<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[MARK ONE]
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
------- -------
Commission File No. 0-22195
AHL SERVICES, INC.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
GEORGIA 58-2277249
- ------------------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3353 Peachtree Road, NE, Atlanta, GA 30326
- ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 267-2222
------------------
Not Applicable
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 13,553,430 shares on November
11, 1997.
<PAGE> 2
AHL SERVICES, INC.
FORM 10-Q
INDEX
<TABLE>
<CAPTION>
Page No.
-------
PART I FINANCIAL INFORMATION
<S> <C>
ITEM 1. Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets
September 30, 1997 (Unaudited) and December 31, 1996 2
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended September 30, 1997 and 1996 3
Condensed Consolidated Statements of Operations (Unaudited)
Nine Months Ended September 30, 1997 and 1996 4
Condensed Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended September 30, 1997 and 1996 5
Notes to Condensed Consolidated Financial Statements 6
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 8
PART II OTHER INFORMATION AND SIGNATURE
ITEM 6. Exhibits and Reports on Form 8-K 11
SIGNATURE 12
</TABLE>
1
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
AHL SERVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AMOUNTS)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
ASSETS 1997 1996
------------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash $ 2,102 $ 1,842
Accounts receivable, less allowance for doubtful accounts
of $462 and $341 42,877 34,692
Prepaid expenses and other 4,457 4,341
------- -------
Total current assets 49,436 40,875
Property and equipment, net of accumulated depreciation of
$9,585 and $8,308 7,968 5,674
Intangibles, net of accumulated amortization of $664 and $497 14,533 4,141
Other assets 1,400 1,263
------- -------
$73,337 $51,953
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 3,458 $ 4,667
Accrued payroll and other liabilities 20,608 15,413
Current portion of self-insurance reserves 820 640
Income taxes payable 1,268 1,185
Current portion of long-term debt 616 1,617
------- -------
Total current liabilities 26,770 23,522
------- -------
Long-term debt, less current portion 12,013 19,178
------- -------
Self-insurance reserves, less current portion 3,280 2,560
------- -------
Deferred income taxes - 50
------- -------
Redeemable warrant - 706
------- -------
Note payable to shareholder - 528
------- -------
SHAREHOLDERS' EQUITY:
Preferred stock of AHL Services, Inc., no par value;
5,000,000 shares authorized; no shares outstanding - -
Common stock of AHL Services, Inc., $.01 par value;
50,000,000 shares authorized, 10,853,430 and 0 shares issued
and outstanding 109 -
Common stock of Argenbright, $1 par value; 50,000 shares
authorized, 0 and 500 shares issued and outstanding - 1
Common stock of ADI, no par value; 5,000,000 shares
authorized, 0 and 296,868 shares issued and outstanding - -
Paid in capital 21,978 -
Cumulative translation adjustment (88) 74
Retained earnings 9,275 5,952
Due from shareholder - (618)
------- -------
Total shareholders' equity 31,274 5,409
------- -------
$73,337 $51,953
======= =======
</TABLE>
The accompanying notes are an integral part of these condensed
consolidated financial statements.
2
<PAGE> 4
AHL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SEPTEMBER 30,
--------------------------------
1997 1996
---- ----
<S> <C> <C>
Revenues $ 72,369 $ 57,320
-------- --------
Operating expenses:
Cost of services 53,242 42,453
Field operating 11,880 10,193
Corporate general and administrative 4,041 2,708
-------- --------
Total operating expenses 69,163 55,354
-------- --------
Operating income 3,206 1,966
Interest expense, net 177 549
Other (income), net (201) (81)
-------- --------
Income before income taxes 3,230 1,498
Income tax provision 1,210 599
-------- --------
Net income $ 2,020 $ 899
======== ========
Net income per common and common equivalent shares $ 0.18 $ 0.11
======== ========
Weighted average common and common equivalent shares 11,188 8,557
======== ========
</TABLE>
The accompanying notes are an integral part of these condensed
consolidated financial statements.
