<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 March 31, 2000
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.: 000-09409
MERCER INTERNATIONAL INC.
(Exact name of Registrant as specified in its charter)
Washington 91-6087550
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
Burglistrasse 6, Zurich, Switzerland CH 8002
(Address of principal executive offices) (Zip Code)
41(1) 201 7710
(Registrant's telephone number, including area code)
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
--- ---
The Registrant had 16,635,399 shares of beneficial interest outstanding as
at May 12, 2000.
================================================================================
<PAGE> 2
PART I. FINANCIAL INFORMATION
---------------------
ITEM 1. FINANCIAL STATEMENTS
MERCER INTERNATIONAL INC.
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2000
(Unaudited)
FORM 10-Q
QUARTERLY REPORT - PAGE 2
<PAGE> 3
MERCER INTERNATIONAL INC.
CONSOLIDATED BALANCE SHEETS
As at March 31, 2000 and December 31, 1999
(Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
--------- ------------
ASSETS
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 16,673 $ 1,722
Investments 5,029 5,392
Receivables 35,672 41,448
Inventories 14,711 17,697
Prepaid and other 2,641 2,857
--------- ---------
Total current assets 74,726 69,116
Long-Term Assets
Cash restricted 12,235 12,865
Properties 309,986 351,828
Investments 6,249 6,925
Note receivable 4,869 4,869
Deferred income tax 9,788 10,242
--------- ---------
343,127 386,729
--------- ---------
$ 417,853 $ 455,845
========= =========
LIABILITIES
Current Liabilities
Accounts payable and accrued expenses $ 41,672 $ 40,287
Pulp mill conversion costs payable 28,461 56,195
Note payable 695 553
Debt 6,622 19,121
--------- ---------
Total current liabilities 77,450 116,156
Long-Term Liabilities
Debt 239,207 233,163
Other 2,972 3,506
--------- ---------
242,179 236,669
--------- ---------
Total liabilities 319,629 352,825
SHAREHOLDERS' EQUITY
Shares of beneficial interest 99,038 99,038
Accumulated other comprehensive loss (61,109) (55,242)
Retained earnings 60,295 59,224
--------- ---------
98,224 103,020
--------- ---------
$ 417,853 $ 455,845
========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
FORM 10-Q
QUARTERLY REPORT - PAGE 3
<PAGE> 4
MERCER INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
For Three Months Ended March 31, 2000 and 1999
(Unaudited)
(dollars in thousands, except for earnings per share)
<TABLE>
<CAPTION>
2000 1999
---------- ----------
<S> <C> <C>
Revenues
Sales $ 55,243 $ 38,876
Other 517 2,203
---------- ----------
55,760 41,079
Expenses
Cost of sales 48,892 35,431
General and administrative 1,688 4,988
Interest expense 4,132 528
---------- ----------
54,712 40,947
---------- ----------
Income from operations before income taxes 1,048 132
Income taxes (recovery) (23) -
---------- ----------
Net income 1,071 132
Retained earnings, beginning of period 59,224 98,167
---------- ----------
Retained earnings, end of period $ 60,295 $ 98,299
========== ==========
Earnings per share
Basic $ 0.06 $ 0.01
========== ==========
Diluted $ 0.06 $ 0.01
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
FORM 10-Q
QUARTERLY REPORT - PAGE 4
<PAGE> 5
MERCER INTERNATIONAL INC.
STATEMENTS OF COMPREHENSIVE INCOME
For Three Months Ended March 31, 2000 and 1999
(Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
2000 1999
---------- ----------
<S> <C> <C>
Net income $ 1,071 $ 132
Other comprehensive (loss) income:
Foreign currency translation adjustments (5,852) (12,114)
Unrealised (loss) gain on securities (15) 1,113
---------- ----------
Other comprehensive loss (5,867) (11,001)
---------- ----------
Total comprehensive loss $ (4,796) $ (10,869)
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
FORM 10-Q
QUARTERLY REPORT - PAGE 5
<PAGE> 6
MERCER INTERNATIONAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For Three Months Ended March 31, 2000 and 1999
(Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
2000 1999
---------- ----------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 1,071 $ 132
Adjustments to reconcile net income from
operations to cash
Depreciation and amortization 6,690 3,347
Non-cash asset acquisitions - (145)
---------- ----------
7,761 3,334
Changes in current assets and liabilities
Investments 181 1,401
Inventories 2,184 1,060
Receivables 4,124 (766)
Accounts payable and accrued expenses 3,136 (4,805)
Other (74) (2,899)
---------- ----------
Net cash provided by (used in)
operating activities 17,312 (2,675)
Cash Flows from Investing Activities:
Purchase of fixed assets, net of investment
grants 18,682 (74,901)
---------- ----------
Net cash provided by (used in)
investing activities 18,682 (74,901)
Cash Flows from Financing Activities:
Increase in indebtedness 6,053 48,861
Decrease in indebtedness (3) (108)
Decrease in pulp mill conversion costs payable (25,750) (1,521)
---------- ----------
Net cash (used in) provided by
financing activities (19,700) 47,232
Effect of exchange rate changes on cash and
cash equivalents (1,343) (3,055)
---------- ----------
Net increase (decrease) in cash and cash
equivalents 14,951 (33,399)
Cash and cash equivalents, beginning of period 1,722 53,250
---------- ----------
Cash and cash equivalents, end of period $ 16,673 $ 19,851
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
FORM 10-Q
QUARTERLY REPORT - PAGE 6
<PAGE> 7
MERCER INTERNATIONAL INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THREE MONTHS ENDED MARCH 31, 2000
(Unaudited)
Note 1. Basis of Presentation
The interim period consolidated financial statements contained herein
include the accounts of Mercer International Inc. and its subsidiaries (the
"Company").
