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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10 Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended JANUARY 31, 1999
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 1-8929
ABM INDUSTRIES INCORPORATED
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(Exact name of registrant as specified in its charter)
DELAWARE 94-1369354
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
160 PACIFIC AVENUE SUITE 222, SAN FRANCISCO, CALIFORNIA 94111
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 415/733-4000
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 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 [ ]
Number of shares of Common Stock outstanding as of
March 11, 1999: 21,924,841
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ABM INDUSTRIES INCORPORATED
FORM 10-Q
FOR THE THREE MONTHS ENDED JANUARY 31, 1999
TABLE OF CONTENTS
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PART I PAGE
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Item 1 Condensed Consolidated Financial Statements........................2
Notes to the Condensed Consolidated
Financial Statements.............................................7
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations...............................8
Item 3 Qualitative and Quantitative Disclosures
About Market Risk................................................16
PART II
Item 6 Exhibits and Reports on Form 8-K..................................16
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PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
ABM INDUSTRIES INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands except share amounts)
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OCTOBER 31, JANUARY 31,
1998 1999
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ASSETS:
CURRENT ASSETS:
Cash and cash equivalents $ 1,844 $ 6,359
Accounts receivable, net 260,549 265,570
Inventories 22,965 22,144
Deferred income taxes 10,505 12,384
Prepaid expenses and other current assets 28,445 29,429
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Total current assets 324,308 335,886
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INVESTMENTS AND LONG-TERM RECEIVABLES 12,405 11,777
PROPERTY, PLANT AND EQUIPMENT, AT COST:
Land and buildings 4,802 4,620
Transportation equipment 11,633 11,991
Machinery and other equipment 51,528 54,173
Leasehold improvements 13,096 13,630
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81,059 84,414
Less accumulated depreciation and amortization 53,752 55,972
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Property, plant and equipment, net 27,307 28,442
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INTANGIBLE ASSETS - NET 102,776 102,426
DEFERRED INCOME TAXES 27,509 28,385
OTHER ASSETS 7,058 7,071
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$501,363 $513,987
================================================================================
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(Continued)
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ABM INDUSTRIES INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands except share amounts)
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OCTOBER 31, JANUARY 31,
1998 1999
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LIABILITIES AND STOCKHOLDERS' EQUITY:
CURRENT LIABILITIES:
Current portion of long-term debt $ 865 $ 867
Bank overdraft 2,475 --
Trade accounts payable 34,992 38,992
Income taxes payable 5,527 12,540
Accrued Liabilities:
Compensation 40,914 37,032
Taxes - other than income 15,887 17,287
Insurance claims 29,254 29,617
Other 27,910 31,585
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Total current liabilities 157,824 167,920
Long-Term Debt (less current portion) 33,720 25,695
Retirement plans 15,974 16,984
Insurance claims 49,911 50,568
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Total Liabilities 257,429 261,167
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SERIES B 8% SENIOR REDEEMABLE CUMULATIVE
PREFERRED STOCK 6,400 6,400
STOCKHOLDERS' EQUITY:
Preferred stock, $0.01 par value, 500,000 _ _
shares authorized; none issued
Common stock, $.01 par value, 28,000,000 shares
authorized; 21,601,000 and 21,833,000 shares
issued and outstanding at October 31, 1998
and January 31, 1999, respectively 216 218
Additional capital 79,904 85,005
Retained earnings 157,414 161,197
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Total stockholders' equity 237,534 246,420
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$501,363 $513,987
=================================================================================
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements.