3
<PAGE> 5
AHL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------
1997 1996
---- ----
<S> <C> <C>
Revenues $ 196,563 $ 150,482
--------- ---------
Operating expenses:
Cost of services 146,011 111,336
Field operating 32,146 26,873
Corporate general and administrative 11,144 8,420
--------- ---------
Total operating expenses 189,301 146,629
--------- ---------
Operating income 7,262 3,853
Interest expense, net 995 1,159
Other (income), net (443) (219)
--------- ---------
Income before income taxes and extraordinary items 6,710 2,913
Income tax provision 2,585 1,165
--------- ---------
Income before extraordinary items 4,125 1,748
Extraordinary items, net of taxes of $257 (385) --
--------- ---------
Net income $ 3,740 $ 1,748
========= =========
Income before extraordinary items per common and
common equivalent shares $ 0.40 $ 0.20
Extraordinary items per common and common equivalent
shares (0.04) --
--------- ---------
Net income per common and common equivalent shares $ 0.36 $ 0.20
========= =========
Weighted average common and common equivalent shares 10,331 8,557
========= =========
</TABLE>
The accompanying notes are an integral part of these condensed
consolidated financial statements.
4
<PAGE> 6
AHL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------
1997 1996
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 3,740 $ 1,748
Adjustments to reconcile net income to net cash provided by
(used for) operating activities:
Extraordinary items 385 --
Depreciation and amortization 4,099 2,294
Gain on sale of subsidiary -- (81)
Gain on sales of property and equipment (119) --
Changes in working capital, net (6,316) (4,382)
--------- ---------
Net cash provided by (used for) operating activities 1,789 (421)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions (10,768) (3,655)
Purchases of property and equipment (1,933) (1,103)
Sales of property and equipment 440 --
Other activities, net (32) --
--------- ---------
Net cash used in investing activities (12,293) (4,758)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from (repayment of) long-term debt, net (6,298) 3,748
Repayments of line of credit (80,580) (99,757)
Borrowings under line of credit 75,500 102,021
Repayment of note from shareholder 964 --
Proceeds from IPO 23,250 --
Expenses of IPO (1,247) --
Repurchase of outstanding warrants (750) --
Other activities, net -- (338)
--------- ---------
Net cash provided by financing activities 10,839 5,674
--------- ---------
Effect of exchange rates on cash (75) 21
--------- ---------
Net change in cash 260 516
Cash at beginning of period 1,842 1,169
--------- ---------
Cash at end of period $ 2,102 $ 1,685
========= =========
CASH PAID DURING THE PERIOD FOR:
Interest $ 989 $ 1,159
========= =========
Income taxes $ 1,952 $ 2,406
========= =========
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Equipment purchases under capital lease obligations $ 472 $ 209
========= =========
Contribution of real estate $ 1,637 $ --
========= =========
Forgiveness of note payable to shareholder $ 528 $ --
========= =========
Assumption of real estate debt $ (2,532) $ --
========= =========
</TABLE>
The accompanying notes are an integral part of these
condensed consolidated financial statements.
5
<PAGE> 7
AHL SERVICES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
(UNAUDITED)
1. SUMMARY OF PRESENTATION - The condensed consolidated financial statements
included herein have been prepared by the Company, without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes that the disclosures
are adequate to make the information not misleading. In the opinion of
management, the condensed consolidated financial statements contain all
adjustments necessary to present fairly the financial position of the
Company as of September 30, 1997, the results of its operations for the
three and nine months ended September 30, 1997 and 1996, respectively, and
the results of its cash flows for the nine months ended September 30, 1997
and 1996. All such adjustments are of a normal recurring nature. The
results of operations for the three and nine months ended September 30,
1997 are not necessarily indicative of the results to be expected for the
year ended December 31, 1997. For further information, refer to the
consolidated financial statements and footnotes thereto for the fiscal
year ended December 31, 1996 included in the Company's prospectus dated
October 30, 1997.
