UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Quarterly Period Ended: June 30, 2007
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Commission File Number: 0-11688
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AMERICAN ECOLOGY CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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95-3889638
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(State of Incorporation)
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(I.R.S. Employer Identification Number)
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Lakepointe Centre I,
300 E. Mallard, Suite 300
Boise, Idaho
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83706
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(Address of Principal Executive Offices)
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(Zip Code)
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(208) 331-8400
(Registrants Telephone Number, Including Area Code)
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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 (the Exchange Act) 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
þ
No
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in
Rule 12b-2 of the Exchange Act.
Large accelerated filer
o
Accelerated filer
þ
Non-accelerated filer
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes
o
No
þ
The number of shares of the registrants common stock, $0.01 par value, outstanding as of August 3,
2007 was 18,230,640.
AMERICAN ECOLOGY CORPORATION
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
AMERICAN ECOLOGY CORPORATION
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
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June 30,
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2007
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December 31,
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(unaudited)
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2006
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Assets
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Current Assets:
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Cash and cash equivalents
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$
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3,755
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$
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3,775
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Short-term investments
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4,245
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6,120
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Receivables, net
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33,035
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27,692
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Prepaid expenses and other current assets
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3,949
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2,639
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Income tax receivable
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650
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Deferred income taxes
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932
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2,166
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Total current assets
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45,916
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43,042
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Property and equipment, net
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59,891
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55,460
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Restricted cash
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4,791
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4,691
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Deferred income taxes
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581
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848
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Total assets
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$
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111,179
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$
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104,041
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Liabilities and Stockholders Equity
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Current Liabilities:
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Accounts payable
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$
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4,730
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$
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6,866
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Deferred revenue
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4,025
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3,612
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Accrued liabilities
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7,344
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3,544
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Accrued salaries and benefits
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1,975
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1,943
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Customer advances
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961
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1,866
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Income tax payable
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334
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Current portion of closure and post-closure obligations
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1,567
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656
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Current portion of long-term debt
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6
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6
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Total current liabilities
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20,942
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18,493
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Long-term closure and post-closure obligations
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11,504
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12,160
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Long-term debt
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21
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24
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Other long-term liabilities
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9
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Total liabilities
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32,467
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30,686
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Contingencies and commitments
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Stockholders Equity
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Common stock $0.01 par value, 50,000 authorized; 18,230 and
18,174 shares issued and outstanding, respectively
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182
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182
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Additional paid-in capital
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58,337
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57,532
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Retained earnings
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20,193
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15,641
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Total stockholders equity
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78,712
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73,355
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Total liabilities and stockholders equity
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$
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111,179
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$
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104,041
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See Notes to Consolidated Financial Statements.
1
AMERICAN ECOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
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Three Months Ended
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Six Months Ended
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June 30,
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June 30,
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2007
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2006
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2007
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2006
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Revenue
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$
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41,267
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$
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29,924
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$
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80,231
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$
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51,446
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Transportation costs
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19,760
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11,459
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36,931
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16,516
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Other direct operating costs
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9,854
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7,940
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20,133
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14,695
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Gross profit
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11,653
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10,525
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23,167
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20,235
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Selling, general and administrative expenses
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3,474
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3,061
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7,073
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6,544
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Operating income
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8,179
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7,464
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16,094
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13,691
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Other income (expense):
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Interest income
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150
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205
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361
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393
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Interest expense
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(1
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)
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(1
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(2
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(2
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Other
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48
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174
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52
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458
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Income before income taxes
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8,376
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7,842
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16,505
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14,540
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Income tax
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3,292
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2,915
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6,486
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5,434
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Net income
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$
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5,084
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$
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4,927
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$
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10,019
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$
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9,106
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Earnings per share:
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Basic
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$
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0.28
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$
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0.27
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$
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0.55
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$
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0.51
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Dilutive
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$
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0.28
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$
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0.27
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$
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0.55
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$
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0.50
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Shares used in earnings per share calculation:
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Basic
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18,216
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18,116
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18,213
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17,997
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Dilutive
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18,254
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18,257
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18,254
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18,132
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Dividends paid per share
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$
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0.15
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$
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0.15
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$
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0.30
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$
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0.30
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See Notes to Consolidated Financial Statements.
2
AMERICAN ECOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
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Six Months Ended June 30,
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2007
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2006
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Cash Flows From Operating Activities:
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Net income
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$
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10,019
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$
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9,106
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Adjustments to reconcile net income to net cash provided by
operating activities:
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Depreciation, amortization and accretion
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4,681
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3,846
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Net gain on sale of property and equipment
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(48
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)
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Deferred income taxes
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1,501
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4,866
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Stock-based compensation expense
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278
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113
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Accretion of interest income
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(107
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)
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(233
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)
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Changes in assets and liabilities:
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Receivables
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(5,277
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)
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(8,272
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)
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Income tax receivable
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650
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(103
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)
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Other assets
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(1,310
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)
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(201
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)
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Deferred revenue
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413
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2,099
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Accrued salaries and benefits
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32
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(301
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)
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Accounts payable and accrued liabilities
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685
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(1,100
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)
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Income tax payable
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334
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Closure and post-closure obligations
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(274
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)
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(729
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)
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Net cash provided by operating activities
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11,577
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9,091
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Cash Flows From Investing Activities:
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Purchases of short-term investments
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(18,341
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)
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(20,340
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)
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Purchases of property and equipment
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(8,551
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)
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(10,780
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)
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Restricted cash
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(100
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)
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(4,538
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)
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Maturities of short-term investments
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20,323
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27,582
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Proceeds from sale of property and equipment
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15
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4
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Net cash used in investing activities
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(6,654
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)
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(8,072
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)
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Cash Flows From Financing Activities:
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Dividends paid
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(5,467
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)
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(5,375
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)
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Proceeds from stock option exercises
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|
326
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1,777
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Tax benefit of common stock options
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201
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|
551
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Other
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(3
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)
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(1
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)
|
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Net cash used in financing activities
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(4,943
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)
|
|
|
(3,048
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)
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|
|
|
|
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Decrease in cash and cash equivalents
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|
(20
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)
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|
|
(2,029
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)
|
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|
|
|
|
|
|
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|
Cash and cash equivalents at beginning of period
|
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|
3,775
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|
|
|
3,641
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Cash and cash equivalents at end of period
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|
$
|
3,755
|
|
|
$
|
1,612
|
|
|
|
|
|
|
|
|
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|
Supplemental Disclosures
|
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|
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|
Income taxes paid
|
|
$
|
3,803
|
|
|
$
|
103
|
|
Interest paid
|
|
|
2
|
|
|
|
2
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
|
Capital expenditures in accounts payable
|
|
|
975
|
|
|
|
518
|
|
Acquisition of equipment with capital leases
|
|
|
|
|
|
|
34
|
|
See Notes to Consolidated Financial Statements.
3
AMERICAN ECOLOGY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
NOTE 1 GENERAL
Basis of Presentation
The accompanying unaudited consolidated financial statements include the results of operations,
financial position and cash flows of American Ecology Corporation and its wholly-owned subsidiaries
(collectively, AEC or the Company). All material intercompany balances have been eliminated.
In the opinion of management, the accompanying unaudited consolidated financial statements include
all adjustments necessary to present fairly, in all material respects, the results of the Company
for the periods presented. These consolidated financial statements have been prepared by the
Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC).
Certain information and footnote disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United States have been omitted
pursuant to the rules and regulations of the SEC. These consolidated financial statements should be
read in conjunction with the consolidated financial statements and accompanying notes included in
the Companys 2006 Annual Report on Form 10-K filed with the SEC on March 9, 2007. The results of
operations for the three and six months ended June 30, 2007 are not necessarily indicative of
results to be expected for the entire fiscal year.
The Companys Consolidated Balance Sheet as of December 31, 2006 has been derived from the
Companys audited Consolidated Balance Sheet as of that date.
Certain reclassifications have been made to our prior year consolidated statements of cash flows in
order to conform those statements to the current years presentation. Reclassifications in the 2006
Consolidated Statements of Cash Flows include a gross presentation of purchases and maturities of
short-term investments and an adjustment for non-cash capital expenditures held in accounts
payable. We believe these reclassifications, individually or in aggregate, are not material to the
consolidated financial statements taken as a whole.
