<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
|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
Commission file number 0-8664
Circle International Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 94-1740320
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
260 Townsend Street,
San Francisco, California 94107
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 978-0600
(Former name, former address and former fiscal year if changed from 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 __
At November 14, 1997 the number of shares outstanding of the registrant's common
stock was 16,197,933.
<PAGE> 2
TABLE OF CONTENTS
-----------------
Part I. Financial Information Page
- ------ --------------------- ----
Item 1. Financial Statements:
------
Condensed Consolidated Income Statements
for the three and nine months ended
September 30, 1997 and 1996 3
Condensed Consolidated Balance Sheets,
September 30, 1997 and December 31, 1996 4
Condensed Consolidated Statements of
Cash Flows for the 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 9
Part II. Other Information
- ------- -----------------
Item 6. Exhibits and Reports on Form 8-K 12
------
<PAGE> 3
I. FINANCIAL INFORMATION
- ------------------------
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
-----------------------------------------------------
CONDENSED CONSOLIDATED INCOME STATEMENTS
(unaudited, in thousands, except per share amounts)
Three Months Ended Nine Months Ended
September 30 September 30
------------ ------------
1997 1996 1997 1996
------ ------ ------ ------
<S> <C> <C> <C> <C>
Revenue $ 169,564 $ 155,498 $ 486,845 $ 434,120
Freight consolidation
costs 103,670 91,435 294,415 254,829
--------- --------- --------- ---------
Net revenue 65,894 64,063 192,430 179,291
--------- --------- --------- ---------
Other costs and expenses:
Salaries and related 33,794 33,918 100,733 97,565
Operating, selling and
administrative 23,274 21,547 68,131 60,641
--------- --------- --------- ---------
Total other costs and
expenses 57,068 55,465 168,864 158,206
--------- --------- --------- ---------
Income from operations 8,826 8,598 23,566 21,085
Other income/(expense):
Interest, net 363 339 305 1,403
Income from affiliates 1,525 428 3,926 1,084
Other, net 296 192 772 936
--------- --------- --------- ---------
Total other income/(expense) 2,184 959 5,003 3,423
Income before taxes
on income 11,010 9,557 28,569 24,508
Taxes on income 3,958 3,629 10,296 9,460
--------- --------- --------- ---------
Net income $ 7,052 $ 5,928 $ 18,273 $ 15,048
========= ========= ========= =========
Net income per share $ .44 $ .37 $ 1.14 $ .95
========= ========= ========= =========
Dividends declared
per share $ - $ - $ . 135 $ .12
========= ========= ========= =========
Weighted average shares
outstanding 16,090 15,879 16,011 15,904
========= ========= ========= =========
</TABLE>
[FN]
See Notes to Condensed Consolidated Financial Statements
<PAGE> 4
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
-----------------------------------------------------
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands, except share and per share amounts)
September 30 December 31
1997 1996
-------------- -------------
<S> <C> <C>
ASSETS
------
Current assets:
Cash and equivalents $ 37,572 $ 31,522
Short-term investments 13,893 6,469
Trade receivables, less allowance
for doubtful accounts (1997,$6,903;
1996, $4,970) 187,645 196,070
Other receivables 5,878 5,616
Other current assets 12,089 8,993
-------------- -------------
Total current assets 257,077 248,670
Property 138,709 139,513
Less accumulated depreciation (63,833) (62,171)
-------------- -------------
Property-net 74,876 77,342
Marketable securities
available for sale 1,067 7,799
Investments in unconsolidated
affiliates 38,384 34,489
Goodwill and other assets 23,810 25,030
-------------- -------------
Total assets $ 395,214 $ 393,330
============== =============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Notes payable to banks $ 2,906 $ 7,731
Trade payables 129,155 134,272
Accrued salaries and related costs 10,559 11,723
Income taxes payable 4,620 6,082
Other liabilities 15,118 17,196
-------------- -------------
Total current liabilities 162,358 177,004
Deferred income taxes 12,764 5,619
Long-term notes payable 23,045 28,963
Commitments and contingencies - -
Stockholders' equity:
Preferred stock, $1 par: shares
authorized, 1,000,000;
None issued or outstanding
Common stock, $1 par: shares