2. INITIAL PUBLIC OFFERING AND REORGANIZATION - On April 2, 1997, the Company
completed an initial public offering (the "Offering" or "IPO") of its
common stock. In connection with the Offering and effective February 1,
1997, Mr. Argenbright contributed all of the outstanding shares of common
stock of Argenbright Holdings Limited ("Argenbright") and The ADI Group
Limited ("ADI") to AHL Services, Inc. ("AHL"). In addition to the
contribution of the shares of Argenbright and ADI to AHL, Mr. Argenbright
contributed certain real estate, a portion of which was previously rented
by the Company (with the Company assuming the related mortgage debt) and a
note with a balance of $528,000 payable by the Company to Mr. Argenbright
(collectively the "Reorganization"). All of these transactions were
brought forward at historical values. Effective with the Reorganization
and prior to completion of the Offering, the capital structure of AHL
consisted of 50,000,000 shares authorized, 8,353,430 shares issued and
outstanding, of $.01 par value common stock and 5,000,000 shares
authorized, 0 shares issued and outstanding, of no par value preferred
stock. All references to outstanding shares of common stock give effect to
the revised capital structure.
3. ACQUISITION ACTIVITY - On September 2, 1997, the Company acquired Lloyd
Creative Staffing of Chicago ("Lloyd"). Lloyd, which had annual revenues
of approximately $15 million for the twelve month period ended August 31,
1997, is primarily focused on providing staffing for light industrial and
warehouse "pick and pack" operations.
On June 2, 1997, the Company acquired the commercial security business of
USA Security Services, Inc. ("USA Security"), based in Hackensack, New
Jersey. The annual revenues of USA Security for the twelve month period
ended May 31, 1997 was approximately $8.6 million.
On May 1, 1997, the Company acquired the assets of Executive Aircraft
Services ("EAS"), an operation of British Airways at London's Heathrow
Airport. EAS provides ground handling and passenger services for
non-commercial aircraft. The annual revenues of EAS for the twelve month
period ended April 30, 1997 was approximately $2.3 million.
6
<PAGE> 8
AHL SERVICES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
The acquisitions above were accounted for using the purchase method of
accounting. As a result, the purchase prices have been allocated to the
assets acquired, including intangibles, based on their respective fair
values.
4. SUBSEQUENT EVENTS - On October 30, 1997, the Company completed a secondary
offering of 2,700,000 shares of common stock at $16.00 per share.
On November 1, 1997, the Company acquired RightSide Up, Inc., a
California-based company that provides order fulfillment services
principally for clients in the entertainment industry. The company had
revenues of approximately $6.2 million for the twelve month period ended
August 31, 1997.
On October 20, 1997, the Company signed a Letter of Intent to acquire a
Chicago-based light industrial staffing company with 1996 revenues of
approximately $6.5 million. The Company expects to complete the
transaction by year end, however, there can be no assurances that a
definitive purchase agreement will be executed or that the acquisition
will be consummated.
7
<PAGE> 9
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations
Operating Results - Three Months Ended September 30, 1997 and 1996
Revenues increased $15.1 million, or 26%, to $72.4 million in the third quarter
of 1997 from $57.3 million in the third quarter of 1996. Of this increase,
approximately $4.7 million was attributable to the September 1997, June 1997,
and May 1997, respectively, Lloyd, USA Security and EAS acquisitions. The
remaining increase was a result of entering into contracts to provide services
to new clients and as a result of providing additional services to existing
clients.
Cost of services represents the direct costs attributable to a specific
contract, predominantly wages and related benefits, as well as certain related
expenses such as workers' compensation and other direct labor related expenses.
Cost of services increased $10.8 million, or 25%, to $53.2 million in the third
quarter of 1997 from $42.5 million in the third quarter of 1996. As a percentage
of revenues, cost of services decreased to 73.6% in the third quarter of 1997
from 74.1% in the third quarter of 1996.