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ABM INDUSTRIES INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED JANUARY 31, 1998 AND 1999
(In thousands except per share amounts)
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1998 1999
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REVENUES AND OTHER INCOME $358,747 $391,831
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EXPENSES:
Operating expenses and cost of goods sold 312,494 341,676
Selling, general and administrative 35,627 37,789
Interest 823 554
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Total expenses 348,944 380,019
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INCOME BEFORE INCOME TAXES 9,803 11,812
INCOME TAXES 4,068 4,843
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NET INCOME $ 5,735 $ 6,969
============================================================================
NET INCOME PER COMMON SHARE
Basic $ 0.27 $ 0.32
Diluted $ 0.25 $ 0.29
AVERAGE NUMBER OF SHARES OUTSTANDING
Basic 20,641 21,717
Diluted 22,883 23,732
DIVIDENDS PER COMMON SHARE $ 0.12 $ 0.14
</TABLE>
The accompanying notes are an integral part of the condensed consolidated
financial statements
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ABM INDUSTRIES INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JANUARY 31, 1998 AND 1999
(In thousands)
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1998 1999
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CASH FLOWS FROM OPERATING ACTIVITIES:
Cash received from customers $ 343,043 $ 385,472
Other operating cash receipts 255 668
Interest received 235 197
Cash paid to suppliers and employees (337,954) (366,978)
Interest paid (591) (538)
Income taxes paid (1,573) (585)
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Net cash provided by operating activities 3,415 18,236
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CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant and equipment (2,440) (4,259)
Proceeds from sale of assets 29 492
Decrease (increase) in investments and
long-term receivable (585) 628
Intangible assets acquired (1,048) (537)
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Net cash used in investing activities (4,044) (3,676)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock issued 3,016 3,639
Dividends paid (2,617) (3,186)
Increase (decrease) in cash overdraft (1,831) (2,475)
Increase (decrease) in notes payable (22) 2
Long-term borrowings 30,049 4,005
Repayments of long-term borrowings (27,993) (12,030)
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Net cash provided by (used in) financing
activities 602 (10,045)
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NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS (27) 4,515
CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD 1,783 1,844
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CASH AND CASH EQUIVALENTS END OF PERIOD $ 1,756 $ 6,359
================================================================================
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(Continued)
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ABM INDUSTRIES INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JANUARY 31, 1998 AND 1999
(In thousands)
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1998 1999
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RECONCILIATION OF NET INCOME TO NET CASH
PROVIDED BY OPERATING ACTIVITIES:
Net Income $ 5,735 $ 6,969
Adjustments:
Depreciation and amortization 4,793 4,986
Provision for bad debts 737 588
Gain on sale of assets (8) (3)
Deferred income taxes (846) (2,755)
Increase in accounts receivable (14,344) (5,609)
Decrease (increase) in inventories (375) 821
Increase in prepaid expenses and other
current assets (1,342) (984)
Decrease (increase) in other assets 999 (13)
Increase in income taxes payable 3,341 7,013
Increase in retirement plans accrual 1,268 1,010
Increase (decrease) in insurance claims
liability (942) 1,020
Increase in accounts payable and
other accrued liabilities 4,399 5,193
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Total Adjustments to net income (2,320) 11,267
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Net Cash Provided by Operating Activities $ 3,415 $ 18,236
============================================================================
The accompanying notes are an integral part of the condensed consolidated
financial statements.
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ABM INDUSTRIES INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL
In the opinion of management, the accompanying unaudited condensed
consolidated financial statements contain all material adjustments which are
necessary to present fairly the Company's financial position as of January 31,
1999, and the results of operations and cash flows for the three months then
ended. These adjustments are of a normal, recurring nature.
These condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements and the notes thereto
included in the Company's Form 10-K filed for the fiscal year ended October 31,
1998 with the Securities and Exchange Commission.
2. NET INCOME PER COMMON SHARE
The Company has reported its earnings in accordance with Statement of
Financial Accounting Standards No. 128, Earnings per Share. Basic net income per
common share, after the reduction for preferred stock dividends, is based on the
weighted average number of shares actually outstanding during the period.
Diluted net income per common share, after the reduction for preferred stock
dividends, is based on the weighted average number of shares outstanding during
the period, including common stock equivalents.
