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 January 3, 1998.
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
Commission File Number 1-12636
THERMO REMEDIATION INC.
(Exact name of Registrant as specified in its charter)
Delaware 59-3203761
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1964 South Orange Blossom Trail
Apopka, Florida 32703
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 622-1000
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 January 30, 1998
---------------------------- -------------------------------
Common Stock, $.01 par value 12,753,250
PAGE
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
THERMO REMEDIATION INC.
Consolidated Balance Sheet
(Unaudited)
Assets
January 3, March 29,
(In thousands) 1998 1997
------------------------------------------------------------------------
Current Assets:
Cash and cash equivalents $ 8,348 $ 18,600
Short-term available-for-sale investments,
at quoted market value (amortized cost
of $4,048 and $4,096) 4,034 4,101
Accounts receivable, less allowances of
$1,606 and $1,557 32,037 21,631
Unbilled contract costs and fees 7,765 5,685
Prepaid income taxes 3,626 3,348
Prepaid expenses 2,732 1,820
Due from parent company and Thermo Electron 798 321
-------- --------
59,340 55,506
-------- --------
Property, Plant, and Equipment, at Cost 55,987 54,958
Less: Accumulated depreciation and amortization 19,589 18,444
-------- --------
36,398 36,514
-------- --------
Other Assets (Note 3) 12,445 13,403
-------- --------
Cost in Excess of Net Assets of Acquired
Companies (Note 2) 38,566 29,588
-------- --------
$146,749 $135,011
======== ========
2PAGE
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THERMO REMEDIATION INC.
Consolidated Balance Sheet (continued)
(Unaudited)
Liabilities and Shareholders' Investment
January 3, March 29,
(In thousands except share amounts) 1998 1997
------------------------------------------------------------------------
Current Liabilities:
Accounts payable $ 13,650 $ 7,359
Accrued payroll and employee benefits 4,505 3,566
Deferred revenue 1,698 1,391
Billings in excess of revenues earned 1,468 879
Accrued interest 321 784
Accrued income taxes 1,050 286
Other accrued expenses 3,114 2,281
-------- --------
25,806 16,546
-------- --------
Deferred Income Taxes 3,035 3,035
-------- --------
Long-term Obligations:
4 7/8% Subordinated convertible debentures 37,950 37,950
3 7/8% Subordinated convertible note, due to
parent company 2,650 2,650
-------- --------
40,600 40,600
-------- --------
Shareholders' Investment (Note 2):
Common stock, $.01 par value, 50,000,000 shares
authorized; 13,885,421 and 13,388,073
shares issued 139 134
Capital in excess of par value 88,306 85,402
Retained earnings (1,580) (3,328)
Treasury stock at cost, 1,132,171 and 823,741
shares (9,548) (7,382)
Net unrealized gain (loss) on available-for-sale
investments (9) 4
-------- --------
77,308 74,830
-------- --------
$146,749 $135,011
======== ========
The accompanying notes are an integral part of these consolidated
financial statements.
3PAGE
<PAGE>
THERMO REMEDIATION INC.
Consolidated Statement of Income
(Unaudited)
Three Months Ended
-------------------------
January 3, December 28,
(In thousands except per share amounts) 1998 1996
-----------------------------------------------------------------------
Revenues $34,620 $34,252
------- -------
Costs and Operating Expenses:
Cost of revenues 30,673 29,538
Selling, general, and administrative expenses 3,424 3,326
New business development expenses 209 250
------- -------
34,306 33,114
------- -------
Operating Income 314 1,138
Interest Income 231 456
Interest Expense (includes $26 to related party
in fiscal 1998 and 1997) (558) (558)
Equity in Earnings of Unconsolidated Subsidiary - 118
Gain on Sale of Unconsolidated Subsidiary
(Note 3) 3,012 -
------- -------
Income Before Provision for Income Taxes 2,999 1,154
Provision for Income Taxes 1,298 534
------- -------
Net Income $ 1,701 $ 620
======= =======
Basic and Diluted Earnings per Share (Note 4) $ .13 $ .05
======= =======
Weighted Average Shares (Note 4):
Basic 12,718 12,923
======= =======
Diluted 15,207 13,219
======= =======
The accompanying notes are an integral part of these consolidated
financial statements.
4PAGE
<PAGE>
THERMO REMEDIATION INC.