Field operating expenses represent expenses which directly support field
operations, such as each district's management, facilities expenses (such as
rent, communication costs and taxes), employee uniforms, equipment leasing,
depreciation and maintenance, local sales and marketing activities and
acquisition related goodwill. These expenses increased $1.7 million, or 17%, to
$11.9 million in the third quarter of 1997 from $10.2 million in the third
quarter of 1996. As a percentage of revenues, field operating expenses decreased
to 16.4% in the third quarter of 1997 from 17.8% in the third quarter of 1996.
This percentage decrease was primarily attributable to better leveraging of
existing field operations and the termination in 1996 of the Company's Florida
transportation operations which had significant field operating expenses.
Corporate general and administrative expenses, which includes the cost of
services the Company provides to support and manage its field activities,
increased $1.3 million, or 49%, to $4.0 million in the third quarter of 1997
from $2.7 million in the third quarter of 1996. As a percentage of revenues,
these expenses increased to 5.6% in the third quarter of 1997 from 4.7% in the
third quarter of 1996. This percentage increase was primarily due to the
strengthening of corporate management personnel during 1997.
Operating income increased $1.2 million, or 63%, to $3.2 million in the third
quarter of 1997 from $2.0 million in the third quarter of 1996. As a percentage
of revenues, operating income improved to 4.4% in the third quarter of 1997 from
3.4% in the third quarter of 1996.
Interest expense, net, decreased $372,000, or 68%, to $177,000 in the third
quarter of 1997 from $549,000 in the third quarter of 1996. Third quarter 1997
interest expense decreased due to the repayment of the Company's outstanding
working capital debt with the proceeds from the Company's IPO.
Income tax provision increased $611,000 or 102%, to $1.2 million in the third
quarter of 1997 from $599,000 in the third quarter of 1996. The Company provided
income taxes at an estimated rate of 38% in the third quarter of 1997 as
compared to 40% in the third quarter of 1996. This decrease was due to a
reduction in the effective tax rate in the United Kingdom.
Net income increased $1.1 million, or 125%, to $2.0 million, or 2.8% of
revenues, in the third quarter of 1997 from net income of $899,000, or 1.6% of
revenues, in the third quarter of 1996.
Operating Results - Nine Months Ended September 30, 1997 and 1996
Revenues increased $46.1 million, or 31%, to $196.6 million in the nine months
ended September 30, 1997 from $150.5 million in the nine months ended September
30, 1996. Of this increase, approximately $6.3 million was attributable to the
July, 1996 Intersec acquisition and $5.9 million was attributable to the
September 1997, June 1997 and May 1997, respectively, Lloyd, USA Security and
EAS acquisitions. The remaining increase was a result of entering into contracts
to provide services to new clients and as a result of providing additional
services to existing clients.
8
<PAGE> 10
Cost of services represents the direct costs attributable to a specific
contract, predominantly wages and related benefits, as well as certain related
expenses such as workers' compensation and other direct labor related expenses.
Cost of services increased $34.7 million, or 31%, to $146.0 million in the nine
months ended September 30, 1997 from $111.3 million in the nine months ended
September 30, 1996. As a percentage of revenues, cost of services increased to
74.3% in the nine months ended September 30, 1997 from 74.0% in the nine months
ended September 30, 1996. This percentage increase was primarily attributable to
a change in business mix due to the termination in 1996 of the Company's Florida
transportation operations which had a high gross margin but generated operating
losses.
Field operating expenses represent expenses which directly support field
operations, such as each district's management, facilities expenses (such as
rent, communication costs and taxes), employee uniforms, equipment leasing,
depreciation and maintenance, local sales and marketing activities and
acquisition related goodwill. These expenses increased $5.2 million, or 20%, to
$32.1 million in the nine months ended September 30, 1997 from $26.9 million in
the nine months ended September 30, 1996. As a percentage of revenues, field
operating expenses decreased to 16.4% in the nine months ended September 30,
1997 from 17.9% in the nine months ended September 30, 1996. This percentage
decrease was primarily attributable to the better leveraging of existing field
operations and termination of the Company's Florida transportation operations
which had significant field operating expenses.