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Three months Ended Three months Ended
January 31, 1998 January 31, 1999
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Net Income $ 5,735,000 $ 6,969,000
Preferred Stock Dividends (128,000) (128,000)
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$ 5,607,000 $ 6,841,000
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Common shares outstanding - basic 20,641,000 21,717,000
Effect of dilutive securities:
Stock options 2,043,000 1,869,000
Other 199,000 146,000
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Common shares outstanding - diluted 22,883,000 23,732,000
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</TABLE>
For purposes of computing diluted net income per common share, weighted
average common share equivalents do not include stock options with
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an exercise price that exceeds the average fair market value of the Company's
common stock for the period. For the three months ended January 31, 1999,
options to purchase approximately 306,000 shares of common stock at an average
price of $36.67 were excluded from the computation. For the three months ended
January 31, 1998, no options were excluded from the computation of diluted net
income per common share since the average fair market value of the Company's
common stock for the period exceeded the exercise price of all outstanding stock
options.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
FINANCIAL CONDITION
Funds provided from operations and bank borrowings have historically
been the sources for meeting working capital requirements, financing capital
expenditures, acquisitions and paying cash dividends. Management believes that
funds from these sources will remain available and adequately serve the
Company's liquidity needs. The Company has an unsecured revolving credit
agreement with a syndicate of U.S. banks, expiring July 1, 2002. Effective
November 1, 1997, the agreement was amended to increase the amount available to
$150 million. At the Company's option, the credit facility provides interest at
the prime rate or IBOR+.35%. As of January 31, 1999, the total amount
outstanding was approximately $93 million, which was comprised of loans in the
amount of $22 million and standby letters of credit of $71 million. This
agreement requires the Company to meet certain financial ratios, places some
limitations on outside borrowing and prohibits declaring or paying cash
dividends exceeding 50% of the Company's net income for any fiscal year. In
February 1996, the Company entered into a loan agreement with a major U.S. bank
that provides a seven-year term loan of $5 million. This loan bears interest at
a fixed rate of 6.78% with annual payments of principal, in varying amounts, and
interest due each February 15 through 2003. The Company's effective interest
rate for all long-term debt borrowings for the quarter ended January 31, 1999
was 6.34%.
At January 31, 1999, working capital was $168.0 million, as compared to $166.5
million at October 31, 1998.
EFFECT OF INFLATION
The low rates of inflation experienced in recent years had no material
impact on the financial statements of the Company. The Company attempts to
recover inflationary costs by increasing sales prices to the extent permitted by
contracts and competition.
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ENVIRONMENTAL MATTERS
The nature of the Company's operations, primarily services, would not
ordinarily involve it in environmental contamination. However, the Company's
operations are subject to various federal, state and/or local laws regulating
the discharge of materials into the environment or otherwise relating to the
protection of the environment, such as discharge into soil, water and air, and
the generation, handling, storage, transportation and disposal of waste and
hazardous substances.
These laws generally have the effect of increasing costs and potential
liabilities associated with the conduct of the Company's operations, although
historically they have not had a material adverse effect on the Company's
financial position or its results of operations.
The Company is currently involved in four proceedings relating to
environmental matters: one involving alleged potential soil and groundwater
contamination at a Company facility in Florida; one involving alleged potential
soil contamination at a former Company facility in Arizona; one involving
alleged potential soil and groundwater contamination of a parking garage
previously operated by the Company in Washington; and, one involving alleged
potential soil and groundwater contamination at a former dry-cleaning facility
leased by the Company in Nevada. While it is difficult to predict the ultimate
outcome of these matters, based on information currently available, management
believes that none of these matters, individually or in the aggregate, are
reasonably likely to have a material adverse affect on the Company's financial
position or its results of operations.
