SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 Quarter Ended June 29, 1996.
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
Commission File Number 1-13572
THERMO ECOTEK CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 04-3072335
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
81 Wyman Street, P.O. Box 9046
Waltham, Massachusetts 02254-9046
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 622-1500
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 [ ]
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 July 26, 1996
---------------------------- -----------------------------
Common Stock, $.10 par value 15,934,221
PAGE
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
THERMO ECOTEK CORPORATION
Consolidated Balance Sheet
(Unaudited)
Assets
June 29, September 30,
(In thousands) 1996 1995
--------------------------------------------------------------------------
Current Assets:
Cash and cash equivalents $ 68,519 $ 49,159
Restricted funds 15,269 11,992
Accounts receivable and unbilled revenues 23,836 25,275
Inventories 11,902 9,976
Prepaid income taxes and other current assets 5,660 5,468
-------- --------
125,186 101,870
-------- --------
Property, Plant and Equipment 298,025 272,797
Less: Accumulated depreciation and amortization 41,872 28,047
-------- --------
256,153 244,750
-------- --------
Note Receivable - 900
-------- --------
Restricted Funds 13,982 12,040
-------- --------
Other Assets 19,656 12,207
-------- --------
$414,977 $371,767
======== ========
2PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Consolidated Balance Sheet (continued)
(Unaudited)
Liabilities and Shareholders' Investment
June 29, September 30,
(In thousands except share amounts) 1996 1995
-------------------------------------------------------------------------
Current Liabilities:
Current portion of long-term obligations $ 24,187 $ 21,291
Accounts payable 2,620 1,274
Lease obligations payable 5,624 1,765
Accrued interest 5,936 3,496
Other accrued expenses 11,444 11,555
Due to parent company 1,268 451
-------- --------
51,079 39,832
-------- --------
Long-term Obligations:
Nonrecourse tax-exempt obligations 78,700 94,700
4% Subordinated convertible debentures,
due to parent company 68,500 68,500
Noninterest-bearing subordinated convertible
debentures (Note 2) 35,000 -
Capital lease obligations 33,318 39,160
-------- --------
215,518 202,360
-------- --------
Deferred Income Taxes 24,421 19,775
-------- --------
Other Deferred Items 14,093 13,958
-------- --------
Minority Interest 3,076 2,857
-------- --------
Shareholders' Investment (Note 4):
Common stock, $.10 par value, 50,000,000
shares authorized; 15,958,576 and
15,506,433 shares issued 1,596 1,551
Capital in excess of par value 71,771 64,188
Retained earnings 33,953 27,268
Treasury stock at cost, 24,355 and 1,521 shares (530) (22)
-------- --------
106,790 92,985
-------- --------
$414,977 $371,767
======== ========
The accompanying notes are an integral part of these consolidated financial
statements.
3PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Consolidated Statement of Income
(Unaudited)
Three Months Ended
--------------------
June 29, July 1,
(In thousands except per share amounts) 1996 1995
--------------------------------------------------------------------------
Revenues $35,316 $34,044
------- -------
Costs and Operating Expenses:
Cost of revenues (includes $1,008 and
$615 to related parties) 24,464 24,468
General and administrative expenses (includes
$397 and $452 to parent company) 3,098 2,944
------- -------
27,562 27,412
------- -------
Operating Income 7,754 6,632
Interest Income 1,398 1,034
Interest Expense (includes $685 to parent
company in 1996 and 1995) (3,688) (3,995)
------- ------
Income Before Provision for Income Taxes
and Minority Interest 5,464 3,671
Provision for Income Taxes 2,101 1,219
Minority Interest Expense 340 376
------- ------
Net Income $ 3,023 $ 2,076
======= =======
Earnings per Share:
Primary $ .17 $ .13
======= =======
Fully diluted $ .14 $ .11
======= =======
Weighted Average Shares:
Primary 17,805 15,496
======= =======
Fully diluted 25,023 23,164
======= =======
The accompanying notes are an integral part of these consolidated financial
statements.
4PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Consolidated Statement of Income
(Unaudited)
Nine Months Ended
-------------------
June 29, July 1,
(In thousands except per share amounts) 1996 1995
-------------------------------------------------------------------------
Revenues $103,117 $ 97,239
-------- --------
Costs and Operating Expenses:
Cost of revenues (includes $4,121 and
$3,429 to related parties) 75,213 74,861
General and administrative expenses (includes
$1,232 and $1,446 to parent company) 8,273 6,722
-------- --------
83,486 81,583
-------- --------
Operating Income 19,631 15,656
Interest Income 3,767 2,225
Interest Expense (includes $2,055 and $1,992
to parent company) (11,152) (9,407)
-------- --------
Income Before Provision for Income Taxes
and Minority Interest 12,246 8,474
Provision for Income Taxes 4,646 2,634
Minority Interest Expense 915 1,077
-------- --------
Net Income $ 6,685 $ 4,763
======== ========
Earnings per Share:
Primary $ .40 $ .34
======== ========
Fully diluted $ .33 $ .28
======== ========
Weighted Average Shares:
Primary 16,646 14,203
======== ========
Fully diluted 23,900 21,717
======== ========
The accompanying notes are an integral part of these consolidated financial
statements.
5PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Consolidated Statement of Cash Flows
(Unaudited)
Nine Months Ended
-------------------
June 29, July 1,
(In thousands) 1996 1995
--------------------------------------------------------------------------
Operating Activities:
Net income $ 6,685 $ 4,763
Adjustments to reconcile net income
to net cash provided by operating activities:
Minority interest expense 915 1,077
Depreciation and amortization 15,308 10,496
Increase in deferred income taxes 4,646 2,411
Decrease in other deferred items - (797)
Changes in current accounts:
Restricted funds (3,277) 3,112
Accounts receivable and unbilled revenues 2,112 1,901
Inventories 1,035 (1,498)
Other current assets 753 4,712
Accounts payable 1,346 (243)
Lease obligations payable 4,250 4,967
Due to parent company 817 (4,733)
Other current liabilities 1,529 (73)
-------- --------
Net cash provided by operating
activities 36,119 26,095
-------- --------
Investing Activities:
Acquisition (Note 3) (7,974) -
Funding of long-term restricted funds (1,942) (7,867)
Increase in other assets (3,004) -
Purchases of property, plant and equipment (25,128) (2,325)
-------- --------
Net cash used in investing
activities $(38,048) $(10,192)
-------- --------
6PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Consolidated Statement of Cash Flows (continued)
(Unaudited)
Nine Months Ended
-------------------
June 29, July 1,
(In thousands) 1996 1995
--------------------------------------------------------------------------
Financing Activities:
Repayment of long-term obligations $(18,946) $(13,850)
Net proceeds from issuance of subordinated
convertible debentures (Note 2) 35,942 -
Net proceeds from issuance of Company
common stock (Note 4) 5,120 27,537
Due to parent company - 542
Distribution to minority partner (827) (778)
-------- --------
Net cash provided by financing
activities 21,289 13,451
-------- --------
Increase in Cash and Cash Equivalents 19,360 29,354
Cash and Cash Equivalents at Beginning of Period 49,159 14,259
-------- --------
Cash and Cash Equivalents at End of Period $ 68,519 $ 43,613
======== ========
Noncash Activities:
Fair value of assets of acquired company $ 8,774 $ -
Cash paid for acquired company (7,974) -
-------- --------
Liabilities assumed of acquired company $ 800 $ -
======== ========
Conversion of noninterest-bearing subordinated
convertible debentures $ 2,000 $ -
The accompanying notes are an integral part of these consolidated financial
statements.
7PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Notes to Consolidated Financial Statements
1. General
The interim consolidated financial statements presented have been
prepared by Thermo Ecotek Corporation (the Company) without audit and, in
the opinion of management, reflect all adjustments of a normal recurring
nature necessary for a fair statement of the financial position at June 29,
1996, the results of operations for the three- and nine-month periods ended
June 29, 1996 and July 1, 1995, and the cash flows for the nine-month
periods ended June 29, 1996 and July 1, 1995. Interim results are not
necessarily indicative of results for a full year.