Use of Estimates
The preparation of the Companys consolidated financial statements, in conformity with accounting
principles generally accepted in the United States, requires management to make estimates and
assumptions. Some of these estimates require difficult, subjective or complex judgments about
matters that are inherently uncertain. As a result, actual results could differ from these
estimates. These estimates and assumptions affect the reported amounts of assets and liabilities
and the disclosure of contingent assets and liabilities at the date of the consolidated financial
statements and the reported amounts of revenue and expenses during the reporting period.
NOTE 2 EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS
EITF 06-3.
In June 2006, the Emerging Issues Task Force (EITF) issued EITF 06-3,
How Taxes
Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income
Statement (That Is, Gross versus Net Presentation)
(EITF 06-3). EITF 06-3 provides guidance on
the presentation in the income statement of any tax assessed by a governmental authority that is
directly imposed on a revenue-producing transaction between a seller and a customer. EITF 06-3
requires that taxes be presented in the income statement either on a gross basis (included in
revenue and costs) or a net basis (excluded from revenue), and that this accounting policy decision
be disclosed. The Companys accounting policy is to present the taxes within the scope of EITF 06-3
on a net basis. The adoption of EITF 06-3 in the first quarter of 2007 did not result in a change
to the Companys accounting policy and, accordingly, did not have a material effect on the
Companys consolidated financial statements.
FIN 48.
In July 2006, the Financial Accounting Standards Board (FASB) issued Interpretation No.
48,
Accounting for Uncertainty in Income Taxes
(FIN 48), which clarifies the accounting for
uncertainty in income taxes recognized in the financial statements in accordance with FASB
Statement No. 109,
Accounting for Income Taxes
. FIN 48 provides guidance on the financial statement
recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48
also provides guidance on de-recognition, classification, interest and penalties, accounting in
interim periods, disclosures, and transition. We adopted FIN 48 effective on January 1, 2007 and
this adoption did not impact our consolidated financial statements. See Note 9 Income Taxes.
4
SFAS 157.
In September 2006, the FASB issued Statement of Financial Accounting Standard (SFAS)
No. 157,
Fair Value Measurements
(SFAS 157), which defines fair value, establishes a framework
for measuring fair value under generally accepted accounting principles, and expands disclosures
about fair value measurements. SFAS 157 applies under other existing accounting pronouncements that
require or permit fair value measurements, the FASB having previously concluded in those accounting
pronouncements that fair value is the relevant measurement attribute. While SFAS 157 does not
require any new fair value measurements, its application may change the current practice for fair
value measurements. SFAS 157 is effective for financial statements issued for fiscal years
beginning after November 15, 2007, and interim periods within those fiscal years. We are currently
evaluating the impact of this statement on our consolidated financial statements.
FSP EITF 00-19-2.
In December 2006, the FASB issued FASB Staff Position EITF 00-19-2,
Accounting
for Registration Payment Arrangements
(FSP EITF 00-19-2). FSP EITF 00-19-2 specifies that the
contingent obligation to make future payments or otherwise transfer consideration under a
registration payment arrangement, whether issued as a separate agreement or included as a provision
of a financial instrument or other agreement, should be separately recognized and measured in
accordance with FASB Statement No. 5,
Accounting for Contingencies
. A registration payment
arrangement is defined in FSP EITF 00-19-2 as an arrangement with both of the following
characteristics: (1) the arrangement specifies that the issuer will endeavor (a) to file a
registration statement for the resale of specified financial instruments and/or for the resale of
equity shares that are issuable upon exercise or conversion of specified financial instruments and
for that registration statement to be declared effective by the SEC within a specified grace
period, and/or (b) to maintain the effectiveness of the registration statement for a specified
period of time (or in perpetuity); and (2) the arrangement requires the issuer to transfer
consideration to the counterparty if the registration statement for the resale of the financial
instrument or instruments subject to the arrangement is not declared effective or if effectiveness
of the registration statement is not maintained. FSP EITF 00-19-2 is effective for registration
payment arrangements and the financial instruments subject to those arrangements that are entered
into or modified subsequent to December 21, 2006. We do not have any registration payment
arrangements as defined by FSP EITF 00-19-2 and as a result the adoption of this standard did not
have any impact on our consolidated financial statements.
SFAS 159.
In February 2007, the FASB issued SFAS No. 159,
The Fair Value Option for Financial
Assets and Financial Liabilities
(SFAS 159) which permits entities to measure many financial
instruments and certain other items at fair value that are not currently required to be measured at
fair value. SFAS 159 will be effective for us on January 1, 2008. We are currently evaluating the
impact of adopting SFAS 159 on our financial position, cash flows and results of operations.
NOTE 3
CONCENTRATION AND CREDIT RISK
Major Customers
. The following customers represented 10% or more of our revenue during the
three and six months ended June 30, 2007 and 2006.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Three Months Ended
|
|
Customer
|
|
June 30, 2007
|
|
|
June 30, 2006
|
|
|
|
|
|
|
|
|
|
|
Honeywell International, Inc.
|
|
|
40
|
%
|
|
|
37
|
%
|
Molycorp, Inc.
|
|
|
12
|
%
|
|
|
0
|
%
|
U.S. Army Corps of Engineers
|
|
|
7
|
%
|
|
|
12
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
|
|
|
Six Months Ended
|
|
Customer
|
|
June 30, 2007
|
|
|
June 30, 2006
|
|
|
|
|
|
|
|
|
|
|
Honeywell International, Inc.
|
|
|
38
|
%
|
|
|
24
|
%
|
U.S. Army Corps of Engineers
|
|
|
8
|
%
|
|
|
17
|
%
|
Receivable balances from customers that exceed 10% of our total trade receivables as of June 30,
2007 were as follows:
|
|
|
|
|
|
|
% of Trade
|
|
|
|
Accounts Receivable
|
|
Customer
|
|
as of June 30, 2007
|
|
|
|
|
|
|
Honeywell International, Inc.
|
|
|
37
|
%
|
5
Credit Risk Concentration
. We maintain most of our cash and short-term investments with
Wells Fargo Bank. Substantially all balances are uninsured and are not used as collateral for other
obligations. Short-term investments are quasi-governmental debt obligations, such as the Federal
Home Loan Bank, or high-grade commercial paper and currently have a maximum maturity of
approximately 60 days.
Concentrations of credit risk on accounts receivable are believed to be limited due to the number,
diversification and character of the obligors and our credit evaluation process, except for
receivables from Honeywell International, Inc. (Honeywell) for which significant credit risk
exists. This risk is mitigated by the application of cash advances from Honeywell as well as
Honeywells obligation under a court order to complete the work we are performing for them.
Typically, we do not require customers to provide collateral to secure their obligations to us.
NOTE 4
SHORT-TERM INVESTMENTS
Short-term investments, which are accounted for as available-for-sale, were as follows:
|
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
|
December 31,
|
|
(in thousands)
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities
|
|
|
|
|
|
|
|
|
Commercial paper
|
|
$
|
2,167
|
|
|
$
|
4,122
|
|
Federal Home Loan
|
|
|
2,078
|
|
|
|
1,998
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
4,245
|
|
|
$
|
6,120
|
|
|
|
|
|
|
|
|
NOTE 5
RECEIVABLES
Receivables were as follows:
|
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
|
December 31,
|
|
(in thousands)
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
|
|
Trade
|
|
$
|
30,614
|
|
|
$
|
27,536
|
|
Unbilled revenue
|
|
|
2,557
|
|
|
|
237
|
|
Other
|
|
|
67
|
|
|
|
29
|
|
|
|
|
|
|
|
|
|
|
|
33,238
|
|
|
|
27,802
|
|
Allowance for doubtful accounts
|
|
|
(203
|
)
|
|
|
(110
|
)
|
|
|
|
|
|
|
|
|
|
$
|
33,035
|
|
|
$
|
27,692
|
|
|
|
|
|
|
|
|
NOTE 6
PROPERTY AND EQUIPMENT
|
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
|
December 31,
|
|
(in thousands)
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
|
|
Cell development costs
|
|
$
|
28,366
|
|
|
$
|
28,366
|
|
Land and improvements
|
|
|
8,880
|
|
|
|
8,816
|
|
Buildings and improvements
|
|
|
18,414
|
|
|
|
18,264
|
|
Railcars
|
|
|
17,375
|
|
|
|
17,375
|
|
Vehicles and other equipment
|
|
|
18,647
|
|
|
|
17,479
|
|
Construction in progress
|
|
|
12,444
|
|
|
|
5,590
|
|
|
|
|
|
|
|
|
|
|
|
104,126
|
|
|
|
95,890
|
|
Accumulated depreciation and amortization
|
|
|
(44,235
|
)
|
|
|
(40,430
|
)
|
|
|
|
|
|
|
|
|
|
$
|
59,891
|
|
|
$
|
55,460
|
|
|
|
|
|
|
|
|
Depreciation expense for the three months ended June 30, 2007 and 2006 was $2.1 million and $1.7
million, respectively. Depreciation expense for the six months ended June 30, 2007 and 2006 was
$4.2 million and $3.3 million, respectively.