Corporate general and administrative expenses, which includes the cost of
services the Company provides to support and manage its field activities,
increased $2.7 million, or 32%, to $11.1 million in the nine months ended
September 30, 1997 from $8.4 million in the nine months ended September 30,
1996. As a percentage of revenues, these expenses remained relatively constant
at 5.7% in the nine months ended September 30, 1997 as compared to 5.6% in the
nine months ended September 30, 1996.
Operating income increased $3.4 million, or 89%, to $7.3 million in the nine
months ended September 30, 1997 from $3.9 million in the nine months ended
September 30, 1996. As a percentage of revenues, operating income improved to
3.7% in the nine months ended September 30, 1997 from 2.6% in the nine months
ended September 30, 1996.
Interest expense, net, decreased $164,000, or 14%, to $1.0 million in the nine
months ended September 30, 1997 from $1.2 million in the nine months ended
September 30, 1996. Interest expense for the nine months ended September 30,
1997 decreased due to the use of the IPO proceeds to repay the Company's
outstanding working capital debt in 1997.
Income tax provision increased $1.4 million, or 122%, to $2.6 million in the
nine months ended September 30, 1997 from $1.2 million in the nine months ended
September 30, 1996. The Company provided income taxes at an estimated rate of
39% in 1997 and 40% in 1996.
Income before extraordinary items for the nine months ended September 30, 1997
increased $2.4 million, or 136%, to $4.1 million, or 2.1% of revenues, from $1.8
million, or 1.2% of revenues, for the nine months ended September 30, 1996.
The Company expensed extraordinary items during the second quarter of 1997 of
$642,000, net of taxes of $257,000. The extraordinary items consisted of the
write-off of unamortized loan origination costs and debt discount.
Net income increased $2.0 million, or 114%, to $3.7 million, or 1.9% of
revenues, in the nine months ended September 30, 1997 from $1.8 million, or 1.2%
of revenues, in the nine months ended September 30, 1996.
9
<PAGE> 11
Liquidity and Capital Resources
Cash provided by operating activities was $1.8 million for the nine months ended
September 30, 1997 compared to a use of cash of $421,000 for the nine months
ended September 30, 1996. This increase was the result of the increase of $4.2
million in net income before depreciation and amortization and extraordinary
items offset by $1.9 million of changes in working capital due to increases in
accounts receivable as a result of the increase in revenues from internal
growth, acquisitions and the timing of payments of accounts payable and accrued
expenses. Cash used in investing activities for the nine months ended September
30, 1997 was $12.3 million compared to $4.8 million for the nine months ended
September 30, 1996, principally as a result of the acquisitions of Lloyd, USA
Security and EAS in 1997. Cash provided by financing activities for the nine
months ended September 30, 1997 was $10.8 million compared to $5.7 million for
the nine months ended September 30, 1996. The increase in cash in the nine
months ended September 30, 1997, was principally the result of proceeds from the
IPO, net of expenses, of $22.0 million offset by net payments of debt of $11.4
million. The increase in cash in the nine months ended September 30, 1996 was
principally the result of borrowings related to the Intersec acquisition.
Capital expenditures were approximately $1.9 million for the nine months ended
September 30, 1997 compared to $1.1 million for the nine months ended September
30, 1996. Historically, capital expenditures have been, and future expenditures
are anticipated to be, primarily to support expansion of the Company's
operations and management information systems. Capital expenditures for 1997
include amounts used for purchasing transportation equipment which had been
leased under operating leases prior to the IPO.
The Company completed it's initial public offering of common stock on April 2,
1997 raising net proceeds after expenses of approximately $22.0 million. These
proceeds were used to repay all outstanding amounts under the Company's credit
facility, to repurchase an outstanding warrant and to retire other outstanding
acquisition related debt. Following the IPO, interest expense was substantially
reduced and warrant amortization ceased. Effective May 2, 1997, the Company
increased the size of its credit facility to $35 million. There was $8.4 million
outstanding under the credit facility at September 30, 1997.