The consolidated balance sheet presented as of September 30, 1995, has
been derived from the consolidated financial statements that have been
audited by the Company's independent public accountants. The consolidated
financial statements and notes are presented as permitted by Form 10-Q, and
do not contain certain information included in the annual financial
statements and notes of the Company. The consolidated financial statements
and notes included herein should be read in conjunction with the financial
statements and notes included in the Company's Transition Report on Form
10-K for the nine months ended September 30, 1995, filed with the
Securities and Exchange Commission.
2. Noninterest-bearing Subordinated Convertible Debentures
In March 1996, the Company issued and sold at par $37 million principal
amount of noninterest-bearing subordinated convertible debentures due 2001.
The debentures are convertible into shares of the Company's common stock at
a conversion price of $20.34 per share and are guaranteed on a subordinated
basis by Thermo Electron Corporation. Net proceeds from the offering were
$35.9 million.
In June 1996, $2,000,000 principal amount of the debentures was
converted into common stock of the Company.
3. Acquisition
On May 13, 1996, the Company, through two of its wholly owned
subsidiaries, Thermo Trilogy Corporation (Thermo Trilogy) and Thermo Ecotek
International Holdings Inc., acquired the net assets of the W.R. Grace &
Co. business unit specializing in the manufacture and distribution of
environmentally friendly botanical extracts and microbial products for
approximately $8.0 million. In addition, the Company will pay a royalty fee
of seven percent on annual sales of the acquired business in excess of $14
million through the year 2000.
This acquisition has been accounted for using the purchase method of
accounting and its results of operations have been included in the
accompanying financial statements from the date of acquisition. The
aggregate cost of this acquisition approximated the fair value of the net
assets acquired and is subject to adjustment upon finalization of the
8PAGE
<PAGE>
THERMO ECOTEK CORPORATION
3. Acquisition (continued)
purchase price allocation. Pro forma data is not presented since this
acquisition was not material to the Company's results of operations and
financial position.
4. Sale of Common Stock
In June 1996, the Company sold 220,000 shares of its common stock in a
private placement. Net proceeds from this sale were $5.0 million.
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Overview
The Company earns revenues primarily from the operation of independent
electric power-generation facilities through joint ventures, limited
partnerships, or wholly owned subsidiaries (the Operating Companies). Each
Operating Company sells power under a long-term power sale agreement. The
profitability of operating the Company's facilities depends on the price
received for power under the power sale agreements with power purchasers,
on plant performance or availability, on the degree to which utilities
exercise curtailment rights granted under power sale agreements, and on the
fuel, operating, and maintenance costs for the facilities. Curtailment
rights allow a utility to require an Operating Company to curtail power
output up to pre-established annual levels during periods of low system
demand. A utility commonly experiences low system demand during periods
when hydroelectric power is available, generally following periods of heavy
rain or snow. The contractually allowable maximum for such curtailment at
each of the Company's Woodland and Mendota plants is 1,000 hours per
calendar year, which was reached in calendar 1995. The Woodland and Mendota
plants each experienced approximately 850 hours of curtailment from January
through June 1996, and expect to experience curtailment during the
remainder of fiscal 1996. The Company earns a disproportionately high share
of its income in the months of May to October due to the rate structures
under the power sale agreements relating to its California plants, which
provide strong incentives to operate during this period of high demand.
Conversely, the Company has historically operated at a loss or marginal
profit during the second fiscal quarter due to the rate structure under
these agreements. The Company's profitability is also dependent on the
amount of development expenses that it incurs.
The Company is expanding beyond biomass power generation into other
environmentally responsible products and processes. Thermo Trilogy
Corporation (Thermo Trilogy), a wholly owned subsidiary recently acquired
from W.R. Grace & Co., develops, manufactures, and markets environmentally
friendly products used for pest control. Derived from seeds of the tropical
"neem" tree and specially developed microbials, these biopesticides safely
and effectively control insects, fungi, and mites on numerous crops. The
Company has also entered into the field of engineered "clean" fuels,
through a partnership agreement with KFX Inc. (KFX). Under the terms of the
partnership agreement, the Company is investing approximately $42 million
9PAGE
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THERMO ECOTEK CORPORATION
Overview (continued)
for the design, construction, and operation of the first full-scale coal
production facility to use a patented "clean coal" technology (K-Fuel
Technology). Once completed, the Gillette, Wyoming facility will use the
K-Fuel Technology to transform high-moisture, low-energy coal into a
low-moisture, high-energy, solid fuel.