YEAR 2000 ISSUE
The Year 2000 Issue is the result of computer programs being written and
embedded chips being designed that use two digits rather than four digits to
define the applicable year. As a result, there is a potential that existing
computer programs and hardware will be unable to accurately process dates beyond
the year 1999. This could result in system errors or failures that could impact
both administration and operations. In mid-1997, the Company established a
dedicated Project Team that has initiated a Company-wide effort to mitigate the
Year 2000 Issue. The Project Team has developed a detailed plan for becoming
Year 2000 compliant that consists of the following seven phases: awareness,
inventory, risk assessment, remediation, testing, implementation, and
certification. The Year 2000 Issue encompasses both information technology
("IT") related systems, such as the Company's accounting software, and non-IT
related systems such as the impact to the Company due to the non-compliance of
major vendors or customers.
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The Company is striving to make all levels of management within the Company
cognizant of the Year 2000 Issue via quarterly newsletters. This newsletter
provides Year 2000 progress updates to management, who are then able to
communicate with customers, vendors, and other third parties. Additionally, the
Year 2000 Project Team maintains a discussion database that is available to
managers within the Company for their review and input.
The Project Team has completed a Company-wide inventory of all office
equipment, software, hardware, and any product, equipment, service or system
that could be impacted by the Year 2000 Issue. This inventory has provided a
basis for identifying and prioritizing risk associated with the equipment,
hardware, software, and services that the Company utilizes. The Project Team has
attempted to assess all relevant issues and has developed a process to assess
all new products and services introduced subsequent to the initial inventory.
The certification of all office equipment and products is approximately 70
percent complete, and is anticipated to be finished by April 1999.
The Project Team is in testing phases for its core application programs.
All proprietary software, such as its accounting programs, service dispatch
systems, and labor control systems, has been fully remediated and is now being
tested. Mission-critical proprietary applications, such as the accounting and
payroll programs, have also been tested and certified to be Year 2000 compliant
by an outside vendor using a second generation code inspection tool. All
mission-critical applications are now in beta production and will be completed
by July 1999.
Six Divisions use the Company's proprietary accounting software, which is
internally maintained. The Elevator, Lighting and Mechanical Divisions use
software purchased from outside vendors. The financial software used by the
Elevator Division has been tested and reviewed by the Company and outside
consultants. The Supply Division's inventory control system and the Lighting
Division's financial applications are currently being tested for compliance. The
Mechanical Division will be replacing its accounting and dispatching software
with a Year 2000 compliant system.
The Project Team has identified vendors that represent 80 percent of the
Company's total purchases, and in October 1998, began surveying these vendors to
identify their plans to address the Year 2000 Issue. This process is expected to
be complete by March 1999. All vendors with mission-critical IT-related products
or services are being tested as mentioned above. The Company is amending its
vendor selection process, as needed, to minimize potential vendor-related Year
2000 risks.
The Company has remediated and is testing Company-owned equipment and
software that could have an impact on operations, and indirectly the
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Company's customers. The Company believes that appropriate steps are being taken
to minimize potential risk to its customers; however, there is a concern that
customer-owned equipment may not be Year 2000 compliant, which will adversely
impact the Company's operational performance. Additionally, there may be a
possible misconception among some customers that ABM is responsible for all Year
2000 Issues. The Company plans to inform all customers in writing of the
responsibility that the Company is taking with regard to the Year 2000 Issue.
There can be no assurance that the systems of other companies on which the
Company relies will be Year 2000 compliant, or that the failure of such systems
to be Year 2000 compliant will not have a material adverse effect on the
Company's business, financial condition and results of operations.
Based upon assumptions and forecasts of management at this time, the Company
estimates the cost of becoming Year 2000 compliant to be approximately $3.0
million, funded by operating cash flows. The Company believes it is making the
necessary modifications and changes to mitigate the Year 2000 Issue. However,
there can be no assurance that all the Company's systems will be Year 2000
compliant, that the costs to be Year 2000 compliant will not exceed management's
current expectations, or that the failure of such systems to be Year 2000
compliant will not have a material adverse effect on the Company's business,
financial condition and results of operations. The Company is establishing
contingency plans for all its major IT systems, field office locations, and
largest accounts, in case of unexpected Year 2000 failures. As part of its
contingency plans, the Company intends to prepare process manuals that will
document the necessary procedures in the event of IT-related failures, such as
hardware or software applications, as well as non-IT failures. These procedures
will be tested to be certain that the procedures are viable alternatives in the
case of a Year 2000 disruption. These manuals will be distributed to all offices
of the Company for its coordinated preparation for Year 2000.
