NCO Group, Inc., a leading provider of business process outsourcing services, announced that during the third quarter of 2006, it reported net income of $11.4 million, or $0.35 per diluted share; including special charges of $3.6 million, net of taxes, or $0.11 per diluted share. This compares to net income of $7.6 million, or $0.24 per diluted share, in the third quarter of 2005; including special charges of $2.2 million, net of taxes, or $0.06 per diluted share.
The special charges are associated with the restructuring of the Company’s legacy operations to streamline the Company’s cost structure, the integration of recent acquisitions, and costs associated with the Company’s proposed merger. The special charges for 2005 also included the impact from Hurricane Katrina. The restructuring charges are included as a separate line item under operating costs and expenses, and the integration, merger, and Hurricane Katrina charges are included in payroll and related expenses, and selling, general and administrative expenses.
NCO is organized into four divisions that include Accounts Receivable Management North America (“ARM North America”), Customer Relationship Management (“CRM”), Portfolio Management, and Accounts Receivable Management International (“ARM International”).
Overall revenue in the third quarter of 2006 was $301.6 million, an increase of 21.0%, or $52.4 million, from revenue of $249.2 million in the third quarter of 2005.
For the third quarter of 2006, ARM North America’s revenue was $205.7 million as compared to $186.8 million in the third quarter of 2005. The increase was primarily attributable to the acquisition of Risk Management Alternatives, Inc. (“RMA”), which was completed on September 12, 2005, and an $8.7 million increase in inter-company revenue from Portfolio Management, which is eliminated in consolidation. During the quarter, this division recorded approximately $3.4 million, net of taxes, of restructuring charges, costs associated with integration of the Company’s recent acquisitions, and merger costs.
For the third quarter of 2006, CRM’s revenue was $62.8 million as compared to $44.9 million in the third quarter of 2005. The increase was primarily attributable to new clients ramping up business during the end of 2005 and during 2006. While these new contracts have allowed this division to expand its revenue base in 2006, the deployment of large numbers of seats on an expedited schedule adversely impacts near-term profitability because the operating expenses are incurred in advance of the revenue growth. Partially offsetting the revenue from new clients in the third quarter of 2006 was the reduction in revenue from a major client where NCO ceased providing certain services when the client exited the consumer long-distance business due to changes in telecommunications laws. During the quarter this division recorded approximately $133,000, net of taxes, of restructuring and integration charges.
For the third quarter of 2006, Portfolio Management’s revenue was $55.3 million compared to $35.1 million in the third quarter of 2005. The increase included additional revenue from portfolio assets acquired as part of two business combinations at the end of the third quarter of 2005. Portfolio Management recorded $13.1 million of revenue during the third quarter of 2006 from the sale of portions of several older portfolios with little or no remaining carrying value, as compared to $2.8 million during the third quarter of 2005.
For the third quarter of 2006, ARM International’s revenue was approximately $8.4 million compared to $3.5 million in the third quarter of 2005. The increase in revenue was primarily attributable to the acquisition of the international operations of RMA. During the quarter this division recorded approximately $80,000, net of taxes, of restructuring and integration charges.
The Company will not host an investor conference call following the earnings release.
On July 21, 2006, the Company entered into a definitive agreement to be acquired by an entity controlled by One Equity Partners and its affiliates (“OEP”) with participation by Michael J. Barrist, Chairman, President and Chief Executive Officer of the Company and certain other members of executive management who will be given an opportunity to participate, pursuant to which NCO shareholders will receive $27.50 per share in cash for each share of NCO common stock they hold. The transaction is expected to be completed in the fourth quarter of 2006, subject to receipt of shareholder approval, closing of the debt financing and customary regulatory approvals as well as the satisfaction of other customary closing conditions.
The Company will hold a special meeting of its shareholders to consider the merger. The meeting will be held at the Philadelphia Marriott West, 111 Crawford Avenue, West Conshohocken, PA on November 9, 2006, at 10:00 a.m., local time, for shareholders of record on October 13, 2006.
Important Additional Information Regarding The Merger Has Been Filed With The SEC In connection with the proposed merger, NCO filed a proxy statement with the Securities and Exchange Commission. SHAREHOLDERS ARE ADVISED TO READ THE PROXY STATEMENT, BECAUSE IT CONTAINS IMPORTANT INFORMATION. Shareholders may obtain a free copy of the proxy statement and other documents filed by NCO at the Securities and Exchange Commission’s Web site at http://www.sec.gov. The proxy statement and such other documents may also be obtained for free from NCO by directing such request to NCO, Attention: Investor Relations, telephone: (215) 441-3000.
NCO and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its shareholders in connection with the proposed merger. Information concerning the interests of NCO’s participants in the solicitation is set forth in NCO’s proxy statements and Annual Reports on Form 10-K, previously filed with the Securities and Exchange Commission, and in the proxy statement relating to the merger.
About NCO Group, Inc.
NCO Group, Inc. is a global provider of business process outsourcing services, primarily focused on accounts receivable management and customer relationship management. NCO provides services through 90 offices in the United States, Canada, the United Kingdom, Australia, India, the Philippines, the Caribbean and Panama.
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