authorized, 40,000,000;
Shares issued and outstanding:
September 30, 1997, 16,179,058;
December 31, 1996, 16,392,848 27,292 22,627
Treasury Stock, at cost:
December 31,1996, 500,000 shares - (8,947)
Retained earnings 181,137 173,224
Unrealized change in value of
marketable securities (22) (407)
Cumulative translation adjustments (11,360) (4,753)
-------------- -------------
Total stockholders' equity 197,047 181,744
-------------- -------------
Total liabilities and stockholders' equity $ 395,214 $ 393,330
============== =============
See Notes to Condensed Consolidated Financial Statements
</TABLE>
[FN]
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
Nine Months Ended
September 30
------------------------------
1997 1996
---------- ----------
<S> <C> <C>
Operating activities:
Net income 18,273 $ 15,048
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 8,873 8,114
Gains on sales of assets (684) (473)
Deferred income taxes 6,896 (752)
Equity in earnings of affiliates (3,293) (305)
Net effect of changes in working
capital 1,040 1,466
---------- ----------
Net cash provided by operating activities 31,105 23,098
---------- ----------
Investing activities:
Capital expenditures (10,233) (15,389)
Proceeds from sales of marketable
securities available for sale 6,660 29,225
Proceeds from sales/(purchases) of
short term investments, net (6,926) 9,725
Proceeds from sales of fixed assets 1,461 2,179
Acquisitions of businesses (1,942) (41,267)
Other (62) (232)
---------- ----------
Net cash used in investing activities (11,042) (15,759)
Financing activities:
Repayment of long term notes payable - net (5,918) (820)
Increase/(decrease) in notes payable to banks (4,825) 13,373
Payments of dividends (4,399) (3,729)
Purchases of treasury stock - (3,353)
Proceeds from exercise of stock options 4,161 1,007
---------- ----------
Net cash provided/(used) by financing activities (10,981) 6,478
Effect of exchange rate changes on cash (3,032) (385)
---------- ----------
Increase in cash and equivalents 6,050 13,432
Cash and equivalents at beginning of period 31,522 22,439
---------- ----------
Cash and equivalents at end of period $ 37,572 $ 35,871
========== ==========
</TABLE>
[FN]
See Notes to Condensed Consolidated Financial Statements
<PAGE> 6
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
(unaudited)
Note 1 - General
In the opinion of management, the accompanying unaudited condensed
consolidated financial statements include all adjustments
(which include only normal recurring accruals) necessary to present
fairly the financial position as of September 30,1997 and the results
of operations and cash flows for the periods presented in conformity
with generally accepted accounting principles. It is suggested that
these unaudited condensed consolidated financial statements be read
in conjunction with the audited consolidated financial statements
and notes thereto included in the Circle International Group, Inc.
1996 Annual Report to Stockholders incorporated by reference in
the Company's 1996 Form 10-K, and Management's Discussion and
Analysis of Financial Condition and Results of Operations included
elsewhere in this Form 10-Q.
Certain 1996 amounts have been reclassified to conform to the
1997 presentation.
Note 2 - Federal Tax Litigation
The Company has been in discussions with the Internal Revenue
Service with respect to federal income tax refunds relating
to 1992 write-offs and prior period adjustments. All agreements
with regard to these refunds have been finalized. The Company
has received an initial income tax refund of $4.0 million related
to 1992 and will receive further refunds related to other years.
Any differences between the recoveries expected by the Company
and the actual tax refund received will be offset by interest
receivable from the Internal Revenue Service.
The Internal Revenue Service originally issued a notice of
proposed deficiency with respect to the years 1988 and 1989 in
the amount of $9.9 million. The Company agreed with some adjustments
and filed a protest with respect to the remaining unagreed issues.
Settlement negotiations with the Internal Revenue Service appeals office
were concluded earlier this year and the Company agreed to adjustments
that would result in a net deficiency in tax of $0.2 million. The refund
resulting from the settlement with respect to the years 1986 and 1987 as
described below will offset this deficiency. Final settlement of this
matter is anticipated during the fourth quarter of 1997.