Consolidated Statement of Income
(Unaudited)
Nine Months Ended
-------------------------
January 3, December 28,
(In thousands except per share amounts) 1998 1996
-----------------------------------------------------------------------
Revenues $96,463 $85,685
------- -------
Costs and Operating Expenses:
Cost of revenues 82,871 72,061
Selling, general, and administrative expenses 10,083 9,051
New business development expenses 644 807
------- -------
93,598 81,919
------- -------
Operating Income 2,865 3,766
Interest Income 773 1,443
Interest Expense (includes $77 to related party
in fiscal 1998 and 1997) (1,665) (1,652)
Equity in Earnings of Unconsolidated Subsidiary 174 677
Gain on Sale of Unconsolidated Subsidiary
(Note 3) 3,012 -
Other Income 204 136
------- -------
Income Before Provision for Income Taxes 5,363 4,370
Provision for Income Taxes 2,390 1,748
------- -------
Net Income $ 2,973 $ 2,622
======= =======
Earnings per Share (Note 4):
Basic $ .24 $ .20
======= =======
Diluted $ .23 $ .20
======= =======
Weighted Average Shares (Note 4):
Basic 12,552 12,883
======= =======
Diluted 12,994 13,503
======= =======
The accompanying notes are an integral part of these consolidated
financial statements.
5PAGE
<PAGE>
THERMO REMEDIATION INC.
Consolidated Statement of Cash Flows
(Unaudited)
Nine Months Ended
-------------------------
January 3, December 28,
(In thousands) 1998 1996
----------------------------------------------------------------------
Operating Activities:
Net income $ 2,973 $ 2,622
Adjustments to reconcile net income to
net cash provided by (used in) operating
activities:
Depreciation and amortization 5,615 5,197
Equity in earnings of unconsolidated
subsidiary (174) (677)
Gain on sale of unconsolidated
subsidiary (Note 3) (3,012) -
Gain on sale of investments - (136)
Provision for losses on accounts
receivable 71 117
Other noncash items (228) 54
Changes in current accounts, excluding
the effects of acquisitions:
Accounts receivable (9,012) (6,229)
Unbilled contract costs and fees (1,386) (3,725)
Due from parent company and Thermo
Electron (477) (107)
Other current assets (843) (36)
Billings in excess of revenues
earned 588 39
Accrued interest (463) (459)
Other current liabilities 3,739 7,315
------- -------
Net cash provided by (used in) operating
activities (2,609) 3,975
------- -------
Investing Activities:
Acquisitions, net of cash acquired (Note 2) (5,064) (1,681)
Purchases of available-for-sale investments - (15,788)
Proceeds from sale and maturities of
available-for-sale investments 48 15,908
Purchases of property, plant, and equipment (4,653) (5,724)
Purchase of other assets (885) (1,447)
Proceeds from sale of unconsolidated
subsidiary (Note 3) 8,825 -
Other 472 65
------- -------
Net cash used in investing activities $(1,257) $(8,667)
------- -------
6PAGE
<PAGE>
THERMO REMEDIATION INC.
Consolidated Statement of Cash Flows (continued)
(Unaudited)
Nine Months Ended
------------------------
January 3, December 28,
(In thousands) 1998 1996
----------------------------------------------------------------------
Financing Activities:
Net proceeds from issuance of Company
common stock $ 77 $ 274
Advances to subcontractor (2,600) -
Repurchases of Company common stock (3,055) (5,429)
Dividends paid (354) (450)
Other (454) 794
------- -------
Net cash used in financing activities (6,386) (4,811)
------- -------
Decrease in Cash and Cash Equivalents (10,252) (9,503)
Cash and Cash Equivalents at Beginning of
Period 18,600 26,247
------- -------
Cash and Cash Equivalents at End of Period $ 8,348 $16,744
======= =======
Noncash Activities:
Fair value of assets of acquired companies $13,629 $ 6,476
Cash paid for acquired companies (5,665) (1,705)
Issuance of common stock for acquired
companies (2,850) (2,006)
------- -------
Liabilities assumed of acquired companies $ 5,114 $ 2,765
======= =======
Sale of real estate in exchange for note
receivable $ 1,894 $ -
======= =======
Dividends reinvested in Company common stock $ 870 $ 850
======= =======
The accompanying notes are an integral part of these consolidated
financial statements.
7PAGE
<PAGE>
THERMO REMEDIATION INC.