The interim period consolidated financial statements have been prepared by
the Company pursuant to the rules and regulations of the U.S. Securities
and Exchange Commission (the "SEC"). Certain information and footnote
disclosure normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or
omitted pursuant to such SEC rules and regulations. The interim period
consolidated financial statements should be read together with the audited
consolidated financial statements and accompanying notes included in the
Company's latest annual report on Form 10-K for the fiscal year ended
December 31, 1999. In the opinion of the Company, the unaudited
consolidated financial statements contained herein contain all adjustments
necessary to present a fair statement of the results of the interim periods
presented.
Certain reclassifications have been made to the prior period's financial
statements to conform with the current period's presentation.
Note 2. Earnings Per Share
Earnings per share is computed on the basis of the weighted average number
of shares outstanding during a period after considering convertible
securities, warrants and options. The weighted average number of shares
outstanding for the purposes of calculating diluted earnings per share was
16,992,883 and 15,893,867 for the three months ended March 31, 2000 and
1999, respectively.
FORM 10-Q
QUARTERLY REPORT - PAGE 7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Mercer International Inc. is a pulp and paper company and its operations
are primarily located in Germany. The following discussion and analysis of
the results of operations and financial condition of the Company for the
three months ended March 31, 2000 should be read in conjunction with the
consolidated financial statements and related notes included elsewhere
herein. In this document: (i) unless the context otherwise requires, the
"Company" refers to Mercer International Inc. and its subsidiaries; and
(ii) a "tonne" is one metric ton or 2,204.6 pounds.
RESULTS OF OPERATIONS - Three Months Ended March 31, 2000
The following table sets forth selected sales data for the Company for the
periods indicated:
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
2000 1999
---------- ----------
(unaudited)
(in thousands)
<S> <C> <C>
Sales by Product Class
Packaging papers $ 5,205 $ 4,621
Specialty papers 8,495 8,107
Printing papers 9,257 10,016
Pulp 32,286 16,132
---------- ----------
Total(1) $ 55,243 $ 38,876
========== ==========
Sales by Geographic Area
Germany $ 22,799 $ 19,896
European Union(2) 19,467 15,733
Other 12,977 3,247
---------- ----------
Total $ 55,243 $ 38,876
========== ==========
Sales by Volume (tonnes)
Packaging papers 17,717 17,398
Specialty papers 10,658 9,475
Printing papers 13,489 14,175
Pulp 58,311 38,033
---------- ----------
Total 100,175 79,081
========== ==========
</TABLE>
- ----------
(1) Excluding intercompany sales.
(2) Not including Germany.
FORM 10-Q
QUARTERLY REPORT - PAGE 8
<PAGE> 9
In the three months ended March 31, 2000, revenues increased by
approximately 35.7% to $55.8 million from $41.1 million in the comparative
period of 1999, primarily as a result of increased pulp sales resulting
from the ramping-up of production and the conversion of production to kraft
pulp at the Company's pulp mill. In the three months ended March 31, 2000,
pulp and paper revenues increased by approximately 42.1% from the
comparable period of 1999, on a 100.1% increase in pulp sales and a 0.9%
increase in paper sales. The Company completed a project in late 1999 to
convert the Company's pulp mill from the production of sulphite pulp to the
production of kraft pulp and increase its annual production capacity from
160,000 tonnes to 280,000 tonnes (the "Conversion Project"). During the
first quarter of 2000, the pulp mill ramped up production of kraft pulp,
and by the end of the quarter was operating at approximately 90% of
capacity. The Company believes that the pulp mill will be operating at or
near full capacity by mid-year.