NOTE 7
LINE OF CREDIT
We have a $15.0 million unsecured line-of-credit agreement with Wells Fargo Bank maturing in June
2008. This line of credit requires monthly interest payments on any outstanding balance based on a
pricing grid under which the interest rate resets based on our ratio of funded debt to earnings
before interest, taxes, depreciation and amortization. We can elect to borrow amounts utilizing the
Prime Rate or the offshore London Inter-Bank Offering Rate (LIBOR) plus an applicable margin. The
credit agreement contains quarterly financial covenants including a maximum leverage ratio, a
minimum current ratio, a maximum funded debt ratio and a minimum fixed charge coverage ratio. At
June 30, 2007, we were in compliance with all the financial covenants in the credit agreement. At
June 30, 2007 and December 31, 2006, we had no borrowings outstanding under the line of credit. At
June 30, 2007, we had $11.0 million available for future borrowings and $4.0 million issued as a
standby letter of credit which is utilized as collateral for our financial assurance policies for
closure and post-closure obligations.
6
NOTE 8 CLOSURE AND POST-CLOSURE OBLIGATIONS
Closure and post-closure obligations are recorded when environmental assessments and/or remedial
efforts are probable and the costs can be reasonably estimated consistent with SFAS No. 5,
Accounting for Contingencies
, with the liability calculated in accordance with SFAS No. 143,
Accounting for Asset Retirement Obligations
. We perform periodic reviews of both non-operating and
operating facilities and revise accruals for estimated post-closure, remediation and other costs
when necessary. Our recorded liabilities are based on best estimates of current costs and are
updated periodically to reflect existing environmental conditions, current technology, laws and
regulations, permit conditions, inflation and other factors.
Changes to reported closure and post-closure obligations were as follows:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
(in thousands)
|
|
June 30, 2007
|
|
|
June 30, 2007
|
|
|
|
|
|
|
|
|
|
|
Beginning obligation
|
|
$
|
12,961
|
|
|
$
|
12,816
|
|
Accretion expense
|
|
|
265
|
|
|
|
529
|
|
Payments
|
|
|
(186
|
)
|
|
|
(333
|
)
|
Adjustments
|
|
|
31
|
|
|
|
59
|
|
|
|
|
|
|
|
|
Ending obligation
|
|
$
|
13,071
|
|
|
$
|
13,071
|
|
Less current portion
|
|
|
(1,567
|
)
|
|
|
(1,567
|
)
|
|
|
|
|
|
|
|
Long-term portion
|
|
$
|
11,504
|
|
|
$
|
11,504
|
|
|
|
|
|
|
|
|
NOTE 9
INCOME TAXES
On January 1, 2007, we adopted the provisions of FIN 48 and this adoption did not have an impact on
our consolidated financial statements. As of January 1, 2007 and at June 30, 2007, we had no
unrecognized tax benefits. We recognize interest assessed by taxing authorities as a component of
interest expense. We recognize any penalties assessed by taxing authorities as a component of
selling, general and administrative expenses
.
Interest and penalties for the three and six months
ended June 30, 2007 and 2006 were not material.
Our effective income tax rate for three and six months ended June 30, 2007 was 39.3% and for the
three and six months ended June 30, 2006 were 37.2% and 37.4%, respectively. The effective tax rate
for the three and six months ended June 30, 2007 reflects a 1% increase in our federal statutory
rate from 34% to 35% on higher earnings as well as increases in non-tax-deductible expense on
incentive stock options. During the first quarter of 2007 we utilized the remaining $2.5 million
federal net operating loss carryforwards (NOLs) that were available at December 31, 2006, and
began paying our tax obligations from operating cash flows during the second quarter of 2007.
We currently have tax years 2003 through 2006 subject to review or audit by taxing authorities
in certain jurisdictions where we conduct business.
NOTE 10
COMMITMENTS AND CONTINGENCIES
In the ordinary course of business, we are involved in judicial and administrative proceedings
involving federal, state or local governmental authorities. Actions may also be brought by
individuals or groups in connection with permitting of facilities, alleged violations of existing
permits, or alleged damages suffered from exposure to hazardous substances purportedly released
from our operated sites, as well as other litigation. We maintain insurance intended to cover
property and damage claims asserted as a result of our operations. Periodically, management reviews
and may establish reserves for legal and administrative matters, or fees expected to be incurred in
connection therewith. As of June 30, 2007, we did not have any significant pending or threatened
legal action that management believes would have a material adverse effect on our financial
position, results of operations or cash flows.
7
NOTE 11 COMPUTATION OF EARNINGS PER SHARE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
|
2007
|
|
|
2006
|
|
(in thousands, except per share data)
|
|
Basic
|
|
|
Diluted
|
|
|
Basic
|
|
|
Diluted
|
|
Net income
|
|
$
|
5,084
|
|
|
$
|
5,084
|
|
|
$
|
4,927
|
|
|
$
|
4,927
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common
shares outstanding
|
|
|
18,216
|
|
|
|
18,216
|
|
|
|
18,116
|
|
|
|
18,116
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dilutive effect of stock options and
restricted stock
|
|
|
|
|
|
|
38
|
|
|
|
|
|
|
|
141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding
|
|
|
|
|
|
|
18,254
|
|
|
|
|
|
|
|
18,257
|
|
Earnings per share
|
|
$
|
0.28
|
|
|
$
|
0.28
|
|
|
$
|
0.27
|
|
|
$
|
0.27
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Anti-dilutive shares
excluded from calculation
|
|
|
|
|
|
|
153
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30,
|
|
|
|
2007
|
|
|
2006
|
|
(in thousands, except per share data)
|
|
Basic
|
|
|
Diluted
|
|
|
Basic
|
|
|
Diluted
|
|
Net income
|
|
$
|
10,019
|
|
|
$
|
10,019
|
|
|
$
|
9,106
|
|
|
$
|
9,106
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common
shares outstanding
|
|
|
18,213
|
|
|
|
18,213
|
|
|
|
17,997
|
|
|
|
17,997
|
|
Dilutive effect of stock options and
restricted stock
|
|
|
|
|
|
|
41
|
|
|
|
|
|
|
|
135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding
|
|
|
|
|
|
|
18,254
|
|
|
|
|
|
|
|
18,132
|
|
Earnings per share
|
|
$
|
0.55
|
|
|
$
|
0.55
|
|
|
$
|
0.51
|
|
|
$
|
0.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Anti-dilutive shares
excluded from calculation
|
|
|
|
|
|
|
153
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 12 OPERATING SEGMENTS
We operate within two segments, Operating Disposal Facilities and Non-Operating Disposal
Facilities. The Operating Disposal Facilities segment represents facilities currently accepting
waste. The Non-Operating Disposal Facilities segment represents facilities that are no longer
accepting waste or formerly proposed new disposal facilities.
Income taxes are assigned to Corporate, but all other items are included in the segment where they
originated. Intercompany transactions have been eliminated from the segment information and are not
significant between segments.