Notes to Consolidated Financial Statements
1. General
The interim consolidated financial statements presented have been
prepared by Thermo Remediation Inc. (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
January 3, 1998, the results of operations for the three- and nine-month
periods ended January 3, 1998, and December 28, 1996, and the cash flows
for the nine-month periods ended January 3, 1998, and December 28, 1996.
The Company's results of operations for the three-month periods ended
January 3, 1998, and December 28, 1996, include 14 weeks and 13 weeks,
respectively, and its results of operations for the nine-month periods
ended January 3, 1998, and December 28, 1996, include 40 weeks and 39
weeks, respectively. Interim results are not necessarily indicative of
results for a full year.
The consolidated balance sheet presented as of March 29, 1997, 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 Annual
Report on Form 10-K for the fiscal year ended March 29, 1997, filed with
the Securities and Exchange Commission.
2. Acquisitions
In May 1997, the Company, through its Remediation Technologies, Inc.
(ReTec) subsidiary, acquired substantially all of the assets, subject to
certain liabilities, of TriTechnics Corporation (TriTechnics) for
$1,600,000 in cash. TriTechnics provides comprehensive consulting and
remedial services at refinery and chemical-plant sites, and had revenues
in calendar-year 1996 of approximately $4,300,000.
In August 1997, the Company, also through ReTec, acquired
substantially all the assets, subject to certain liabilities, of RPM
Systems, Inc. (RPM Systems) for 374,507 shares of the Company's common
stock, valued at $2,400,000, and $600,000 in cash. RPM provides
consulting services in the areas of environmental management, planning,
and information technology, and had revenues in calendar-year 1996 of
approximately $1,300,000.
In November 1997, the Company, through its Thermo Nutech Inc. (Thermo
Nutech) subsidiary, acquired substantially all of the assets, subject to
certain liabilities, of Benchmark Environmental Corporation (Benchmark)
for 85,106 shares of the Company's common stock, valued at $450,000, and
$2,900,000 in cash. Benchmark provides nuclear-remediation and
waste-management services to government agencies and private industry,
and had revenues in calendar-year 1996 of approximately $5,000,000.
8PAGE
<PAGE>
THERMO REMEDIATION INC.
2. Acquisitions (continued)
These acquisitions have been accounted for using the purchase method
of accounting, and their results have been included in the accompanying
financial statements from their respective dates of acquisition. The
aggregate cost of these acquisitions exceeded the estimated fair value of
the acquired net assets by $6,509,000, which is being amortized over
periods of 20 to 40 years. Allocation of the purchase price was based on
an estimate of the fair value of the net assets acquired and is subject
to adjustment upon finalization of the purchase price allocation. The
Company has gathered no information that indicates that the final
allocation of purchase price will differ materially from the preliminary
estimate. Pro forma data is not presented since the acquisitions were not
material to the Company's results of operations.
3. Sale of Unconsolidated Subsidiary
On October 6, 1997, the Company sold its 50% limited-liability
interest in RETEC/TETRA, L.C. to TETRA Thermal, Inc. for $8,825,000 in
cash, subject to a post-closing adjustment. The Company realized a
pre-tax gain of $3,012,000 on the sale.
4. Earnings per Share
During the quarter ended January 3, 1998, the Company adopted
Statement of Financial Accounting Standards No. 128, "Earnings per
Share." As a result, all previously reported earnings per share have been
restated; however, basic and diluted earnings per share equals the
Company's previously reported primary and fully diluted earnings per
share, respectively, for the periods presented. Basic earnings per share
have been computed by dividing net income by the weighted average number
of shares outstanding during the periods. Diluted earnings per share have
been computed assuming the conversion of convertible obligations and the
elimination of the related interest expense, and the exercise of stock
options, as well as their related income tax effects.
9PAGE
<PAGE>
THERMO REMEDIATION INC.
