:
Introduction to Unaudited Pro
Forma Condensed Financial
Information
Unaudited Pro Forma Condensed
Consolidated Balance Sheet,
September 30, 1994
Notes to Unaudited Pro Forma
Condensed Consolidated Balance
Sheet
The Company filed a Current Report on Form 8-K dated April 4,
1995 addressing, under "Item 5. Other Events." thereunder, the
Company's decision not to grant its consent to Enviroq under the
various Insituform (registered trademark) and NuPipe (registered
trademark) license agreements with Enviroq's affiliates, in
connection with the proposed acquisition of Enviroq by IMA, and the
Company's standstill agreement with IMA and Enviroq through April
30, 1995. The Company filed a Current Report on Form 8-K dated
April 18, 1995 describing, under "Item 5. Other Events."
thereunder, the extension of the standstill agreement to postpone
through April 30, 1995 the assertion by the Company of any
termination rights under the various license agreements with
Enviroq's affiliates, arising as a result of the consummation of
the acquisition of Enviroq by IMA without the consent of the
Company. The Company filed a Current Report on Form 8-K dated
April 28, 1995 addressing, under "Item 5. Other Events." the
extension of the standstill arrangements through May 31, 1995. No
financial statements were included with any such report.<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this amendment to be signed on
its behalf by the undersigned thereunto duly authorized.
INSITUFORM TECHNOLOGIES, INC.
July 10, 1995 s/William A. Martin
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William A. Martin
Senior Vice President and
Principal Financial and Accounting
Officer
corp\ina\forms\10q-amd.695