8
Summarized financial information concerning our reportable segments is shown in the following
tables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-
|
|
|
|
|
|
|
|
|
|
Operating
|
|
|
Operating
|
|
|
|
|
|
|
|
|
|
Disposal
|
|
|
Disposal
|
|
|
|
|
|
|
|
(in thousands)
|
|
Facilities
|
|
|
Facilities
|
|
|
Corporate
|
|
|
Total
|
|
Three months ended June 30, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
41,261
|
|
|
$
|
6
|
|
|
$
|
|
|
|
$
|
41,267
|
|
Transportation costs
|
|
|
19,760
|
|
|
|
|
|
|
|
|
|
|
|
19,760
|
|
Other direct operating costs
|
|
|
9,744
|
|
|
|
110
|
|
|
|
|
|
|
|
9,854
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
11,757
|
|
|
|
(104
|
)
|
|
|
|
|
|
|
11,653
|
|
Selling, general
& administration
|
|
|
1,291
|
|
|
|
|
|
|
|
2,183
|
|
|
|
3,474
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
10,466
|
|
|
|
(104
|
)
|
|
|
(2,183
|
)
|
|
|
8,179
|
|
Interest income, net
|
|
|
3
|
|
|
|
|
|
|
|
146
|
|
|
|
149
|
|
Other income
|
|
|
(18
|
)
|
|
|
66
|
|
|
|
|
|
|
|
48
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before tax
|
|
|
10,451
|
|
|
|
(38
|
)
|
|
|
(2,037
|
)
|
|
|
8,376
|
|
Tax expense
|
|
|
|
|
|
|
|
|
|
|
3,292
|
|
|
|
3,292
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
10,451
|
|
|
$
|
(38
|
)
|
|
$
|
(5,329
|
)
|
|
$
|
5,084
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, amortization & accretion
|
|
$
|
2,243
|
|
|
$
|
78
|
|
|
$
|
9
|
|
|
$
|
2,330
|
|
Capital expenditures
|
|
$
|
4,771
|
|
|
$
|
2
|
|
|
$
|
3
|
|
|
$
|
4,776
|
|
Total assets
|
|
$
|
93,363
|
|
|
$
|
125
|
|
|
$
|
17,691
|
|
|
$
|
111,179
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-
|
|
|
|
|
|
|
|
|
|
Operating
|
|
|
Operating
|
|
|
|
|
|
|
|
|
|
Disposal
|
|
|
Disposal
|
|
|
|
|
|
|
|
(in thousands)
|
|
Facilities
|
|
|
Facilities
|
|
|
Corporate
|
|
|
Total
|
|
Three months ended June 30, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
29,918
|
|
|
$
|
6
|
|
|
$
|
|
|
|
$
|
29,924
|
|
Transportation costs
|
|
|
11,459
|
|
|
|
|
|
|
|
|
|
|
|
11,459
|
|
Other direct operating costs
|
|
|
7,847
|
|
|
|
93
|
|
|
|
|
|
|
|
7,940
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
10,612
|
|
|
|
(87
|
)
|
|
|
|
|
|
|
10,525
|
|
Selling, general
& administration
|
|
|
1,283
|
|
|
|
1
|
|
|
|
1,777
|
|
|
|
3,061
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
9,329
|
|
|
|
(88
|
)
|
|
|
(1,777
|
)
|
|
|
7,464
|
|
Interest income, net
|
|
|
7
|
|
|
|
|
|
|
|
197
|
|
|
|
204
|
|
Other income
|
|
|
1
|
|
|
|
173
|
|
|
|
|
|
|
|
174
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before tax
|
|
|
9,337
|
|
|
|
85
|
|
|
|
(1,580
|
)
|
|
|
7,842
|
|
Tax expense
|
|
|
|
|
|
|
|
|
|
|
2,915
|
|
|
|
2,915
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
9,337
|
|
|
$
|
85
|
|
|
$
|
(4,495
|
)
|
|
$
|
4,927
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, amortization & accretion
|
|
$
|
1,896
|
|
|
$
|
90
|
|
|
$
|
6
|
|
|
$
|
1,992
|
|
Capital expenditures
|
|
$
|
2,921
|
|
|
$
|
4
|
|
|
$
|
54
|
|
|
$
|
2,979
|
|
Total assets
|
|
$
|
70,904
|
|
|
$
|
83
|
|
|
$
|
25,602
|
|
|
$
|
96,589
|
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-
|
|
|
|
|
|
|
|
|
|
Operating
|
|
|
Operating
|
|
|
|
|
|
|
|
|
|
Disposal
|
|
|
Disposal
|
|
|
|
|
|
|
|
(in thousands)
|
|
Facilities
|
|
|
Facilities
|
|
|
Corporate
|
|
|
Total
|
|
Six Months Ended June 30, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
80,221
|
|
|
$
|
10
|
|
|
$
|
|
|
|
$
|
80,231
|
|
Transportation costs
|
|
|
36,931
|
|
|
|
|
|
|
|
|
|
|
|
36,931
|
|
Other direct operating costs
|
|
|
19,916
|
|
|
|
217
|
|
|
|
|
|
|
|
20,133
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
23,374
|
|
|
|
(207
|
)
|
|
|
|
|
|
|
23,167
|
|
Selling, general
& administration
|
|
|
2,587
|
|
|
|
|
|
|
|
4,486
|
|
|
|
7,073
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
20,787
|
|
|
|
(207
|
)
|
|
|
(4,486
|
)
|
|
|
16,094
|
|
Interest income, net
|
|
|
7
|
|
|
|
|
|
|
|
352
|
|
|
|
359
|
|
Gain on litigation settlement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense)
|
|
|
(14
|
)
|
|
|
66
|
|
|
|
|
|
|
|
52
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before tax
|
|
|
20,780
|
|
|
|
(141
|
)
|
|
|
(4,134
|
)
|
|
|
16,505
|
|
Tax expense
|
|
|
|
|
|
|
|
|
|
|
6,486
|
|
|
|
6,486
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
20,780
|
|
|
$
|
(141
|
)
|
|
$
|
(10,620
|
)
|
|
$
|
10,019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, amortization & accretion
|
|
$
|
4,509
|
|
|
$
|
155
|
|
|
$
|
17
|
|
|
$
|
4,681
|
|
Capital expenditures
|
|
$
|
8,543
|
|
|
$
|
5
|
|
|
$
|
3
|
|
|
$
|
8,551
|
|
Total assets
|
|
$
|
93,363
|
|
|
$
|
125
|
|
|
$
|
17,691
|
|
|
$
|
111,179
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-
|
|
|
|
|
|
|
|
|
|
Operating
|
|
|
Operating
|
|
|
|
|
|
|
|
|
|
Disposal
|
|
|
Disposal
|
|
|
|
|
|
|
|
(in thousands)
|
|
Facilities
|
|
|
Facilities
|
|
|
Corporate
|
|
|
Total
|
|
Six Months Ended June 30, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
51,436
|
|
|
$
|
10
|
|
|
$
|
|
|
|
$
|
51,446
|
|
Transportation costs
|
|
|
16,516
|
|
|
|
|
|
|
|
|
|
|
|
16,516
|
|
Other direct operating costs
|
|
|
14,511
|
|
|
|
184
|
|
|
|
|
|
|
|
14,695
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
20,409
|
|
|
|
(174
|
)
|
|
|
|
|
|
|
20,235
|
|
Selling, general
& administration
|
|
|
2,613
|
|
|
|
1
|
|
|
|
3,930
|
|
|
|
6,544
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
17,796
|
|
|
|
(175
|
)
|
|
|
(3,930
|
)
|
|
|
13,691
|
|
Interest income, net
|
|
|
17
|
|
|
|
|
|
|
|
374
|
|
|
|
391
|
|
Other income (expense)
|
|
|
(14
|
)
|
|
|
173
|
|
|
|
299
|
|
|
|
458
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before tax
|
|
|
17,799
|
|
|
|
(2
|
)
|
|
|
(3,257
|
)
|
|
|
14,540
|
|
Tax expense
|
|
|
|
|
|
|
|
|
|
|
5,434
|
|
|
|
5,434
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
17,799
|
|
|
$
|
(2
|
)
|
|
$
|
(8,691
|
)
|
|
$
|
9,106
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation, amortization & accretion
|
|
$
|
3,654
|
|
|
$
|
180
|
|
|
$
|
12
|
|
|
$
|
3,846
|
|
Capital expenditures
|
|
$
|
10,673
|
|
|
$
|
53
|
|
|
$
|
54
|
|
|
$
|
10,780
|
|
Total assets
|
|
$
|
70,904
|
|
|
$
|
83
|
|
|
$
|
25,602
|
|
|
$
|
96,589
|
|
NOTE 13
SUBSEQUENT EVENT
On July 2, 2007, we declared a dividend of $0.15 per common share to stockholders of record on July
13, 2007. The dividend was paid out of cash on hand on July 20, 2007 in an aggregate amount of $2.7
million.