In the three months ended March 31, 2000, kraft pulp sales benefited from
increased demand and low producer inventories. List prices for kraft pulp
in Europe increased from approximately $600 per tonne at the end of 1999 to
approximately $630 per tonne during the first quarter of 2000 and
approximately $670 per tonne effective April 1, 2000. Pulp sales in the
three months ended March 31, 2000 increased to $32.3 million from $16.1
million in the comparable period of 1999.
In the current period, sales of packaging and specialty papers increased
marginally as a result of increased demand, while sales of printing papers
declined, compared to the three months ended March 31, 1999. Overall,
paper sales in the three months ended March 31, 2000 increased to $23.0
million from $22.7 million in the comparable period of 1999. On average,
paper prices realized by the Company in the three months ended March 31,
2000 decreased by approximately 1.0% compared to the same period in 1999,
with higher prices for packaging papers and lower prices for specialty and
printing papers.
Expenses increased to $54.7 million in the three months ended March 31,
2000 from $40.9 million in the comparable period of 1999, primarily as a
result of higher sales volumes. On average, the Company's fibre costs for
pulp production in the three months ended March 31, 2000 increased by
approximately 9.1% compared to the same period in 1999. Prices for waste
paper, which comprises approximately 80% of the fibre for the Company's
paper mills, also increased in the three months ended March 31, 2000,
compared to the same period of 1999. General and administrative expenses
were $1.7 million in the three months ended March 31, 2000, compared to
$5.0 million in the comparable period of 1999.
Interest expense in the three months ended March 31, 2000 increased to $4.1
million from $0.5 million in the comparable period of 1999, primarily as a
result of increased indebtedness during the current period resulting from
the Conversion Project. Interest costs incurred in 1999 in respect of the
Conversion Project were capitalized.
For the three months ended March 31, 2000, the Company reported net income
of $1.1 million, or $0.06 per share, compared to $0.1 million, or $0.01 per
share, in the comparable period of 1999.
FORM 10-Q
QUARTERLY REPORT - PAGE 9
<PAGE> 10
LIQUIDITY AND CAPITAL RESOURCES
The following table is a summary of selected financial information
concerning the Company for the periods indicated:
<TABLE>
<CAPTION>
As at As at
March 31, 2000 December 31, 1999
-------------- -----------------
(unaudited)
(in thousands)
<S> <C> <C>
Financial Position
Working capital $ (2,724) $ (47,040)
Total assets 417,853 455,845
Long-term government debt 5,222 5,490
Long-term debt - other 233,985 227,673
</TABLE>
At March 31, 2000, the Company's cash and cash equivalents totalled $16.7
million, a net increase of $15.0 million from $1.7 million at December 31,
1999. At March 31, 2000, the Company had short-term trading securities
totalling $5.0 million, compared to $5.4 million at December 31, 1999.
Operating Activities
Operating activities provided cash of $17.3 million in the three months
ended March 31, 2000, compared to using cash of $2.7 million in the same
period in 1999. An increase in accounts payable and accrued expenses
provided cash of $3.1 million in the three months ended March 31, 2000,
compared to a decrease in accounts payable and accrued expenses using cash
of $4.8 million in the three months ended March 31, 1999. A decrease in
receivables provided cash of $4.1 million in the current period, compared
to an increase in receivables using cash of $0.8 million in the comparative
period of 1999. Lower inventories provided cash of $2.2 million in the
three months ended March 31, 2000, compared to $1.1 million in the three
months ended March 31, 1999. Net sales of investment securities provided
cash of $0.2 million in the three months ended March 31, 2000, compared to
$1.4 million in the comparative period of 1999.
Investing Activities
Investing activities in the three months ended March 31, 2000 provided cash
of $18.7 million, consisting primarily of the receipt of governmental
grants in connection with the Conversion Project, compared to using cash of
$74.9 million in the three months ended March 31, 1999.
The Company completed the Conversion Project in late 1999. In the three
months ended March 31, 2000, the Company incurred $7.3 million in
expenditures related to the completion of the Conversion Project. The
Conversion Project was financed through a combination of borrowings under a
project loan, non-refundable governmental grants, governmental assistance
and guarantees for long-term project financing and an equity investment by
the Company.
FORM 10-Q
QUARTERLY REPORT - PAGE 10
<PAGE> 11
Capital expenditures to upgrade the Company's paper mills used cash of
approximately $2.1 million in the three months ended March 31, 2000,
including approximately $1.3 million to complete the installation of a new
paper machine drive at the Company's Fahrbrucke paper mill.