4. Earnings per Share (continued)
Basic and diluted earnings per share were calculated as follows:
Three Months Ended Nine Months Ended
------------------- --------------------
(In thousands except Jan. 3, Dec. 28, Jan. 3, Dec. 28,
per share amounts) 1998 1996 1998 1996
------------------------------------------------------------------------
Basic
Net income $ 1,701 $ 620 $ 2,973 $ 2,622
-------- -------- -------- --------
Weighted average shares 12,718 12,923 12,552 12,883
-------- -------- -------- --------
Basic earnings per share $ .13 $ .05 $ .24 $ .20
======== ======== ======== ========
Diluted
Net income $ 1,701 $ 620 $ 2,973 $ 2,622
Effect of convertible
obligations 293 - 46 46
-------- -------- -------- --------
Income available to common
shareholders, as adjusted $ 1,994 $ 620 $ 3,019 $ 2,668
-------- -------- -------- --------
Weighted average shares 12,718 12,923 12,552 12,883
Effect of:
Convertible obligations 2,387 - 270 270
Stock options 102 296 172 350
-------- -------- -------- --------
Weighted average shares,
as adjusted 15,207 13,219 12,994 13,503
-------- -------- -------- --------
Diluted earnings per share $ .13 $ .05 $ .23 $ .20
======== ======== ======== ========
The computation of diluted earnings per share excludes the effect of
assuming the exercise of certain outstanding stock options and warrants
because the effect would be antidilutive. As of January 3, 1998, there
were 578,645 of such options and warrants outstanding, with exercise
prices ranging from $7.18 to $15.40 per share. In addition, the
computation of diluted earnings per share for certain periods excludes
the effect of assuming the conversion of certain convertible obligations
because the effect would be antidilutive. As of January 3, 1998, the
Company had $37,950,000 principal amount of 4 7/8% subordinated
convertible debentures, convertible at $17.92 per share, that were
excluded from the calculation of diluted earnings per share for the nine-
month period.
10PAGE
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THERMO REMEDIATION INC.
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Forward-looking statements, within the meaning of Section 21E of the
Securities Exchange Act of 1934, are made throughout this Management's
Discussion and Analysis of Financial Condition and Results of Operations.
For this purpose, any statements contained herein that are not statements
of historical fact may be deemed to be forward-looking statements.
Without limiting the foregoing, the words "believes," "anticipates,"
"plans," "expects," "seeks," "estimates," and similar expressions are
intended to identify forward-looking statements. There are a number of
important factors that could cause the results of the Company to differ
materially from those indicated by such forward-looking statements,
including those detailed under the heading "Forward-looking Statements"
in Exhibit 13 of the Company's Annual Report on Form 10-K for the fiscal
year ended March 29, 1997, filed with the Securities and Exchange
Commission.
Overview
The Company is a national provider of environmental services,
including industrial, nuclear, and soil remediation, as well as waste-
fluids recycling.
The Company's ReTec subsidiary is a provider of consulting,
engineering, and on-site services to help clients manage problems
associated with environmental compliance, waste management, and the
remediation of industrial sites contaminated with organic wastes and
residues. Through its TriTechnics subsidiary, acquired in May 1997, ReTec
provides comprehensive consulting and remedial services at refinery and
chemical-plant sites. In addition, ReTec's RPM Systems subsidiary,
acquired in August 1997, provides consulting services in the areas of
environmental management, planning, and information technology.
The Company's IEM Sealand Corporation (IEM Sealand) subsidiary,
acquired in September 1996, performs cleanups of hazardous waste sites
for government and industry as a prime construction contractor, and also
completes predesigned remedial-action contracts at sites containing
hazardous, toxic, and radioactive waste. IEM Sealand's business is
traditionally strongest during the summer and fall seasons.
The Company's Thermo Nutech subsidiary provides services to remove
radioactive contaminants from sand, gravel, and soil, and also provides
health physics, radiochemistry laboratory, and radiation dosimetry
services. The Company's Benchmark subsidiary, acquired in November 1997,
is a provider of nuclear-remediation and waste-management services to
government agencies and private industry.
The Company's TPS Technologies Inc. subsidiary designs and operates
facilities for the remediation of nonhazardous soil, and operates such
facilities along the East and West Coasts.
The Company's Thermo Fluids Inc. subsidiary collects, tests,
processes, and recycles used motor oil and other industrial fluids.
11PAGE
<PAGE>
THERMO REMEDIATION INC.
Overview (continued)
The Company's businesses are affected by several factors,
particularly government spending, enactment and enforcement of
environmental legislation, economic cycles, the availability of federal
and state funding for environmental cleanup, local competition, and
extreme weather variations.