10
AMERICAN ECOLOGY CORPORATION
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
Overview
American Ecology Corporation, through its subsidiaries, is a hazardous, non-hazardous and
radioactive waste services company providing treatment, disposal and transportation services to
commercial and government entities including refineries and chemical production facilities,
electric utilities, steel mills and medical and academic institutions. The majority of our revenue
is derived from fees charged for the treatment and disposal of waste at our four fixed disposal
facilities located near Grand View, Idaho; Richland, Washington; Beatty, Nevada; and Robstown,
Texas. We also manage packaging and transportation to our facilities, which contributes significant
revenue to our operations. We have been in the waste services business for 55 years.
A significant portion of our disposal revenue is attributable to discrete waste clean-up projects
(Event Business) which vary substantially in size and duration. The one-time nature of Event
Business necessarily creates variability in revenue and earnings. The typically limited advance
notice on smaller Event Business projects also limits the precision of forward-looking financial
projections. This variability is also influenced by our provision of rail transportation services
to certain Event Business customers. The types and amounts of waste received from recurring
customers (Base Business) also vary quarter to quarter. Service mix variations also cannot be
forecast with precision, and can produce significant quarter-to-quarter differences in revenue,
gross profit, gross margin and operating profit. Our strategy is to continue expanding our Base
Business while simultaneously securing both short-term and extended-duration Event Business. When
Base Business covers our fixed overhead costs, a significant portion of disposal revenue generated
from Event Business is generally realized as operating income and net income. This strategy takes
advantage of the operating leverage inherent to the largely fixed-cost nature of the waste disposal
business.
Depending on project-specific circumstances, transportation services may be offered at or near our
cost to secure additional disposal work. For waste transported from eastern U.S. locations such as
the Jersey City (for Honeywell), Pennsylvania (for Molycorp) and other distant areas where bundled
service projects now shipping waste to our Grand View, Idaho facility, transportation-related
revenue can be in the range of two-thirds (66%) to three-fourths (75%) of total project revenue.
While bundling transportation and disposal services reduces overall margin, this strategy has
allowed us to win projects that we could not otherwise compete for. Securing these projects and
the increased waste throughput they provide increases operating leverage and profitability at our
disposal sites. While we seek to increase higher margin disposal services, management believes that
increasing operating income and net income are higher priorities than increasing margin and will
continue to aggressively bid bundled transportation and disposal opportunities based on this income
growth strategy.
11
Results of Operations
The following table summarizes our results of operations for the three months ended June 30, 2007
and 2006 in dollars and as a percentage of total revenue.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands, except per
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
share amounts)
|
|
2007
|
|
|
%
|
|
|
2006
|
|
|
%
|
|
|
2007
|
|
|
%
|
|
|
2006
|
|
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
41,267
|
|
|
|
100.0
|
%
|
|
$
|
29,924
|
|
|
|
100.0
|
%
|
|
$
|
80,231
|
|
|
|
100.0
|
%
|
|
$
|
51,446
|
|
|
|
100.0
|
%
|
Transportation costs
|
|
|
19,760
|
|
|
|
47.9
|
%
|
|
|
11,459
|
|
|
|
38.3
|
%
|
|
|
36,931
|
|
|
|
46.0
|
%
|
|
|
16,516
|
|
|
|
32.1
|
%
|
Other direct operating costs
|
|
|
9,854
|
|
|
|
23.9
|
%
|
|
|
7,940
|
|
|
|
26.5
|
%
|
|
|
20,133
|
|
|
|
25.1
|
%
|
|
|
14,695
|
|
|
|
28.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
11,653
|
|
|
|
28.2
|
%
|
|
|
10,525
|
|
|
|
35.2
|
%
|
|
|
23,167
|
|
|
|
28.9
|
%
|
|
|
20,235
|
|
|
|
39.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and
administrative expenses
|
|
|
3,474
|
|
|
|
8.4
|
%
|
|
|
3,061
|
|
|
|
10.3
|
%
|
|
|
7,073
|
|
|
|
8.7
|
%
|
|
|
6,544
|
|
|
|
12.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
8,179
|
|
|
|
19.8
|
%
|
|
|
7,464
|
|
|
|
24.9
|
%
|
|
|
16,094
|
|
|
|
20.2
|
%
|
|
|
13,691
|
|
|
|
26.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
150
|
|
|
|
0.4
|
%
|
|
|
205
|
|
|
|
0.7
|
%
|
|
|
361
|
|
|
|
0.4
|
%
|
|
|
393
|
|
|
|
0.8
|
%
|
Interest expense
|
|
|
(1
|
)
|
|
|
0.0
|
%
|
|
|
(1
|
)
|
|
|
0.0
|
%
|
|
|
(2
|
)
|
|
|
0.0
|
%
|
|
|
(2
|
)
|
|
|
0.0
|
%
|
Other
|
|
|
48
|
|
|
|
0.1
|
%
|
|
|
174
|
|
|
|
0.6
|
%
|
|
|
52
|
|
|
|
0.0
|
%
|
|
|
458
|
|
|
|
0.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
8,376
|
|
|
|
20.3
|
%
|
|
|
7,842
|
|
|
|
26.2
|
%
|
|
|
16,505
|
|
|
|
20.6
|
%
|
|
|
14,540
|
|
|
|
28.3
|
%
|
Income tax
|
|
|
3,292
|
|
|
|
8.0
|
%
|
|
|
2,915
|
|
|
|
9.7
|
%
|
|
|
6,486
|
|
|
|
8.1
|
%
|
|
|
5,434
|
|
|
|
10.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
5,084
|
|
|
|
12.3
|
%
|
|
$
|
4,927
|
|
|
|
16.5
|
%
|
|
$
|
10,019
|
|
|
|
12.5
|
%
|
|
$
|
9,106
|
|
|
|
17.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.28
|
|
|
|
|
|
|
$
|
0.27
|
|
|
|
|
|
|
$
|
0.55
|
|
|
|
|
|
|
$
|
0.51
|
|
|
|
|
|
Dilutive
|
|
$
|
0.28
|
|
|
|
|
|
|
$
|
0.27
|
|
|
|
|
|
|
$
|
0.55
|
|
|
|
|
|
|
$
|
0.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in earnings
per share calculation:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
18,216
|
|
|
|
|
|
|
|
18,116
|
|
|
|
|
|
|
|
18,213
|
|
|
|
|
|
|
|
17,997
|
|
|
|
|
|
Dilutive
|
|
|
18,254
|
|
|
|
|
|
|
|
18,257
|
|
|
|
|
|
|
|
18,254
|
|
|
|
|
|
|
|
18,132
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid per share
|
|
$
|
0.15
|
|
|
|
|
|
|
$
|
0.15
|
|
|
|
|
|
|
$
|
0.30
|
|
|
|
|
|
|
$
|
0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2007 Compared to Three Months Ended June 30, 2006
Revenue
-
Revenue increased 38% to $41.3 million for the second quarter of 2007, up from $29.9
million for the second quarter of 2006. This increase was a result of higher disposal revenue and
increased revenue from our bundled rail transportation and waste disposal contract with Honeywell,
Molycorp and multiple other customers with rail and truck-served clean-up projects. During the
second quarter of 2007, we disposed of approximately 275,000 tons of hazardous and low activity
radioactive waste in our landfills, up 29% from the 213,000 tons that we disposed of in the second
quarter of 2006. This was the highest quarterly disposal volume in our history. The average selling
price for treatment and disposal services (excluding transportation) during the second quarter of
2007 was 4% above our average selling price in the second quarter of 2006. The latter increase in
average selling price reflects a greater mix of higher priced niche services as compared to the
second quarter of 2006.