ACQUISITIONS
The operating results of businesses acquired have been included in the
accompanying condensed consolidated financial statements from their respective
dates of acquisition.
Effective March 1, 1999, the Company acquired the operations and
selected assets of VIP Valet Parking, with customers located in Austin and
Houston, Texas. The terms for the purchase of this acquisition were a cash
downpayment made at the time of the closing plus annual contingent payments
based on operating profits to be made over five years.
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RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
condensed consolidated financial statements of the Company. All information in
the discussion and references to the years and quarters are based on the
Company's fiscal year and first quarter which end on October 31 and January 31,
respectively.
THREE MONTHS ENDED JANUARY 31, 1999 VS. THREE MONTHS ENDED JANUARY 31, 1998
Revenues and other income (hereafter called revenues) for the first
quarter of 1999 were $391.8 million compared to $358.7 million in 1998, a 9.2%
increase over the same quarter of the prior year. Much of this growth was
attributable to new business and price increases, particularly by the Janitorial
and Engineering Divisions, as well as acquisitions during 1998. For the quarter
ended January 31, 1999, the increase in revenues relating to acquisitions made
during 1998 was approximately $3.2 million, approximately 10% of the total
revenue increase of $33.1 million.
As a percentage of revenues, operating expenses and cost of goods sold
were 87.2% for the first quarter of 1999, compared to 87.1% in 1998.
Consequently, as a percentage of revenues, the Company's gross profit (revenue
minus operating expenses and cost of goods sold) of 12.8% in the first quarter
of 1999 was lower than the gross profit of 12.9% for the first quarter of 1998.
The gross profit percentage declined mostly due to higher labor and related
costs. The Company anticipates these costs to be gradually recovered through
future price increases.
Selling, general and administrative expenses for the first quarter of
1999 were $37.8 million compared to $35.6 million for the corresponding three
months of 1998. As a percentage of revenues, selling, general and administrative
expenses decreased to 9.6% for the three months ended January 31, 1999, from
9.9% for the same period in 1998, primarily as a result of certain fixed and
variable costs not increasing at the same rate as revenues. The $2.2 million
increase in selling, general and administrative expenses for the three months
ended January 31, 1999, compared to the same period in 1998, is primarily due to
expenses related to growth, including the amortization of goodwill, and expenses
associated with acquisitions.
Interest expense was $554,000 for the first quarter of 1999 compared to
$823,000 for the same period in 1998, a decrease of $269,000. This decrease was
primarily due to lower weighted average borrowings during the first quarter of
1999.
The pre-tax income for the first quarter of 1999 was $11,812,000
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compared to $9,803,000, an increase of 20.5% over the same quarter of 1998. Most
of the Company's Divisions reported profit percentage increases higher than the
corresponding revenue increases and are discussed below.
The estimated effective income tax rate for the first quarter of 1999
was 41.0%, compared to 41.5% in the first quarter of 1998. The lower tax rate
was for the most part attributable to an increase in various federal and state
estimated tax credits.
Net income for the first quarter of 1999 was $7.0 million, an increase
of 22% compared to the net income of $5.7 million for the first quarter of 1998.
Diluted net income per common share rose 16.0% to 29 cents for the first quarter
of 1999 compared to 25 cents for the same period in 1998. The increase in
diluted net income per share was not proportional to the increase in net income
due to a 3.7% increase in diluted shares outstanding.