Results of Operations
Third Quarter Fiscal 1998 Compared With Third Quarter Fiscal 1997
Revenues increased to $34,620,000 in the third quarter of fiscal 1998
from $34,252,000 in the third quarter of fiscal 1997. Revenues increased
primarily due to increased revenues from construction and consulting
engineering services at ReTec, as well as the inclusion of $2,607,000 in
revenues from acquired businesses. This increase was offset by a
$6,350,000 decrease in revenues at IEM Sealand, resulting from a decline
in the number of contracts in process during the third quarter of fiscal
1998.
The gross profit margin decreased to 11% in the third quarter of
fiscal 1998 from 14% in the third quarter of fiscal 1997 due to losses on
certain contracts at IEM Sealand and increased lower-margin revenues at
ReTec. This decrease was offset in part by a greater percentage of
soil-remediation revenues earned at certain higher-margin soil-
remediation facilities.
Selling, general, and administrative expenses as a percentage of
revenues remained unchanged at 10% in the third quarter of fiscal 1998
and 1997.
Interest income decreased to $231,000 in the third quarter of fiscal
1998 from $456,000 in the third quarter of fiscal 1997 as a result of
lower average invested balances, primarily due to the Company's funding
of an increase in accounts receivable.
Equity in earnings of unconsolidated subsidiary represents ReTec's
proportionate share of income from a joint venture. Gain on sale of
unconsolidated subsidiary results from the Company's sale of its interest
in this joint venture (Note 3).
The effective tax rate was 43% in the third quarter of fiscal 1998
and 46% in the third quarter of fiscal 1997. The effective tax rates
exceeded the statutory federal income tax rate, primarily due to the
nondeductible amortization of cost in excess of net assets of acquired
companies and the impact of state income taxes. The decrease in the
effective tax rate in fiscal 1998 resulted primarily from the smaller
relative effect of nondeductible amortization.
12PAGE
<PAGE>
THERMO REMEDIATION INC.
First Nine Months Fiscal 1998 Compared With First Nine Months Fiscal 1997
Revenues increased 13% to $96,463,000 in the first nine months of
fiscal 1998 from $85,685,000 in the first nine months of fiscal 1997.
Revenues increased $15,690,000 due to the inclusion of revenues from
acquired businesses and, to a lesser extent, due to increased revenues
from construction and consulting engineering services at ReTec. This
increase was offset by a $6,350,000 decrease in revenues at IEM Sealand,
resulting from a decline in the number of contracts in process during the
third quarter of fiscal 1998. Revenues from soil-remediation services
decreased 17%, resulting from a decline in the volume of soil processed
due to overcapacity in the industry and, to a lesser extent, competitive
pricing pressures early in the period.
The gross profit margin decreased to 14% in the first nine months of
fiscal 1998 from 16% in the first nine months of fiscal 1997, due to
increased lower-margin revenues at ReTec and IEM Sealand.
Selling, general, and administrative expenses as a percentage of
revenues remained relatively unchanged at 10% and 11% in the first nine
months of fiscal 1998 and 1997, respectively.
Interest income decreased to $773,000 in the first nine months of
fiscal 1998 from $1,443,000 in the first nine months of fiscal 1997, due
to the reason discussed in the results of operations for the third
quarter.
Equity in earnings of unconsolidated subsidiary represents ReTec's
proportionate share of income from a joint venture. Gain on sale of
unconsolidated subsidiary results from the Company's sale of its interest
in this joint venture (Note 3).
The effective tax rate was 45% in the first nine months of fiscal
1998 and 40% in the first nine months of fiscal 1997. The effective tax
rates exceeded the statutory federal income tax rate, primarily due to
the nondeductible amortization of cost in excess of net assets of
acquired companies and the impact of state income taxes. The increase in
the effective tax rate in fiscal 1998 resulted primarily from the
reversal of previously provided taxes in the fiscal 1997 period which
were no longer required.
Liquidity and Capital Resources
Consolidated working capital was $33,534,000 at January 3, 1998,
compared with $38,960,000 at March 29, 1997. Cash, cash equivalents, and
short-term available-for-sale investments were $12,382,000 at January 3,
1998, compared with $22,701,000 at March 29, 1997. During the first nine
months of fiscal 1998, net cash used in operating activities was
$2,609,000. The Company funded an increase in accounts receivable of
$9,012,000, primarily due to increased revenues at ReTec and delays in
pursuit of collections on IEM Sealand's accounts receivable. The Company
expects to address this matter by increasing collection efforts over the
next several quarters.
13PAGE
<PAGE>
THERMO REMEDIATION INC.