During the second quarter of 2007, treatment and disposal revenue from recurring, Base Business
grew 22%. This represented 47% of our non-transportation revenue as compared to 43% of
non-transportation revenue in the second quarter of 2006. Base Business revenue increased as a
result of strong growth in our refinery, third-party broker and steel mill business. Specifically,
treatment and disposal revenue from refinery customers grew approximately 65% reflecting the
continued strong demand for these services and refinery production levels. Revenue from our steel
mill customers grew 27% during the second quarter of 2007 over the same period in 2006 and
third-party broker business was up 19% during the second quarter over quarter of 2007 over the same
period in 2006.
12
Event Business revenue in the second quarter of 2007 increased 5% over the same quarter in 2006.
Event Business customers represented 53% of our non-transportation revenue during the second
quarter of 2007. The increase in our event business was due to increased volumes under our
Honeywell and Molycorp contracts
.
These increases were partially offset by the August 2006
completion of a large, non-rate regulated project at our Richland, Washington facility that
contributed to our Event Business in the second quarter of 2006.
Treatment and disposal revenue from private clean-up customers grew approximately 74% during the
second quarter of 2007 over the same period last year. The Honeywell Jersey City project was the
primary source of this growth, contributing 40% of total revenue, or $16.4 million. The Honeywell
Jersey City project contributed 37% of total revenue for the second quarter of 2006, or $11.0
million. Also contributing to our private clean-up revenue growth for the three months ended June
30, 2007 was our bundled transportation and disposal contract with Molycorp which generated 12% of
total revenue, or $4.8 million.
Both the Honeywell and Molycorp contracts generate significant revenue from the transportation
component of our service. The transportation component is generally offered as a value-added
service at little or no gross profit and can account for up to three-fourths of total project
revenue. As a result, focusing on total revenue generated from a bundled transportation and
disposal contract, such as Honeywell and Molycorp, may result in a customer or project being viewed
as more significant than if transportation services were not included. Contribution to margin is
also significantly effected by the type of waste involved. The Honeywell Jersey City chromite ore
waste is a metals-bearing material requiring stabilization prior to disposal; a commoditized
treatment service with significantly lower margins than low activity radioactive material that
requires no treatment prior to disposal such as that from the Molycorp Pennsylvania project.
Rate-regulated business at our Richland, Washington low-level radioactive waste facility serving
the Northwest Compact business increased 19% during the second quarter of 2007 as compared with the
same quarter in 2006. This increase reflects timing on recognition of our state-approved annual
revenue requirement.
Our government business revenue increased 12% during the second quarter of 2007 over the same
quarter last year. Event Business clean-up work under the USACE contract contributed 7% of total
revenue for the second quarter of 2007, or $3.0 million as compared to 12% in the same quarter last
year, or $3.5 million. Other federal government agencies such as the Environmental Protection
Agency utilize our USACE contract to streamline procurement and expedite clean-up of contaminated
sites. The decline in total USACE contract revenue in the second quarter of 2007 as compared to
the same quarter in 2006 reflects a decrease in the use of the USACE contract by other agencies.
Revenue generated from USACE FUSRAP (Formerly Utilized Sites Remedial Action Program) sites
increased approximately 10% in the second quarter of 2007 over the second quarter of 2006. We are
currently serving five of the six active USACE FUSRAP clean-up sites now shipping waste.
Our other industry business revenue declined 50%. This decline was primarily due to a large
non-rate regulated clean-up project served by our Richland, Washington facility that was completed
in August 2006.
Gross Profit
.
Gross profit for the second quarter of 2007 increased by 11% to $11.7 million, up
from $10.5 million in the second quarter of 2006. This increase reflects the higher volume of waste
disposed during the second quarter of 2007 as compared to the same period last year. Gross profit
as a percentage of total revenue (Gross Margin Percentage) decreased to 28.2% during the second
quarter of 2007 as compared to 35.2% in the second quarter of 2006. This decline reflects the
positive margin benefit in the second quarter of 2006 from the large, non rate-regulated clean-up
project served by our Richland, Washington facility noted above as well as increased transportation
services on the Honeywell Jersey City and Molycorp Pennsylvania projects. In general, the bundling
of treatment, disposal and transportation services reduces gross margin relative to revenue due to
the low or no margin transportation component which can comprises up to three-fourths (75%) of a
specific transportation and disposal projects revenue.
Selling, General and Administrative (SG&A)
.
As a percentage of total revenue, SG&A expense
declined to 8% in the second quarter of 2007 as compared to 10% for the second quarter of 2006. In
total dollars, SG&A expenses increased 13% to $3.5 million up from $3.1 million for the second
quarter of 2006. This reflects increased business activity, higher stock-based compensation
expense, sales commissions, incentive compensation and administrative costs in support of the
record waste volumes received.
Interest income.
During the second quarter of 2007, we earned $150,000 of interest income as
compared with $205,000 in the second quarter of 2006. This decrease was due to lower average
balances of cash equivalents and short-term investments in the same period last year, partially
offset by a higher average rate of interest earned on our financial investments.
13
Other income.
Other income is used to record business activities that are not a part of our current
year ordinary and usual revenue and expenses. During the second quarter of 2007 we recognized
approximately $48,000 in net gain on the disposal of assets. This net gain was comprised of a
$66,000 gain on the sale of excess land at a non-operating facility in Texas and an $18,000 loss on
disposal of obsolete equipment. This compares to a $174,000 gain in the second quarter of 2006 on
the disposal of excess land at the same non-operating facility in Texas.
Income tax expense
.
Our effective income tax rate for second quarter of 2007 and 2006 was 39.3% and
37.2%, respectively. The effective tax rate for the second quarter of 2007 reflects an increase of
1% in our federal statutory rate to 35% on higher earnings as well as an increase in
non-tax-deductible expense on incentive stock options. During the first quarter of 2007 we utilized
our remaining $2.5 million federal NOLs available at December 31, 2006, and began paying our tax
obligations from operating cash flows.
On January 1, 2007, we adopted FIN 48 and the adoption had no impact on our consolidated financial
statements. As of January 1, 2007 and at June 30, 2007, we had no unrecognized tax benefits. We
recognize interest assessed by taxing authorities as a component of interest expense. We recognize
any penalties assessed by taxing authorities as a component of selling, general and administrative
expenses. Interest and penalties for the three months ended June 30, 2007 and 2006 were not
material.
Six Months Ended June 30, 2007 Compared to Six Months Ended June 30, 2006
Revenue
-
Revenue increased 56% to $80.2 million for the first six months of 2007, up from $51.4
million for the first half of 2006. This increase reflects higher disposal revenue and increased
revenue from our bundled rail transportation and waste disposal contracts with Honeywell, Molycorp
and other customers with rail and truck-served projects. During the first six months of 2007, we
disposed of approximately 543,000 tons of hazardous and radioactive waste in our landfills, up 37%
from the 396,000 tons that we disposed of in the first six months of 2006. The average selling
price for treatment and disposal services (excluding transportation) during the first six months of
2007 was 3% above our average selling price in the first six months of 2006. We believe this
reflects a more favorable mix of higher priced niche services rather than an industry-wide pricing
trend.
During the first six months of 2007, treatment and disposal revenue from recurring, Base Business
grew 17%. This represented 43% of our non-transportation revenue as compared to 45% of
non-transportation revenue in the first half of 2006. Base Business revenue increased during the
first six months of 2007 as a result of strong growth in our refinery, third-party broker and steel
mill business. Specifically, revenue from our refinery service line continued to grow, up 42%
during the first six months of 2007 over the same period in 2006. Revenue from our third-party
broker and steel mill businesses grew 21% and 18%, respectively during the first six months of 2007
as compared with the first six months of 2006
Treatment and disposal revenue from private cleanup customers grew approximately 187% during the
first six months of 2007 over the same period last year. The Honeywell Jersey City project was the
primary contributor to this growth, contributing 38%
of total revenue, or $30.6 million. This compares to 24% of total revenue for the first six months
of 2006, or $12.4 million. Other contributors include a private Brownfield redevelopment project
that was completed in early April 2007 and the Molycorp Pennsylvania project. All of these
projects included a significant bundled truck and/or rail transportation component.