The results of operations from the Company's three industry segments and
its nine operating divisions for the three months ended January 31, 1999, as
compared to the three months ended January 31, 1998, are more fully described
below:
The Janitorial Divisions segment, which includes American Building
Maintenance (also known as ABM Janitorial Services) and Easterday Janitorial
Supply, reported revenues for the first quarter of 1999 of $233.4 million, an
increase of approximately $20.3 million, or 9.5%, over the first quarter of
1998. This segment's operating profits (revenues minus expenses, excluding
interest and corporate allocations) increased by 19.2% over the comparable
quarter of 1998. This is the Company's largest segment and accounted for
approximately 60% of the Company's total revenues for the current quarter.
American Building Maintenance revenues increased by 10.0% during the first
quarter of 1999 as compared to the same quarter of 1998 as a result of increased
business nationwide but particularly in the Mid-Atlantic, Southwest and Texas
regions. This Division's operating profits increased 19.9% when compared to the
same period last year. The increase in operating profits is principally due to
increased revenues. Operating profits increased at a higher rate than revenues
due primarily to slightly lower labor and labor related costs, as well as
administrative expense. Easterday Janitorial Supply's 1999 first quarter
revenues decreased by approximately 4.1% compared to the same quarter in 1998.
The relatively small decrease was generally due to weak sales in the Portland,
and San Francisco markets. Operating profits remained flat in the first quarter
of 1999, compared to the same quarter of 1998. Vendor rebates and slightly
higher profit margins offset the effect of lower revenues.
Revenues of the Public Service Divisions segment, which includes
American Commercial Security Services (also known as "ACSS" and "ABM
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Security Services"), Ampco System Parking (also known as "Ampco System Airport
Parking" and "Ampco Express Airport Parking"), and ABM Facility Services, for
the first quarter of 1999 were approximately $65.4 million, a 5.8% increase over
the same quarter of 1998. Public Service Divisions accounted for approximately
17% of the Company's revenues for the quarter. The operating profits of this
segment increased 12.7% in the first quarter of 1999, primarily due to the Ampco
System Parking Division. American Commercial Security Services reported a 7.0%
increase in revenues, but its operating profits were down by 2.8% in the first
quarter of 1999 compared to the same period of 1998. The revenue increase was
largely due to the sale of new business by its Los Angeles and Texas offices.
The decrease in operating profits was primarily due to slightly higher labor
costs and insurance charges. Ampco System Parking's revenues increased by 3.0%,
while its operating profits increased 18.4% during the first quarter of 1999
compared to the first quarter of 1998. The increase in revenues was primarily
due to growth in its Northern California and Texas operations. The operating
profits increase was primarily due to the increased sales of higher margin
management contracts. ABM Facility Services was established in November of 1997
as a result of customer requests to provide services from two or more of its
Divisions (the ABM Family of Services) under one management. Because this
Division is new and depends primarily on management fees for its income, start
up costs exceeded revenues during the current quarter. Management does not
expect this Division to be profitable during the current year. Revenues
generated by this Division are generally reported by the respective Divisions
providing services and contribute to the operating profits of those Divisions.