The Company is currently reviewing its paper operations to define a long-
term core competency in respect of products produced in order that future
investment may be directed towards that segment. Currently the investment
required to maintain all four of the Company's paper mills has not enhanced
the competitive position of any one mill and has had a dilutive effect on
the Company's assets.
Financing Activities
Financing activities used cash of $19.7 million in the three months ended
March 31, 2000, primarily as a result of lower accounts payable relating to
the Conversion Project. Financing activities provided cash of $47.2
million in the three months ended March 31, 1999.
The depreciation of the deutschmark against the U.S. dollar in the three
months ended March 31, 2000 resulted in an unrealized foreign exchange
translation loss of $1.3 million on cash and cash equivalents, which is
included in the Company's statement of comprehensive income and does
not affect the Company's net earnings. See "Foreign Currency".
Effective January 2000, the Company agreed, subject to certain conditions,
to acquire a controlling interest in a "greenfield" project to construct
and operate a 550,000-tonne softwood kraft pulp mill to be located at
Stendal, Germany (the "Stendal Project"). The Company's participation in
the Stendal Project is subject to, among other things, completion of due
diligence and the Stendal Project itself is subject to, among other things,
financing. The Stendal Project is currently estimated to cost
approximately DM 1,600.0 million (or $823.3 million) and to be completed by
the end of 2003. Financing for the Stendal Project is expected to come from
the project partners, government financing, project financing and outside
capital. See "Stendal Pulp Mill Project Uncertainties".
Other than the agreement relating to the Stendal Project, the Company had
no material commitments to acquire assets or operating businesses as at
March 31, 2000. The Company anticipates that there will be acquisitions of
businesses or commitments to projects in the future. To achieve its long-
term goals of expanding its asset and earnings base through mergers and
acquisitions, the Company will require substantial capital resources. The
necessary resources will be generated from cash flow from operations, cash
on hand, borrowing against its assets and/or the sale of assets.
Foreign Currency
Substantially all of the Company's operations are conducted in
international markets and its consolidated financial results are subject to
foreign currency exchange rate fluctuations, in particular, those in
Germany. Approximately 99% of the Company's revenues are denominated in
deutschmarks and euros. The value of the euro is fixed at 1.95583
deutschmarks.
FORM 10-Q
QUARTERLY REPORT - PAGE 11
<PAGE> 12
The Company translates foreign assets and liabilities into U.S. dollars at
the rate of exchange on the balance sheet date. Revenues and expenses are
translated at the average rate of exchange prevailing during the period.
Unrealized gains or losses from these translations are recorded as
shareholders' equity on the Company's balance sheet and do not affect the
net earnings of the Company.
Since substantially all of the Company's revenues are received in
deutschmarks and euros, the financial position of the Company for any given
period, when reported in U.S. dollars, can be significantly affected by the
exchange rates prevailing during that period. In the three months ended
March 31, 2000, the depreciation of the deutschmark against the U.S. dollar
resulted in a net $5.9 million foreign exchange translation loss and, as a
result, the cumulative foreign exchange translation loss increased from
$49.9 million at December 31, 1999 to $55.8 million at March 31, 2000.
As both the Company's principal sources of revenues and expenses are in
deutschmarks or euros, the Company does not currently enter into any
currency hedging arrangements for exchange rate fluctuations.
The average and period ending exchange rates for the deutschmark to the
U.S. dollar for the periods indicated are as follows:
<TABLE>
<CAPTION>
Quarter Ended Quarter Ended
March 31, 2000 March 31, 1999
--------------------------- ---------------------------
Period End Period Average Period End Period Average
---------- -------------- ---------- --------------
<S> <C> <C> <C> <C>
Rate of Exchange
Deutschmark 2.0434 1.9823 1.8088 1.7429
</TABLE>
Based upon the period average exchange rate in the three months ended March
31, 2000, the U.S. dollar increased by approximately 2.0% in value against
the deutschmark since December 31, 1999.
Cyclical Nature of Business; Competitive Position
The pulp and paper business is cyclical in nature and markets for the
Company's principal products are characterized by periods of supply and
demand imbalance, which in turn affects product prices. The markets for
pulp and paper are highly competitive and sensitive to cyclical changes in
industry capacity and in the economy, both of which can have a significant
influence on selling prices and the earnings of the Company. Demand for
pulp and paper products has historically been determined by the level of
economic growth and has been closely tied to overall business activity.
The competitive position of the Company is influenced by the availability
and quality of raw materials (fibre) and its experience in relation to
other producers with respect to inflation, energy, transportation, labour
costs and productivity.