Revenue from our Event Business was 26% higher in the first six months of 2007 than the same period
in 2006, and represented 57% of our non-transportation revenue. This Event Business growth was due
primarily to higher disposal revenue from the Honeywell Jersey City project (which temporarily
suspended shipments in January 2006 to April 2006), two clean-up projects shipped to our Beatty,
Nevada facility that were largely completed in the first quarter of 2007 and disposal revenue from
our contract with Molycorp.
Our government business revenue increased 16% during the first six months of 2007 over the same
period last year. This reflects increased shipments from a recently completed military base
clean-up project shipped to our Beatty, Nevada facility, partially offset by lower shipments under
our Grand View, Idaho facilitys USACE contract. Event Business clean-up work under the USACE
contract contributed 7% of total revenue for the first six months of 2007, or $6.0 million, as
compared to 17% in the same period last year, or $8.6 million. Revenue generated by USACE FUSRAP
projects declined approximately 19% in the first six months of 2007 as compared to the first six
months of 2006. While we added a new USACE FUSRAP project and are receiving waste from five of the
six active FUSRAP projects shipping waste, waste from these sites did not completely replace
shipments from FUSRAP projects in 2006. All of the project sites involved are multi-year efforts
with multiple task orders. We expect revenue from the USACE FUSRAP program to be flat or down
slightly in 2007 compared to 2006.
14
Our other industry and rate-regulated business revenue declined 49% and 10%, respectively, during
the first six months of 2007 as compared with the first six months of 2006. The other industry
category decline was primarily due to a large non-rate regulated project shipping to our Richland,
Washington facility that was completed in August 2006. The decline in our Richland, Washington
facilitys rate-regulated low-level radioactive waste interstate compact business was timing
related and we expect to recognize the remaining approved revenue requirement over the balance of
2007.
Gross Profit
.
Gross profit for the first six months of 2007 increased by 14% to $23.2 million, up
from $20.2 million in the first half of 2006. This increase reflects the higher volume of waste
disposed of during the first six months of 2007 as compared to the same period last year. Gross
margin decreased to 28.9% during the first six months of 2007 as compared to 39.3% in the first six
months of 2006. This decrease reflects increased rail and truck transportation services on the
Honeywell Jersey City and Molycorp Pennsylvania projects provided by our Grand View, Idaho
facility, a large Brownfield redevelopment project trucked to our Beatty, Nevada facility and other
work awarded to us based on our ability to deliver bundled rail and/or truck transportation
services.
The mix of waste received during the first six months of 2007 also contributed to a lower gross
margin percentage as a result of a higher mix of waste, including the Honeywell Jersey City project
shipments, requiring commoditized treatment services involving lower margins than higher priced
niche treatment work. Use of additives is a variable cost that is dependent on the types of waste
treated and the specific additives used. The gross margin percentage during the first six months
of 2006 benefited from a large, non rate-regulated project at our Richland Washington facility that
was completed in August 2006.
SG&A
.
SG&A expense declined to 9% of revenue in the first six months of 2007, down from 13% for the
first six months of 2006, based on increased revenue. In total dollars, SG&A expenses increased
8.1% to $7.1 million, up from $6.5 million for the first half of 2006. This increase in SG&A
spending was due primarily to increased business activity, higher stock-based compensation expense,
sales commissions, provisions for bad debts and administrative costs in support of the record waste
volumes received.
Interest income.
During the first six months of 2007, we earned $361,000 of interest income as
compared with $393,000 in the first six months of 2006. This decrease was due to lower average
balances of cash equivalents and short-term investments in the same period last year, partially
offset by a higher average rate of interest earned on our financial investments.
Other income.
Other income for the six months ended June 30, 2007 and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30,
|
|
(in thousands)
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
|
|
Net gain on sale of property and equipment
|
|
$
|
48
|
|
|
$
|
166
|
|
Reimbursement of legal expenses
|
|
|
|
|
|
|
299
|
|
Other
|
|
|
4
|
|
|
|
(7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
52
|
|
|
$
|
458
|
|
|
|
|
|
|
|
|
Income tax expense
.
Our effective income tax rate for first six months of 2007 and 2006 was 39.3%
and 37.4%, respectively. The effective tax rate for the first six months of 2007 reflects an
increase of 1% in our federal statutory rate to 35% on higher earnings as well as increases in
non-tax-deductible expense on incentive stock options. During the first quarter of 2007 we utilized
our remaining $2.5 million federal NOLs available at December 31, 2006, and began paying our tax
obligations from operating cash flows.
Critical Accounting Policies
Financial statement preparation requires management to make estimates and judgments that affect the
reported amounts of assets, liabilities, revenue and expenses and disclosure of contingent assets
and liabilities. The accompanying consolidated financial statements are prepared using the same
critical accounting policies discussed in our Annual Report on Form 10-K.
On January 1, 2007 we adopted FIN 48 to account for uncertain tax positions. As discussed in Note 2
and Note 9 to the accompanying consolidated financial statements, adoption of FIN 48 had no impact
on our financial position, results of operations or cash flows. The application of income tax law
is inherently complex. Tax laws and regulations are voluminous and at times ambiguous, and
interpretations of and guidance regarding income tax laws and regulations change over time. This
requires us to make many subjective assumptions and judgments regarding our income tax exposures.
Changes in our assumptions and judgments can materially affect our financial position, results of
operations and cash flows.
15
Liquidity and Capital Resources
Our principal source of cash is from operations. The $8.0 million in cash and short-term
investments at June 30, 2007 was comprised of short-term investments, $4.2 million of which were
not required for operations. At June 30, 2007, cash immediately available for operations was $3.8
million.
We have a $15.0 million unsecured line-of-credit agreement that matures in June 2008 to supplement
daily working capital as needed. Monthly interest-only payments are required on outstanding debt
levels based on a pricing grid, under which the interest rate decreases or increases based on our
ratio of funded debt to earnings before interest, taxes, depreciation and amortization. We can
elect to borrow monies utilizing the Prime Rate or LIBOR, plus an applicable spread. We have a
standby letter of credit to support our closure and post-closure obligation of $4 million that
expires in September 2007. At June 30, 2007, we had a borrowing capacity of $11.0 million after
deducting the outstanding letter of credit, with no borrowings outstanding.
We believe that cash on hand and cash flow from operations, augmented if needed by periodic
borrowings under the line of credit, will be sufficient to meet our cash needs during the next 12
months.
Operating Activities
- For the six months ended June 30, 2007, net cash provided by operating
activities was $11.6 million. This was primarily attributable to net income of $10.0 million,
changes in deferred taxes of $1.5 million, increases in accounts payable and utilization of our
income tax receivable. Partially offsetting these sources of cash were increases in receivables
(net of deferred revenue) of $4.9 million and increases in other assets of $1.3 million. The
increase in net income is discussed above under Results of Operations. During the first six months
of 2007, we fully utilized our federal NOLs and began using cash to pay our tax obligations. The
increase in accounts receivable is directly tied to higher disposal and transportation revenue in
the first half of 2007 as compared to the same period in 2006. Longer billing cycles for our
largest customers contributed to the increase in accounts receivable for the first quarter of 2007,
during which days sales outstanding increased to 72 days as of June 30, 2007 compared to 64 days at
December 31, 2006 and 60 days at June 30, 2006. For the six months ended June 30, 2006, net cash
from operating activities was $9.1 million. This was primarily due to net income of $9.1 million
and changes in deferred taxes of $4.9 million, partially offset by increases in receivables (net of
deferred revenue) of $6.2 million and a decrease in accounts payable and accrued liabilities of
$1.1 million.
Investing Activities
-
For the six months ended June 30, 2007, net cash used in investing
activities was $6.7 million. Significant transactions affecting cash used in investing activities
during the six months ended June 30, 2007 include capital expenditures of $8.6 million. Capital
expenditures were primarily for construction of a new treatment and storage buildings at our
Beatty, Nevada; a new storage building and laboratory at our Robstown, Texas facility; construction
of additional disposal capacity at our Texas facility and equipment purchases for each of our three
hazardous waste facilities.
