Baker Corp Reports Operating Results (10-Q)

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Nov 09, 2009
Baker Corp (BKR, Financial) filed Quarterly Report for the period ended 2009-09-30.

Michael Baker Corporation provides architecture, engineering and construction services for its clients' most complex challenges worldwide. It provides professional engineering and consulting expertise for public and private sector clients worldwide. The Company's markets of focus include Aviation, Defense, Environmental, Facilities, Geospatial Information Technologies, Homeland Security, Municipal & Civil, Pipelines & Utilities, Transportation, and Water. Services span the complete life cycle of infrastructure and managed asset projects, including planning, design, construction services, asset management, and asset renewal. With over 40 offices across the United States, Baker is focused on creating value by delivering innovative and sustainable solutions for infrastructure and the environment. Baker Corp has a market cap of $318.04 million; its shares were traded at around $35.9 with a P/E ratio of 12.64 and P/S ratio of 0.45. Baker Corp had an annual average earning growth of 34.4% over the past 5 years.

Highlight of Business Operations:

Our earnings per diluted common share were $2.48 for the nine months ended September 30, 2009, compared to $2.94 per diluted common share reported for 2008. Income from continuing operations for the nine months ended September 30, 2009 was $18.7 million, compared to $20.6 million for 2008. These results were primarily driven by an increase in incentive compensation accruals based on our year-to-date achievement towards the plan targets established for 2009 as compared to a discretionary plan in 2008 under which incentive compensation was recognized primarily over the second half of the year. As of September 30, 2009, the year-to-date amount recorded for total incentive compensation was $7.9 million compared to $2.5 million as of September 30, 2008. This decrease in our income from continuing operations was partially offset by an increase in work and profitability improvements for our unconsolidated joint venture in Iraq and profitability improvements on certain federal and state projects. Income from discontinued operations related to our former Energy segment, including the loss on the sale, was $3.6 million for 2009, a decrease from $5.6 million for 2008. The decrease in net income from discontinued operations was primarily attributable to the loss on sale of approximately $5.1 million, pre tax, accruals recorded related to an assessment received for taxes of $1.8 million in one of our former international subsidiaries in 2009, and the write-off of a significant receivable during the third quarter of 2009 resulting in a charge of $6.0 million. These unfavorable impacts were partially offset by a significant tax benefit of $8.2 million that we were able to realize as the Company is now able to utilize foreign tax credits that were previously unavailable for use for U.S. federal income tax purposes coupled with the reversal of a $2.5 million reserve due to the settlement of a contract-related claim.

The loss on the sale of discontinued operations before income taxes was approximately $5.1 million, while the tax benefit related to the sale was approximately $0.6 million. Income from discontinued operations before income taxes was $9.8 million for 2008, as compared to a loss from discontinued operations before income taxes and loss on sale of $3.9 million for 2009. The tax benefit associated with the loss on discontinued operations in 2009 was approximately $8.8 million, as compared to a provision for income taxes for the income from discontinued operations of $4.9 million in 2008.

former international subsidiaries in 2009. The 2008 income amount benefited by the recognition of a non-recurring project incentive award of $1.1 million from a former onshore managed services client, coupled with a decrease in SG&A expenses attributable to the reimbursement of restatement-related professional fees, net of costs incurred, totaling $2.2 million ($3.0 million of costs reimbursed through our insurance carrier less $0.8 million in costs for the third quarter 2008) and the favorable impacts of tax penalty and interest reductions of $1.6 million and $2.0 million, respectively. These impacts were partially offset by the recognition in 2009 of approximately $0.7 million in additional insurance reimbursement related to restatement related professional fees incurred in 2008.

In conjunction with the sale of our Energy business on September 30, 2009, we recorded a loss of $5.1 million. This loss was the result of the recognition of transaction fees of approximately $2.2 million, the recognition of cumulative currency translation adjustments of approximately $2.2 million, and the deficiency between the net assets conveyed and the consideration received of approximately $0.6 million. The transaction fees were primarily comprised of investment banker fees of approximately $0.6 million, legal fees of approximately $0.3 million, and payments of approximately $1.3 million for an Energy management retention plan with the proceeds payable upon the sale of the business.

The Company recorded income from discontinued operations before income taxes of approximately $3.3 million for 2009 as compared to $12.3 million for 2008. This represents a decrease as compared to the corresponding period of approximately $9.0 million. The primary drivers for the period-over-period change resulted from the write-off of a receivable of $6.0 million and accruals recorded related to an assessment received for taxes of $1.8 million in one of our former international subsidiaries in 2009 partially offset by the favorable impact of the reversal of a $2.5 million reserve due to the settlement of a contract-related claim and the recognition of approximately $0.7 million in additional insurance reimbursement related to restatement related professional fees incurred in 2008. The 2008 income amount benefited by the

In conjunction with the sale of our Energy business on September 30, 2009, we recorded a loss of $5.1 million. This loss was the result of the recognition of transaction fees of approximately $2.2 million, the recognition of cumulative currency translation adjustments of approximately $2.2 million, and the deficiency between the net assets conveyed and the consideration received of approximately $0.6 million. The transaction fees were primarily comprised of investment banker fees of approximately $0.6 million, legal fees of approximately $0.3 million, and payments of approximately $1.3 million for an Energy management retention plan with the proceeds payable upon the sale of the business.

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