The Internal Revenue Service originally issued a notice of
proposed deficiency with respect to the years 1986 and 1987 in
the amount of $7.9 million. The Company subsequently filed a
petition in the U. S. Tax Court contesting all of the asserted
deficiency, and made a partial payment of tax. Although settlement
negotiations were concluded, the matter was being held in abeyance
pending the resolution of the Company's refund proposal arising
out of its 1992 write-offs and prior period adjustments. Since
these issues have now been finalized, the Company has petitioned
the court for a final settlement. The Company is entitled to
receive a net refund of $0.5 million that will be offset by the
deficiency resulting from the settlement with respect to the years
1988 and 1989 as described above. It is expected that this refund
will be received in the fourth quarter of 1997.
<PAGE> 7
Note 3 - Business Segment Information
The Company operates in the international logistics industry, which
encompasses air freight forwarding, ocean freight forwarding, customs
brokerage and other value added logistics services. Certain information
regarding the Company's operations by region is summarized as follows:
<TABLE>
<CAPTION>
Europe & Elimi- Consol-
Americas Middle East Asia Pacific Corporate nations idated
-------- ----------- ------------ --------- ------- --------
(in thousands)
<S> <C> <C> <C> <C> <C> <C>
Three months ended September 30, 1997:
Revenue from
customers $ 91,191 $ 35,686 $ 42,687 $ 0 $ 0 $ 169,564
Transfers
between
regions 2,618 948 2,173 0 (5,739) 0
-------- ----------- ------------ --------- ------- --------
Total revenue $ 93,809 $ 36,634 $ 44,860 $ 0 $(5,739) $ 169,564
======== =========== ============ ========= ======= ========
Net revenue $ 35,846 $ 17,524 $ 12,524 $ 0 $ 0 $ 65,894
======== =========== ============ ========= ======= ========
Income (loss) from
operations $ 5,859 $ 2,230 $ 2,531 $(1,794) $ 0 $ 8,826
======== =========== ============ ========= ======= ========
Three months ended September 30, 1996:
Revenue from
customers $ 92,999 $ 33,836 $ 28,663 $ 0 $ 0 $ 155,498
Transfers
between
regions 1,911 829 1,307 0 (4,047) 0
-------- ----------- ------------ --------- ------- --------
Total revenue $ 94,910 $ 34,665 $ 29,970 $ 0 $(4,047) $ 155,498
======== =========== ============ ========= ======= ========
Net revenue $ 35,691 $ 17,455 $ 10,917 $ 0 $ 0 $ 64,063
======== =========== ============ ========= ======= ========
Income (loss)
from operations $ 4,529 $ 2,784 $ 2,254 $ (969) $ 0 $ 8,598
======== =========== ============ ========= ======= ========
Nine months ended September 30, 1997:
Revenue from
customers $272,116 $103,382 $ 111,347 $ 0 $ 0 $ 486,845
Transfers
between
regions 6,080 3,211 5,567 0 (14,858) 0
-------- ----------- ------------ --------- ------- --------
Total revenue $278,196 $106,593 $ 116,914 $ 0 $(14,858) $ 486,845
======== =========== ============ ========= ======= ========
Net revenue $105,165 $ 51,818 $ 35,447 $ 0 $ 0 $ 192,430
======== =========== ============ ========= ======= ========
Income (loss)
from operations $ 15,063 $ 7,344 $ 6,633 $(5,474) $ 0 $ 23,566
======== =========== ============ ========= ======= ========
Nine months ended September 30, 1996:
Revenue from
customers $255,205 $101,061 $ 77,854 $ 0 $ 0 $ 434,120
Transfers
between
regions 4,262 2,338 3,579 0 (10,179) 0
-------- ----------- ------------ --------- ------- --------
Total revenue $ 259,467 $103,399 $ 81,433 $ 0 $(10,179) $ 434,120
======== =========== ============ ========= ======= ========
Net revenue $ 97,918 $ 51,183 $ 30,190 $ 0 $ 0 $ 179,291
======== =========== ============ ========= ======= ========
Income (loss)
from operations$ 12,781 $ 7,512 $ 5,271 $(4,479) $ 0 $ 21,085
======== =========== ============ ========= ======= ========
</TABLE>
Revenue from transfers between regions represents approximate
amounts that would be charged if the services were provided by
an unaffiliated company. Total regional revenue is reconciled
with total consolidated revenue by eliminating inter-regional
revenue. Regional income (loss) from operations excludes
overhead charges.