Results of Operations
In June 1995, the Company changed its fiscal year end from the
Saturday nearest December 31 to the Saturday nearest September 30.
Three Months Ended June 29, 1996 Compared With Three Months Ended
July 1, 1995
Revenues in the three months ended June 29, 1996 were $35.3 million,
compared with $34.0 million in the three months ended July 1, 1995, an
increase of $1.3 million, or 3.8%. The increase is primarily due to higher
contractual energy rates at all of the Company's facilities, except the
Hemphill plant, as well as $.5 million in revenues from Thermo Trilogy in
1996 (Note 3).
The Hemphill and Whitefield Operating Companies have reached an
agreement in principle with Public Service of New Hampshire (PSNH) to
settle certain rate order renegotiations initiated by PSNH. The settlement
agreement is subject to the approval of the New Hampshire Public Utilities
Commission on terms acceptable to both PSNH and the Company, and the
satisfaction of certain other conditions. The principal terms of the
agreement generally call for the Hemphill and Whitefield Operating
Companies to reduce the amount of power sold annually to PSNH to 70% of the
plants' capacities, and to reduce the price per kilowatt paid by PSNH to
$.06 per kilowatt hour, escalating three percent per year for the remainder
of the term of the original, applicable rate order. In consideration for
these reductions, the Operating Companies would receive certain cash
settlement payments, paid over several years. The settlement, if approved
and executed, is not expected to have a material impact on the Company's
consolidated results of operations or financial condition.
The gross profit margin increased to 31% in the three months ended
June 29, 1996, compared with 28% in the three months ended July 1, 1995.
The improvement results primarily from the effect of higher revenues
described above, and lower fuel and other operating costs at two of the
Company's California plants.
General and administrative expenses as a percentage of revenues were
8.8% in the three months ended June 29, 1996, compared with 8.6% in the
three months ended July 1, 1995. The change results primarily from the
inclusion of higher general and administrative expenses as a percentage of
revenues at Thermo Trilogy (Note 3).
10PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Three Months Ended June 29, 1996 Compared With Three Months Ended
July 1, 1995 (continued)
Interest income increased to $1.4 million in the three months ended
June 29, 1996, compared with $1.0 million in the three months ended July 1,
1995, primarily due to additional invested amounts resulting from net
proceeds of the Company's March 1996 issuance of convertible debentures
(Note 2).
Interest expense decreased to $3.7 million in the three months ended
June 29, 1996 from $4.0 million in the three months ended July 1, 1995,
primarily due to lower debt related to the Company's Delano and Mendota
plants.
The effective tax rate was 38% in the three months ended June 29,
1996, compared with 33% in the three months ended July 1, 1995. The rates
in both years reflect the exclusion of income taxed directly to minority
partners. The tax rate in 1996 exceeds the statutory federal rate due to
state income taxes. The 1995 effective tax rate reflects the benefit of tax
credits and loss carryforwards.
Minority interest expense represents the allocation of income from
plant operations to a minority partner in an Operating Company.
Nine Months Ended June 29, 1996 Compared With Nine Months Ended
July 1, 1995
Revenues in the nine months ended June 29, 1996 were $103.1 million,
compared with $97.2 million in 1995, an increase of $5.9 million. The
increase is primarily due to higher contractual energy rates in 1996 at all
of the Company's facilities, except the Hemphill plant, as well as fewer
days of scheduled and unscheduled outages at the Delano plants.
The gross profit margin increased to 27% during the nine months ended
June 29, 1996, compared with 23% in the nine months ended July 1, 1995. The
improvement results largely from the effect of higher revenues and, to a
lesser extent, lower fuel costs.
General and administrative expenses as a percentage of revenues were
8.0% in the nine months ended June 29, 1996, compared with 6.9% in the nine
months ended July 1, 1995. The change results primarily from an ongoing
increase in business development efforts and the inclusion of higher
general and administrative expenses as a percentage of revenues at Thermo
Trilogy (Note 3).