The Company's Technical Divisions segment includes ABM Engineering
Services, Amtech Elevator Services, Amtech Lighting Services and CommAir
Mechanical Services. This segment reported revenues of $92.0 million, which
represents approximately 23% of the Company's revenues for the first quarter of
1999. Revenues increased approximately 10.9% over the same quarter of last year
due to increases in revenues reported by all its Divisions except Amtech
Elevator Services. Operating profits of this segment increased 5.0% compared to
the first quarter of 1998 due to increases in operating profits of the CommAir
Mechanical Services and the ABM Engineering Services Divisions. ABM Engineering
Services' revenues increased by 22.2% and its operating profits increased 14.7%
for the first quarter of 1999 compared to the same period in 1998. The large
revenue increase was due primarily to new business sold in all its operations
with particularly strong sales growth in its newer offices in Chicago, Arizona
and New York. The smaller percentage increase in operating profits is due to
lower margins on contracts in its New York office. Revenues for Amtech Elevator
Services decreased by 2.1% compared to the same period in 1998 primarily due to
a decrease in repair sales. As a result of lower sales, the Division posted a
9.7% decrease in operating profit for the first quarter compared to the
corresponding quarter of 1998. This proportionally
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larger decrease in operating profits can be attributed primarily to the lower
repair sales business, which has higher margins, as well as increased insurance
and union benefits. Amtech Lighting Services (also known as Sica Lighting &
Electrical Services) reported a 9.4% revenue increase, but operating profits
decreased by 9.4% during the first quarter of 1999 compared to the same quarter
of the prior year. The decrease in operating profits was primarily due to
increased labor and related costs. CommAir Mechanical Services' (also known as
"CommAir Preferred Mechanical Services") revenues increased by 6.3%, resulting
primarily from increased business in nearly all of its branches. Operating
profits for the first quarter of 1999 more than doubled from the prior year
first quarter as a result of particular attention to controlling labor and
labor-related costs.
SAFE HARBOR STATEMENT
Cautionary Safe Harbor Disclosure for Forward Looking Statements under the
Private Securities Litigation Reform Act of 1995: Because of the factors set
forth below, as well as other variables affecting the Company's operating
results, past financial performance should not be considered a reliable
indicator of future performance and investors should not use historical trends
to anticipate results or trends in future periods. The statements contained
herein which are not historical facts are forward-looking statements. Statements
which use the words "expects," "will," "may," "anticipates," "believes," or
"intends" are forward-looking statements that are subject to meaningful risks
and uncertainties, including, but not limited to: (1) the widespread failure of
commercial real estate occupancy to improve in the Company's major markets since
it relates directly to the need for janitorial and other buildings services, (2)
the loss or bankruptcy of one or more of the Company's major customers, which
could adversely affect the Company's ability to collect deferred costs or its
accounts receivable, (3) any major labor disruptions that may cause loss of
revenue or cost increases that non-union companies can use to their advantage in
obtaining market share, (4) the failure of the Company's IT or non-IT systems,
or those of its customers or vendors, to be Year 2000 compliant, (5) significant
shortfall in achieving any acquisition plan to acquire either businesses in new
markets or expand customer base in existing ones, (6) any legislation or other
government action that severely impacts one or more of the Company's lines of
business, such as price controls that could prevent cost recovery and fuel
restrictions that might increase the cost to deliver services, (7) the reduction
or revocation of the Company's lines of credit which would increase interest
expense or the cost of capital, (8) the cancellation or non-renewal of the
Company's primary insurance policies, as many customers retain services based on
the provider's ability to provide adequate insurance including performance bonds
and proof of adequate insurance, (9) any catastrophic uninsured or
15
<PAGE> 17
underinsured claims against the Company, which also might include insurance
companies financially incapable of paying claims, (10) the untimely departure of
one or more of the Company's key executives, which could affect retention of
customers as well as the day to day management of operations, (11) the inability
to recruit and hire entry level personnel due to labor shortages, and (12) other
material factors that are disclosed from time-to-time in the Company's public
filings with the United States Securities and Exchange Commission, such as
reports on Forms 8-K, 10-K and 10-Q.
Item 3. Qualitative and Quantitative Disclosures about Market Risk
The Company does not issue or invest in financial instruments or their
derivatives for trading or speculative purposes. The operations of the Company
are conducted primarily in the United States, and, as such, are not subject to
material foreign currency exchange rate risk. Although the Company has market
risk in interest rate exposure in the United States, outstanding debt and the
related interest expense is currently not material.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27.1 - Financial Data Schedule
(b) Reports on form 8-K: No reports on form 8-K were filed during the quarter
ended January 31, 1999.
16
<PAGE> 18
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 thereunto duly authorized.
ABM Industries Incorporated
March 16, 1999 /s/ David H. Hebble
-----------------------------------------
Vice President, Principal
Financial Officer
17
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