Prior period amounts have been reclassified to conform to the
1997 presentation due to the realignment of geographic regions
to correspond to a management reorganization and the transfer
of certain corporate overhead expenses being recognized as part
of local operating expenses effective January 1, 1997.
<PAGE> 8
Note 4 - New Accounting Standards
In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 128
(SFAS No. 128) Earnings Per Share, which specifies the
computations for basic and fully dilutive earnings per
share (EPS) and requires dual presentation of basic and
diluted EPS on the face of the income statement. SFAS
No. 128 is effective for financial statements issued for periods
ending after December 15, 1997. The adoption of SFAS No. 128
will not have a material effect on the Company's EPS. The pro
forma effect of computing basic and diluted EPS does not differ
materially from the EPS presently stated.
In June 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 130
(SFAS No. 130) Reporting Comprehensive Income, which requires
that an enterprise report, by major components and as a single
total, the change in its net assets during the period from
non-owner sources; and No. 131 (SFAS No. 131) Disclosures about
Segments of an Enterprise, which established annual and interim
reporting standards for an enterprise's operating segments and
related disclosures about its products, services, geographic
areas, and major customers. Adoption of these statements will
not impact the Company's consolidated financial position, results
of operations or cash flows, and any effect will be limited to
the form and content of its disclosures. Both statements are
effective for fiscal years beginning after December 15, 1997,
with earlier application permitted.
Note 5 Retirement of Treasury Stock
In July 1997, the Company's Board of Directors retired all
500,000 shares of common stock held as treasury stock with
these shares returned to the status of authorized but unissued
shares. As a result, the $8.9 million value assigned to
treasury stock has been eliminated with a corresponding
decrease in common stock and retained earnings.
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Except for historical information contained herein, the
matters set forth in this release are forward-looking
statements that are dependent on certain risks and
uncertainties including but not limited to such factors
as market demand, risks associated with operations outside
of the U.S. including currency fluctuations, information
technology uncertainties, changing economic conditions including
international laws, the concentration of business towards large
accounts, the effect of the Company's accounting policies, and
other risk factors detailed in the Company's SEC filings.
The Company's principal services are international air freight
forwarding, ocean freight forwarding, and customs brokerage and
other value added logistics services. The following table shows
the revenue and net revenue, in dollars and percentages,
attributable to the Company's principal services during the
periods indicated. Revenue for air freight and ocean freight
consolidations (indirect shipments) includes the cost of such
freight, whereas net revenue does not. Revenue for air
freight and ocean freight agency or direct shipments, customs
brokerage and import services, includes only the fees or
commissions for these services. A comparison of net revenue
best measures the relative importance of the Company's principal
services.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
--------------------------- ---------------------------
1997 1996 1997 1996
---- ---- ---- ----
(dollars in thousands)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Revenue
- -------
Air freight forwarding $110,925 65% $ 99,544 64% $313,133 64% $274,227 63%
Ocean freight forwarding 27,202 16% 25,707 17% 81,446 17% 75,548 18%
Customs brokerage and other 31,437 19% 30,247 19% 92,266 19% 84,345 19%
------------- ------------- -------------- -------------
$169,564 100% $155,498 100% $486,845 100% $434,120 100%
============= ============= ============== =============
Net Revenue
Air freight forwarding $ 25,012 38% $ 24,832 39% $ 72,614 38% $ 69,444 39%
Ocean freight forwarding 9,445 14% 8,984 14% 27,550 14% 25,502 14%
Customs brokerage and other 31,437 48% 30,247 47% 92,266 48% 84,345 47%
------------- ------------- -------------- -------------
$ 65,894 100% $ 64,063 100% $192,430 100% $179,291 100%
============= ============= ============== =============
</TABLE>
Results of Operations
- ---------------------
Three Months ended September 30, 1997 Vs 1996:
Revenue increased in 1997 by 9% to $169.6 million from $155.5
million reported in 1996. Net revenue, which represents revenue
less freight consolidation costs, was up 3% to $65.9 million compared
to $64.1 million in the third quarter of 1996. The increase in net
revenue for the quarter included a negative foreign exchange effect
of approximately $2.1 million or 3% resulting from a stronger U.S.