Interest income increased to $3.8 million in the nine months ended
June 29, 1996, compared with $2.2 million in the nine months ended July 1,
1995 due to increased invested amounts as a result of net proceeds from the
Company's issuance of convertible debentures in March 1996 (Note 2) and the
Company's initial public offering in February 1995. Interest expense
increased to $11.2 million during the nine months ended June 29, 1996,
compared with $9.4 million in the nine months ended July 1, 1995, primarily
due to the conversion of the Mendota plant lease to a capital lease
effective April 1995.
11PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Nine Months Ended June 29, 1996 Compared With Nine Months Ended
July 1, 1995 (continued)
The effective tax rates were 38% and 31% in 1996 and 1995,
respectively. The rates in both years reflect the exclusion of income taxed
directly to minority partners, offset in part by state income taxes. The
1995 effective tax rate also reflects the benefit of tax credits and loss
carryforwards.
Liquidity and Capital Resources
Working capital increased to $74.1 million at June 29, 1996 from $62.0
million at September 30, 1995. The Company had cash, cash equivalents, and
current restricted funds of $83.8 million at June 29, 1996, compared with
$61.2 million at September 30, 1995. At June 29, 1996, current restricted
funds held in trust pursuant to certain lease and debt agreements totaled
$15.3 million. The use of an additional $7.3 million of cash and cash
equivalents at June 29, 1996 was also restricted by the terms of certain
lease and financing agreements. These restrictions limit the ability of the
Operating Companies to transfer funds to the Company in the form of
dividends, loans, advances, or other distributions.
During the nine months ended June 29, 1996, the Company's operating
activities provided cash and restricted funds of $39.4 million. The Company
also received $35.9 million of net proceeds from the issuance of $37
million principal amount of noninterest-bearing subordinated convertible
debentures in March 1996 (Note 2) and $5.0 million of net proceeds from the
issuance of its common stock pursuant to a private placement in June 1996
(Note 4). The Company used cash of $18.9 million for the repayment of
long-term obligations related to two of its California plants. The Company
also used cash of $3.0 million to purchase an additional 1,500,000 shares
of KFX common stock, bringing its total equity interest in KFX to
approximately 14%. Pursuant to certain agreements with KFX, the Company has
the right, but not the obligation, to purchase an additional 1,250,000
shares of KFX common stock for $2.00 per share in fiscal 1997, and to
purchase up to a 51% equity interest in KFX in fiscal 2000. During the nine
months ended June 29, 1996, the Company, through its 95%-owned partnership,
expended $24.2 million for the construction of a coal-beneficiation
facility near Gillette, Wyoming, in addition to expending $8.0 million for
the purchase of the net assets of a business unit of W.R. Grace & Co.
(Note 3) and $.9 million on the purchase of other property, plant and
equipment. The Company is committed to fund approximately an additional $17
million for construction of the coal-beneficiation facility, primarily
during the remainder of fiscal 1996. During the first nine months of fiscal
1996, the Company distributed $.8 million to a minority partner of one of
its Operating Companies.
The Company is contingently committed to contribute $15 million for a
minority interest in a 185-megawatt combined cycle, steam-turbine
electric-generation facility located in Puerta Plata, Dominican Republic.
Funding is expected to take place by the end of fiscal 1996.
12PAGE
<PAGE>
THERMO ECOTEK CORPORATION
Liquidity and Capital Resources (continued)
The Company expects to fund its existing commitments for the remainder
of fiscal 1996 through its current resources. Although the Company's
projects are designed to produce positive cash flow over the long term, the
Company will have to obtain significant amounts of funds from time to time
to meet project development requirements, including the funding of equity
investments. As the Company acquires, invests in, or develops future plants
or technologies, the Company expects to finance them with nonrecourse debt
and to fund equity contributions through internal funds, raising additional
equity or through borrowings from third parties or Thermo Electron
Corporation (Thermo Electron). While Thermo Electron has expressed its
willingness to provide funds to the Company to help finance the Company's
equity investments in future projects, the Company has no agreements with
Thermo Electron that assure funds will be available on acceptable terms, or
at all.
PART II - OTHER INFORMATION
Item 6 - Exhibits
See Exhibit Index on the page immediately preceding exhibits.
13PAGE
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THERMO ECOTEK CORPORATION
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 as of the 2nd day of August 1996.