Partially offsetting cash outflows for capital expenditures were net maturities of short-term
investments totaling $2.0 million. For the six months ended June 30, 2006, net cash used in
investing activities was $8.1 million. During the six months ended June 30, 2006 we invested $10.8
million in capital expenditures, transferred $4.5 million of cash to restricted trust accounts used
as collateral for our closure and post-closure obligations and received $7.2 million of cash from
maturities of short-term investments, net of purchases. Major capital projects in the first six
months of 2006 included the purchase of new railcars, construction of rail transload facilities in
Idaho and Texas and construction of additional disposal capacity at our Texas facility.
Financing Activities
-
For the six months ended June 30, 2007 and 2006, net cash used in financing
activities was $4.9 million and $3.0 million, respectively. This was primarily attributable to
payment of dividends, partially offset by proceeds from stock option exercises and associated tax
benefits related to those exercises.
16
Contractual Obligations and Guarantees
For information on contractual obligations and guarantees, see our 2006 Annual Report on Form
10-K. There have not been any material changes in our contractual obligations and guarantees
during the first six months of 2007, except for the following:
|
|
|
On April 26, 2007 we renewed our lease with the State of Nevada modifying a lease of
real property under which we operate our Beatty, Nevada hazardous waste facility. The
terms of the amendment provide for continuance of the lease as a year-to-year periodic
tenancy until (i) the site reaches full capacity and can no longer accept waste (estimated
at approximately 20 years); (ii) the lease is terminated by us at our option; or (iii) the
lessor terminates the lease in accordance with the violation provisions of the lease. All
other terms of the Lease, including those relating to rents and fees, remain unchanged.
|
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We do not maintain equities, commodities, derivatives or any other instruments for trading or any
other purposes, and do not enter into transactions denominated in currencies other than the U.S.
dollar.
We have minimal interest rate risk on investments or other assets. At June 30, 2007, approximately
$8.0 million was held in cash or short-term investments at terms ranging from overnight to sixty
days. Together, these items earn interest at the rate of approximately 5% per year.
We are exposed to market risks primarily from changes in interest rates. We do not engage in
financial transactions for trading or speculative purposes.
Item 4. Controls and Procedures
Management of the Company, including the Chief Executive Officer and the Chief Financial Officer of
the Company, have evaluated the effectiveness of the Companys disclosure controls and procedures
(as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) as of June 30, 2007. Based on
this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our
disclosure controls and procedures, including the accumulation and communication of disclosures to
the Companys Chief Executive Officer and Chief Financial Officer as appropriate to allow timely
decisions regarding required disclosure, are effective to provide reasonable assurance that
information required to be disclosed by us in the reports that we file or submit under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time
periods specified by the rules and forms of the SEC.
There were no changes in our internal control over financial reporting that occurred during the
most recently completed fiscal quarter that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Cautionary Statement for Purposes of Safe Harbor Provisions of the Private Securities
Litigation Reform Act of 1995
This quarterly report on
Form 10-Q
contains forward-looking statements within the meaning of the
federal securities laws. Statements that are not historical facts, including statements about the
Companys beliefs and expectations, are forward-looking statements. Forward-looking statements
include statements preceded by, followed by or that include the words may, could, would,
should, believe, expect, anticipate, plan, estimate, target, project, intend and
similar expressions. These statements include, among others, statements regarding our financial and
operating results, strategic objectives and means to achieve those objectives, the amount and
timing of capital expenditures, the amount and timing of interest expense, the likelihood of our
success in expanding our business, financing plans, budgets, working capital needs and sources of
liquidity.
Forward-looking statements are only predictions and are not guarantees of performance. These
statements are based on managements beliefs and assumptions, which in turn are based on currently
available information. Important assumptions include, among others, those regarding demand for
Company services, expansion of service offerings geographically or through new service lines, the
timing and cost of planned capital expenditures, competitive conditions and general economic
conditions. These assumptions could prove inaccurate. Forward-looking statements also involve known
and unknown risks and uncertainties, which could cause actual results to differ materially from
those contained in any forward-looking statement. Many of these factors are beyond our ability to
control or predict. Such factors include, but are not limited to, changes in key personnel,
compliance with and changes in applicable laws and regulations, exposure to litigation, access to
insurance and financial assurances, emergence of new technologies, potential loss of major
contracts, access to cost effective transportation services, our ability to meet contractual
commitments, impact of general economic trends on our business, and competition.
17
Except as required by applicable law, including the securities laws of the United States and the
rules and regulations of the SEC, we are under no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise. You
should not place undue reliance on our forward-looking statements. Although we believe that the
expectations reflected in forward-looking statements are reasonable, we cannot guarantee future
results or performance. Before you invest in our common stock, you should be aware that the
occurrence of the events described in the Risk Factors section in Section 1A of Part II Other
Information in this
Form 10-Q
and filed in our Annual Report on
Form 10-K
could harm our business,
prospects, operating results, and financial condition. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we cannot guarantee future results or
performance.
Investors should also be aware that while we do, from time to time, communicate with securities
analysts, it is against our policy to disclose to them any material non-public information or other
confidential commercial information. Accordingly, stockholders should not assume that we agree with
any statement or report issued by any analyst irrespective of the content of the statement or
report. Furthermore, we have a policy against issuing or confirming financial forecasts or
projections issued by others. Thus, to the extent that reports issued by securities analysts
contain any projections, forecasts or opinions, such reports are not the responsibility of American
Ecology Corporation.
Item 1. Legal Proceedings
We are not currently a party to any material pending legal proceedings and are not aware of any
claims that could have a materially adverse effect on our financial position, results of operations
or cash flows.
Item 1A. Risk Factors.
There have been no material changes in our risk factors from those disclosed in Item 1A of Part I
of our Annual Report on Form 10-K for the year ended December 31, 2006.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on May 17, 2007, and transacted the following
business:
1) Election of Directors
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Nominee
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Votes For
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Votes Withheld
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Roy C. Eliff
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17,334,510
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53,795
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Edward F. Heil
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16,947,464
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440,841
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Kenneth C. Leung
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16,550,538
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837,767
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John W. Poling
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17,324,456
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63,849
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Stephen A. Romano
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16,950,382
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437,923
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Richard T. Swope
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17,341,788
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46,517
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At a meeting of the new Board of Directors subsequent to the annual stockholder meeting, the
board appointed Mr. Kenneth C. Leung to serve as Chairman of the Board and made the following
committee appointments:
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Corporate Governance and
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Audit Committee
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Compensation Committee
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Nominating Committee
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John W. Poling, Chairman
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Roy C. Eliff, Chairman
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Richard T. Swope, Chairman
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Roy C. Eliff
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Richard T. Swope
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Edward F. Heil
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Richard T. Swope
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John W. Poling
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John W. Poling
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2)
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Ratification of the Appointment of Moss Adams LLP as Our Independent Registered Public
Accountant
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Votes For
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Votes Against
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Abstentions
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Broker Non-Voted
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17,370,726
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9,877
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7,701
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Item 5. Other Information
The Company has completed the process of evaluating the costs and benefits of the potential
construction of a rail transload facility located in northern New Jersey primarily to service the
Honeywell Jersey City clean-up project. The Company has completed all of the engineering design
plans and received state approvals necessary to develop the proposed New Jersey rail transload
facility. Based on the combined impact of higher than estimated construction and operation costs
for the New Jersey facility and reduced trucking and rail transload costs relating to the eastern
Pennsylvania rail facility that the Company currently utilizes, management has decided to
indefinitely postpone the construction of the New Jersey rail facility. The Company intends to
continue using the Pennsylvania facility for its Honeywell contract and certain other projects. The
Company will continue to evaluate the most cost-effective rail transportation options for future
projects, including a potential New Jersey facility.
Item 6. Exhibits
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10.3
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Lease Agreement between US Ecology Nevada, Inc. and the State of Nevada, amended
April 17, 2006
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31.1
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Certification of CEO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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31.2
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Certification of CFO Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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32
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Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
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SIGNATURE
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.
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American Ecology Corporation
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(Registrant)
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Date: August 6, 2007
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/s/ Jeffrey R. Feeler
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Jeffrey R. Feeler
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Vice President and
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Chief Financial Officer
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19