The Company completed the follow-on offering of 2.7 million shares of common
stock at a price of $16.00 per share on October 30, 1997. The Company used the
net proceeds of the offering to repay outstanding bank debt incurred for the
Lloyd, USA Security and EAS acquisitions with the balance being for general
corporate purposes, including working capital to support the Company's growth
and future acquisitions.
The Company believes that funds generated from operations, together with
existing cash, the net proceeds from the IPO and secondary offering, and
borrowings under the credit facility, will be sufficient to finance its current
operations, planned capital expenditures and internal growth for at least the
next several years.
10
<PAGE> 12
AHL SERVICES, INC.
PART II - OTHER INFORMATION AND SIGNATURE
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits:
<TABLE>
<CAPTION>
Exhibit Number Description
-------------- -----------
<S> <C>
11 Computation of Earnings Per Share
27 Financial Data Schedule (For SEC
Filing Purposes Only)
</TABLE>
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the quarter ended
September 30, 1997.
11
<PAGE> 13
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.
AHL SERVICES, INC.
(REGISTRANT)
Date: November 12, 1997 By: /s/ DAVID L. GAMSEY
-------------------------------------
David L. Gamsey
Vice President and Chief Financial
Officer (On behalf of the Registrant
and as Chief Accounting Officer)
12
<PAGE> 1
EXHIBIT 11
AHL SERVICES, INC.
COMPUTATION OF EARNINGS PER SHARE
(IN THOUSANDS, EXCEPT PER-SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------------- -------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Income Applicable to Common Stock
Income before extraordinary items $ 2,020 $ 899 $ 4,125 $ 1,748
Extraordinary items, net of taxes - - (385) -
-------- ------- ------- -------
Net income $ 2,020 $ 899 $ 3,740 $ 1,748
======== ======= ======= =======
Weighted Average Shares
Common shares 10,853 8,353 10,075 8,353
Common share equivalents applicable to
stock options and warrants outstanding 335 204 256 204
-------- ------- ------- -------
Weighted average common and common
equivalent shares outstanding during
the period 11,188 8,557 10,331 8,557
======== ======= ======= =======
Per Share Amount
Income before extraordinary items $ 0.18 $ 0.10 $ 0.40 $ 0.20
Extraordinary items, net of taxes - - (.04) -
-------- ------- ------- -------
Net income $ 0.18 $ 0.10 $ 0.36 $ 0.20
======== ======= ======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM AHL
SERVICES, INC. CONDENSED CONSOLIDATED BALANCE SHEET AT SEPTEMBER 30, 1997 AND
THE CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 2,102
<SECURITIES> 0
<RECEIVABLES> 43,339
<ALLOWANCES> 462
<INVENTORY> 0
<CURRENT-ASSETS> 49,436
<PP&E> 17,553
<DEPRECIATION> 9,585
<TOTAL-ASSETS> 73,337
<CURRENT-LIABILITIES> 26,770
<BONDS> 12,013
0
0
<COMMON> 109
<OTHER-SE> 31,165
<TOTAL-LIABILITY-AND-EQUITY> 73,337
<SALES> 196,563
<TOTAL-REVENUES> 196,563
<CGS> 146,011
<TOTAL-COSTS> 146,011
<OTHER-EXPENSES> 43,290
<LOSS-PROVISION> 102
<INTEREST-EXPENSE> 995
<INCOME-PRETAX> 6,710
<INCOME-TAX> 2,585
<INCOME-CONTINUING> 4,125
<DISCONTINUED> 0
<EXTRAORDINARY> 385
<CHANGES> 0
<NET-INCOME> 3,740
<EPS-PRIMARY> .36
<EPS-DILUTED> .36
</TABLE>