THERMO ECOTEK CORPORATION
Paul Kelleher
-------------------------
Paul F. Kelleher
Chief Accounting Officer
John N. Hatsopoulos
-------------------------
John N. Hatsopoulos
Chief Financial Officer
14PAGE
<PAGE>
THERMO ECOTEK CORPORATION
EXHIBIT INDEX
Exhibit
Number Description of Exhibit Page
---------------------------------------------------------------------------
11 Statement re: Computation of earnings per share.
27 Financial Data Schedule.
Exhibit 11
THERMO ECOTEK CORPORATION
Computation of Earnings per Share
Three Months Ended
------------------------
June 29, July 1,
1996 1995
------------------------------------------------------------------------
Net income (a) $ 3,023,000 $ 2,076,000
Add: Convertible debenture interest,
net of tax income 411,000 432,000
----------- ----------
Income applicable to common stock assuming
full dilution (b) $ 3,434,000 $ 2,508,000
=========== ===========
Shares:
Weighted average shares outstanding 15,641,850 15,496,299
Add: Shares issuable from assumed exercise of
options (as determined by the application
of the treasury stock method) 374,764 -
Shares issuable from assumed conversion
of noninterest-bearing subordinated
convertible debentures 1,788,821 -
----------- -----------
Weighted average shares - primary (c) 17,805,435 15,496,299
Add: Incremental shares issuable from
assumed exercise of options
(as determined by the application
of the treasury stock method) 7,043 457,487
Shares issuable from assumed
conversion of 4% subordinated
convertible debentures 7,210,526 7,210,526
----------- -----------
Weighted average shares - fully diluted (d) 25,023,004 23,164,312
=========== ===========
Primary earnings per share (a) / (c) $ .17 $ .13
=========== ===========
Fully diluted earnings per share (b) / (d) $ .14 $ .11
=========== ===========
PAGE
<PAGE>
Exhibit 11
THERMO ECOTEK CORPORATION
Computation of Earnings per Share (continued)
Nine Months Ended
-----------------------
June 29, July 1,
1996 1995
------------------------------------------------------------------------
Net income (a) $ 6,685,000 $ 4,763,000
Add: Convertible debenture interest,
net of tax 1,233,000 1,295,000
----------- -----------
Income applicable to common stock assuming
full dilution (b) $ 7,918,000 $ 6,058,000
=========== ===========
Shares:
Weighted average shares outstanding 15,571,306 14,202,586
Add: Shares issuable from assumed exercise of
options (as determined by the application
of the treasury stock method) 338,891 -
Shares issuable from assumed conversion
of noninterest-bearing subordinated
convertible debentures 736,202 -
----------- -----------
Weighted average shares - primary (c) 16,646,399 14,202,586
Add: Incremental shares issuable from
assumed exercise of options
(as determined by the application
of the treasury stock method) 42,916 303,936
Shares issuable from assumed
conversion of 4% subordinated
convertible debentures 7,210,526 7,210,526
----------- -----------
Weighted average shares - fully diluted (d) 23,899,841 21,717,048
=========== ===========
Primary earnings per share (a) / (c) $ .40 $ .34
=========== ===========
Fully diluted earnings per share (b) / (d) $ .33 $ .28
=========== ===========
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THERMO
ECOTEK CORP.'S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 29, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-28-1996
<PERIOD-END> JUN-29-1996
<CASH> 65,519
<SECURITIES> 0
<RECEIVABLES> 23,836
<ALLOWANCES> 0
<INVENTORY> 11,902
<CURRENT-ASSETS> 125,186
<PP&E> 298,025
<DEPRECIATION> 41,872
<TOTAL-ASSETS> 414,977
<CURRENT-LIABILITIES> 51,079
<BONDS> 147,018
0
0
<COMMON> 1,596
<OTHER-SE> 105,194
<TOTAL-LIABILITY-AND-EQUITY> 414,977
<SALES> 103,117
<TOTAL-REVENUES> 103,117
<CGS> 75,213
<TOTAL-COSTS> 75,213
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,152
<INCOME-PRETAX> 12,246
<INCOME-TAX> 4,646
<INCOME-CONTINUING> 6,685
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,685
<EPS-PRIMARY> .40
<EPS-DILUTED> .33
</TABLE>