Dollar when converting foreign currency net revenues into U.S.
Dollars for financial reporting purposes. Net income rose 19% to
$7.1 million as compared to $5.9 million in the three months of 1996.
<PAGE> 10
Air freight revenue increased 11% or $11.4 million over the
prior year with growth from the Asian operations and from the
Europe and Middle East region. The increased number of
consolidation export shipments and total weight shipped primarily
contributed to the improvement. However, the strong results were
offset by lower direct agency shipments and by one-time projects
handled in the U. S. operation in the third quarter of 1996 for
an international automotive launch and transportation moves for
the Atlanta Olympic Games. Because of these projects and continued
competitive pressure on yields, the air freight net revenue grew only 1%
from the same period in 1996.
Ocean freight revenue increased by 6% or $1.5 million over the prior
year while ocean net revenue increased by 5% or $0.5 million.
This is a result of higher volume and the increased number of
shipments in North and Latin America, Europe and the Middle East.
Customs brokerage and other revenue increased 4% or $1.2 million
over 1996 with growth in the number of entries handled across all
geographic regions. In 1996, the U.S. operation was the exclusive
customs broker for the Atlanta Olympic Games. This had a positive
effect on 1996 results which impacts the 1997 quarter to quarter
comparison. Other revenue includes warehousing and distribution
and value added logistics services. This service line continues
to grow as companies see the benefit of outsourcing their logistics
functions to third party experts. The higher revenue reflects the
Company's expansion of logistics services to meet customer needs.
Salaries and related costs were basically unchanged. After
isolating the 1996 costs associated with the support of the projects
in the U. S. operation, salaries and related costs did increase
slightly as a result of an increase in the number of employees hired
to serve new customers and to handle business growth. However, these
costs declined as a percentage of net revenue due to headcount and cost
controls.
Operating, selling and administrative expenses increased mainly due
to an increase in occupancy costs and depreciation related to
additional leased and owned warehousing and distribution facilities.
Total other income increased 128% from prior year mainly as a result
of higher equity earnings reported by our unconsolidated affiliates.
The effective income tax rate was 36% as compared to 38% for the same
period in 1996. The effective tax rate for the year was estimated based
on the geographic mix of our income. The income tax rate decrease is
principally due to the 80% exclusion from U.S. tax of dividends expected
from minority investments.
Nine Months ended September 30, 1997 Vs 1996:
Gross revenue increased in 1997 by 12% to $486.8 million from
$434.1 million reported in the same period of 1996. Net revenue
was up 7% or $13.1 million to $192.4 million. The net revenue
increase included a negative impact from foreign exchange of
approximately $3.5 million resulting from converting foreign currency
into U.S. Dollars for financial reporting purposes. Net income rose
21% or $3.2 million to $18.3 million as compared to $15.0 million in
the nine months of 1996.
Air freight forwarding revenue rose 14%, primarily in Asia Pacific
and North America. Increases were due to higher volumes and
increased number of consolidation export shipments, offset in part
by lower direct agency shipments. Intense competition continues to
put pressure on airfreight yields. As discussed above, one-time
projects handled by the U. S. operation in 1996 negatively impacted
the 1997 growth comparison. Due to these factors, net revenue only grew
by 5% or $3.2 million to $72.6 million.
Ocean revenue increased by 8% or $5.9 million to $81.4 million
compared to prior year, while net ocean revenue was up 8% or
$2.0 million. Higher volume and the increase in the number
of shipments contributed to the growth.
<PAGE> 11
Customs brokerage and other revenue was up 9% or $7.9 million
as a result of an increase in the number of customs entries as
well as an increase in warehousing and distribution in all regions.
The nine months of 1996 benefited from the Company's appointment
as the official customs broker for the Atlanta Olympic Games.