Liquidity and Capital Resources (continued)
The Company's investing activities used $1,257,000 of cash during the
first nine months of fiscal 1998. The Company expended $5,064,000, net of
cash acquired, for acquisitions (Note 2) and $4,653,000 for purchases of
property, plant, and equipment during the first nine months of fiscal
1998. The Company expects to expend approximately $1,900,000 for
purchases of property, plant, and equipment for the remainder of fiscal
1998. On October 6, 1997, the Company sold its 50% limited-liability
interest in RETEC/TETRA L.C. for $8,825,000 in cash (Note 3).
The Company's financing activities used $6,386,000 of cash during the
first nine months of fiscal 1998. During the period, the Company advanced
$2,600,000 to a subcontractor associated with several Company projects.
Through a series of actions commencing in September 1996, the Company's
Board of Directors has authorized the repurchase, through various dates
ending in July 1998, of up to $15,000,000 of its own securities in the
open market, or in negotiated transactions. Any repurchases under the
Company's authorizations are funded from working capital. Through January
3, 1998, the Company had expended $11,372,000 under these authorizations,
of which $3,055,000 was expended in the first nine months of fiscal 1998.
On September 10, 1997, the Company paid a semiannual cash dividend of
$0.10 per share of common stock to shareholders on record as of August
15, 1997. The Company paid $354,000 in connection with this dividend. The
amount of cash paid by the Company is dependent on the number of
shareholders participating in the Company's Dividend Reinvestment Plan.
Although the Company generally expects to have positive cash flow
from its existing operations, the Company may require significant amounts
of cash for any additional acquisitions of businesses or technology.
While the Company currently has no agreement to make any acquisitions, it
expects that it will finance any such acquisitions through a combination
of internal funds, additional debt or equity financing, and/or short-term
borrowings from Thermo TerraTech Inc. or Thermo Electron Corporation,
Thermo TerraTech Inc.'s parent company, although it has no agreement with
these companies to ensure funds will be available on acceptable terms, or
at all. The Company believes its existing resources are sufficient to
meet the capital requirements of its existing operations for the
foreseeable future.
PART II - OTHER INFORMATION
Item 2 - Changes in Securities and Use of Proceeds
(c) Recent Sales of Unregistered Securities
On November 20, 1997, the Company issued 85,106 shares of its Common
Stock in partial consideration for its acquisition of Benchmark (Note 2).
Such shares were issued to four former shareholders of Benchmark (all of
whom were directors, officers, and/or key employees of Benchmark) in
reliance on Section 4(2) of the Securities Act of 1933, as amended.
Item 6 - Exhibits
See Exhibit Index on the page immediately preceding exhibits.
14PAGE
<PAGE>
THERMO REMEDIATION INC.
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 6th day of February
1998.
THERMO REMEDIATION INC.
Paul F. Kelleher
---------------------------
Paul F. Kelleher
Chief Accounting Officer
John N. Hatsopoulos
---------------------------
John N. Hatsopoulos
Chief Financial Officer and
Vice President
15PAGE
<PAGE>
THERMO REMEDIATION INC.
EXHIBIT INDEX
Exhibit
Number Description
------------------------------------------------------------------------
27 Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORAMTION EXTRACTED FROM THERMO
REMEDIATION INC.'S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED JANUARY
3, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANICAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> APR-04-1998
<PERIOD-END> JAN-03-1998
<CASH> 8,348
<SECURITIES> 4,034
<RECEIVABLES> 33,643
<ALLOWANCES> 1,606
<INVENTORY> 0
<CURRENT-ASSETS> 59,340
<PP&E> 55,987
<DEPRECIATION> 19,589
<TOTAL-ASSETS> 146,749
<CURRENT-LIABILITIES> 25,806
<BONDS> 37,950
0
0
<COMMON> 139
<OTHER-SE> 77,169
<TOTAL-LIABILITY-AND-EQUITY> 146,749
<SALES> 0
<TOTAL-REVENUES> 96,463
<CGS> 0
<TOTAL-COSTS> 82,871
<OTHER-EXPENSES> 644
<LOSS-PROVISION> 71
<INTEREST-EXPENSE> 1,665
<INCOME-PRETAX> 5,363
<INCOME-TAX> 2,390
<INCOME-CONTINUING> 2,973
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,973
<EPS-PRIMARY> .24
<EPS-DILUTED> .23
</TABLE>