FORM 10-Q
QUARTERLY REPORT - PAGE 12
<PAGE> 13
Stendal Pulp Mill Project Uncertainties
The Company's participation in the Stendal Project is subject to certain
conditions, including completion of its due diligence and entering into a
shareholders' agreement. In addition, the Stendal Project itself is
subject to various risks and uncertainties customary to large "greenfield"
projects of this nature which may result in the Stendal Project not
proceeding as currently planned, or at all, such as availability and cost
of materials and labour, construction delays, cost overruns, weather
conditions, governmental regulations, availability of adequate financing,
increases in long-term interest rates and increases in taxes and other
governmental fees. The Stendal Project will also be subject to extensive
and complex regulations and environmental compliance which may result in
delays, in the project company and/or its shareholders, including the
Company, incurring substantial costs in relation thereto or in the Stendal
Project being amended or not proceeding at all.
The implementation of the Stendal Project is currently expected to commence
at the end of 2000 and be completed by the end of 2003. However, there can
be no assurance that the Stendal Project will proceed as currently planned,
or at all.
Year 2000
The Company has not experienced any difficulties associated with the
changeover to the year 2000. While management of the Company believes that
it took adequate steps to address the year 2000 issue, and the Company is
not aware of any difficulties experienced by its clients associated with
the changeover to the year 2000, there can be no assurance that
difficulties associated with the year 2000 may not arise in the future.
Forward-Looking Statements
Statements in this report, to the extent they are not based on historical
events, constitute forward-looking statements. Forward-looking statements
include, without limitation, statements regarding the outlook for future
operations, forecasts of future costs and expenditures, the evaluation of
market conditions, the outcome of legal proceedings, the adequacy of
reserves, or other business plans. Investors are cautioned that forward-
looking statements are subject to an inherent risk that actual results may
vary materially from those described herein. Factors that may result in
such variance, in addition to those accompanying the forward-looking
statements, include changes in interest rates, commodity prices, and other
economic conditions; actions by competitors; changing weather conditions
and other natural phenomena; actions by government authorities;
uncertainties associated with legal proceedings; technological development;
future decisions by management in response to changing conditions; and
misjudgments in the course of preparing forward-looking statements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK
Reference is made to the Company's annual report on Form 10-K for the year
ended December 31, 1999 for information concerning market risk.
FORM 10-Q
QUARTERLY REPORT - PAGE 13
<PAGE> 14
PART II. OTHER INFORMATION
-----------------
ITEM 1. LEGAL PROCEEDINGS
The Company is subject to routine litigation incidental to its business.
The Company does not believe that the outcome of such litigation will have
a material adverse effect on its business or financial condition.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit
Number Description
------- -----------
27 Article 5 - Financial Data Schedule for the 1st Quarter
2000 Form 10-Q.
(b) Reports on Form 8-K
The Company filed the following report on Form 8-K with respect to
the indicated items during the three months ended March 31, 2000:
Form 8-K dated February 8, 2000:
Item 5. Other Events
Item 7. Financial Statements and Exhibits
FORM 10-Q
QUARTERLY REPORT - PAGE 14
<PAGE> 15
SIGNATURES
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.
MERCER INTERNATIONAL INC.
By: /s/ R. Ian Rigg
------------------------------------------
R. Ian Rigg
Vice President and Chief Financial Officer
Date: May 12, 2000
FORM 10-Q
QUARTERLY REPORT - PAGE 15
<PAGE> 16
EXHIBIT INDEX
Exhibit
Number Description
- ------- -----------
27 Article 5 - Financial Data Schedule for the 1st Quarter 2000
Form 10-Q.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information extracted from the
consolidated financial statements and notes included in this Form 10-Q and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 16,673
<SECURITIES> 5,029
<RECEIVABLES> 35,672
<ALLOWANCES> 0
<INVENTORY> 14,711
<CURRENT-ASSETS> 74,726
<PP&E> 309,986
<DEPRECIATION> 0
<TOTAL-ASSETS> 417,853
<CURRENT-LIABILITIES> 77,450
<BONDS> 239,207
0
0
<COMMON> 99,038
<OTHER-SE> (814)
<TOTAL-LIABILITY-AND-EQUITY> 417,853
<SALES> 55,243
<TOTAL-REVENUES> 55,760
<CGS> 48,892
<TOTAL-COSTS> 54,712
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,132
<INCOME-PRETAX> 1,048
<INCOME-TAX> (23)
<INCOME-CONTINUING> 1,071
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,071
<EPS-BASIC> 0.06
<EPS-DILUTED> 0.06
</TABLE>