Salaries and related costs increased as a result of an increase
in the number of employees primarily due to increased business,
but declined as a percentage of net revenue due to cost controls
and productivity initiatives.
Operating, selling and administrative expenses increased as a
result of costs related to processing higher transaction volumes
and increases in occupancy expense on additional leased and owned
facilities.
Total other income increased 46% due to strong earnings from our
unconsolidated affiliates. The growth was offset by higher
minority partner shares of earnings in our consolidated joint
ventures as well as lower interest income-net due to the sale of
marketable securities during 1996 and additional debt incurred in the
third quarter of 1996 to acquire 40% of TDS Logistics, Inc.
Liquidity and Capital Resources
- -------------------------------
For the nine months ended September 30, 1997, the Company received
$6.2 million in tax refunds and accrued interest from the Internal
Revenue Service relating to the 1992 write-offs and prior period
adjustments audit and finalization of an excise tax claim.
Capital expenditures for the Company for the nine months ended
September 30, 1997 were $10.2 million, down from $15.4 million
for the same period a year ago. Capital expenditures for the year
are expected to be no more than $15.0 million, depending
on lease vs. buy opportunities.
The Company generated proceeds of $1.5 million from the sale of
buildings and other fixed assets for the nine months ended
September 30, 1997.
The Company used cash to repay borrowings through long term
notes payable by $5.9 million and reduce short term notes
payable to banks by $4.8 million for the nine months ended
September 30, 1997.
The semi-annual dividend of $0.12 per share declared in
December 1996 was paid in the first quarter of 1997 for a
total of $1.9 million. The Board of Directors authorized
an increase in the semi-annual cash dividend from $0.12 to
$0.135 per share on June 30, 1997. The dividend of $2.2
million was paid on September 15 to shareholders of record
on August 15, 1997. Total dividends paid, including amounts
to minority interest shareholders, for the nine months ended
September 30, 1997 were $4.4 million.
<PAGE> 12
The Company makes significant disbursements on behalf of
its customers for transportation costs and customs duties.
The billings to customers for these disbursements, which
are several times the amount of revenue and fees derived from
these transactions, are not recorded as revenue and expense on
the Company's income statement but are combined as accounts
receivable in the balance sheet.
Management believes that operating cash flow, the Company's
current financial structure and borrowing capacity will be
adequate to fund its operations, finance capital expenditures
and acquisitions, and pay dividends to stockholders.
II. OTHER INFORMATION
- ----------------------
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Exhibit 27, Financial Data Schedule,
(b) Form 8-K:
No reports on Form 8-K were filed during the
three months ended September 30, 1997.
<PAGE> 13
S I G N A T U R E S
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.
CIRCLE INTERNATIONAL GROUP, INC.
-------------------------------
Registrant
Dated: November 14, 1997
/S/ Peter Gibert
--------------------------------
Peter Gibert, President and
Chief Executive Officer
/S/ Robert J. Diaz
--------------------------------
Robert J. Diaz, Senior Vice President
and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Circle International Group Inc., and Subsidiaries - Financial
Data Schedule (in thousands except per share amounts)
This schedule contains summary financial information extracted
from the condensed consolidated financial statements from the
Company's form 10-Q for the quarterly period ending September 30,
1997, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<S> <C>
<MULTIPLIER> 1000
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-1-1997
<PERIOD-END> SEP-30-1997
<CASH> 37572
<SECURITIES> 1067
<RECEIVABLES> 187645
<ALLOWANCES> 6903
<INVENTORY> 0
<CURRENT-ASSETS> 257077
<PP&E> 138709
<DEPRECIATION> 63833
<TOTAL-ASSETS> 395214
<CURRENT-LIABILITIES> 162358
<BONDS> 0
0
0
<COMMON> 27292
<OTHER-SE> 169755
<TOTAL-LIABILITY-AND-EQUITY> 395214
<SALES> 0
<TOTAL-REVENUES> 486845
<CGS> 0
<TOTAL-COSTS> 294415
<OTHER-EXPENSES> 168864
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 28569
<INCOME-TAX> 10296
<INCOME-CONTINUING> 18273
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 18273
<EPS-PRIMARY> 1.14
<EPS-DILUTED> 0
</TABLE>
