UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-6314
Perini Corporation
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-1717070
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
73 MT. WAYTE AVENUE, FRAMINGHAM, MASSACHUSETTS 01701-9160
(Address of principal executive offices)
(Zip code)
(508)-628-2000
(Registrant's telephone number, including area code)
NONE
(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
Number of shares of common stock of registrant outstanding at
May 8, 1998: 5,413,647
Page 1 of 13
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<CAPTION>
PERINI CORPORATION & SUBSIDIARIES
INDEX
Page Number
-----------
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Part I. - Financial Information:
Item 1. Financial Statements
Consolidated Condensed Balance Sheets - 3
March 31, 1998 and December 31, 1997
Consolidated Condensed Statements of Income - 4
Three Months ended March 31, 1998 and 1997
Consolidated Condensed Statements of Cash Flows - 5
Three Months ended March 31, 1998 and 1997
Notes to Consolidated Condensed Financial Statements 6 - 7
Item 2. Management's Discussion and Analysis of the Consolidated 8 - 9
Financial Condition and Results of Operations
Part II. - Other Information:
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults Upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10 - 12
Signatures 13
</TABLE>
2
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<TABLE>
<CAPTION>
PERINI CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
MARCH 31, 1998 AND DECEMBER 31, 1997
(In Thousands)
ASSETS
MARCH 31, DEC. 31,
1998 1997
---------------- ----------------
<S> <C> <C>
Cash $ 18,880 $ 31,305
Accounts and Notes Receivable 148,615 139,221
Unbilled Work 20,327 36,574
Construction Joint Ventures 72,351 71,056
Real Estate Inventory, at the lower of cost or market 10,014 25,145
Deferred Tax Asset 986 1,067
Other Current Assets 3,813 1,808
---------------- ----------------
Total Current Assets $ 274,986 $ 306,176
---------------- ----------------
Land Held for Sale or Development $ 18,492 $ 7,093
Investments in and Advances to Real Estate Joint Ventures 85,345 86,598
---------------- ----------------
Total Real Estate Development Investments $ 103,837 $ 93,691
---------------- ----------------
Other Assets $ 4,387 $ 4,581
---------------- ----------------
Property and Equipment, less Accumulated Depreciation of $17,680 in 1998 and
$19,406 in 1997 $ 10,134 $ 10,476
---------------- ----------------
$ 393,344 $ 414,924
================ ================
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
Current Maturities of Long-Term Debt $ 7,496 $ 11,873
Accounts Payable 134,351 145,118
Advances from Construction Joint Ventures 19,025 29,801
Deferred Contract Revenue 16,656 17,117
Accrued Expenses 44,499 30,296
---------------- ----------------
Total Current Liabilities $ 222,027 $ 234,205
---------------- ----------------
Deferred Income Taxes and Other Liabilities $ 11,703 $ 24,101
---------------- ----------------
Long-Term Debt, including real estate development debt of $322 in 1998 and $322 in
1997 $ 86,352 $ 84,898
---------------- ----------------
Minority Interest $ (394) $ 1,064
---------------- ----------------
Redeemable Convertible Series B Preferred Stock $ 30,669 $ 29,756
---------------- ----------------
Stockholders' Equity:
Preferred Stock $ 100 $ 100
Series A Junior Participating Preferred Stock --- ---
Stock Purchase Warrants 2,233 2,233
Common Stock 5,267 5,267
Paid-In Surplus 51,440 53,012
Retained Earnings (13,075) (15,294)
ESOT Related Obligations (1,501) (2,663)
---------------- ----------------
$ 44,464 $ 42,655
Less - Treasury Stock 1,477 1,755
---------------- ----------------
Total Stockholders' Equity $ 42,987 $ 40,900
---------------- ----------------
$ 393,344 $ 414,924
================ ================
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
PERINI CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(In Thousands, Except Per Share Data)
THREE MONTHS
ENDED MARCH 31,
1998 1997
--------------- ---------------
<S> <C> <C>
REVENUES FROM OPERATIONS:
Construction $ 219,202 $ 317,517
Real Estate 10,180 9,702
--------------- ---------------
TOTAL REVENUES FROM OPERATIONS $ 229,382 $ 327,219
--------------- ---------------
COST AND EXPENSES:
Cost of Operations $ 216,914 $ 315,087
General, Administrative and Selling Expenses 6,944 6,820
--------------- ---------------
$ 223,858 $ 321,907
--------------- ---------------
INCOME FROM OPERATIONS $ 5,524 $ 5,312
Other Income (Expense), Net (333) (598)
Interest Expense (2,782) (2,738)
--------------- ---------------
Income Before Income Taxes $ 2,409 $ 1,976
Provision for Income Taxes (Note 2) 190 115
--------------- ---------------
NET INCOME $ 2,219 $ 1,861
=============== ===============
BASIC AND DILUTED EARNINGS PER COMMON SHARE (Note 3) $ 0.15 $ 0.15
=============== ===============
DIVIDENDS PER COMMON SHARE (Note 4) $ --- $ ---
=============== ===============
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (Note 3) 5,161,394 4,898,648
=============== ===============
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
PERINI CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(In Thousands)
THREE MONTHS
ENDED MARCH 31,
1998 1997
-------------- --------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income $ 2,219 $ 1,861
Adjustments to reconcile net income to net cash provided from operating activities:
Depreciation and amortization 548 650
Noncurrent deferred taxes and other liabilities 398 (418)
Distributions greater (less) than earnings of joint ventures and affiliates (1,522) 1,481
Cash provided from (used by) changes in components of working capital other
than cash and current maturities of long-term debt (18,015) (4,474)
Real estate development investments other than joint ventures 6,133 233
Other non-cash items, net (891) (296)
-------------- --------------
NET CASH USED BY OPERATING ACTIVITIES $ (11,130) $ (963)
-------------- --------------
Cash Flows from Investing Activities:
Proceeds from sale of property and equipment $ 221 $ 96
Cash distributions of capital from unconsolidated joint ventures 2,700 3,740
Acquisition of property and equipment (227) (457)
Improvements to land held for sale or development (126) (19)
Capital contributions to unconsolidated joint ventures (747) (1,016)
Advances to real estate joint ventures, net (1,500) (2,346)
Investments in other activities 179 1,015
-------------- --------------
NET CASH PROVIDED FROM INVESTING ACTIVITIES $ 500 $ 1,013
-------------- --------------
Cash Flows from Financing Activities:
Proceeds of long-term debt $ 3,162 $ 17,806
Repayment of long-term debt (5,108) (9,797)
Series B Preferred Stock issued, net --- 26,700
Treasury Stock issued 151 ---
-------------- --------------
NET CASH PROVIDED FROM (USED BY) FINANCING ACTIVITIES $ (1,795) $ 34,709
-------------- --------------
Net Increase (Decrease) in Cash $ (12,425) $ 34,759
Cash at Beginning of Year 31,305 9,745
-------------- --------------
Cash at End of Period $ 18,880 $ 44,504
============== ==============
Supplemental Disclosures of Cash paid during the period for:
Interest $ 2,288 $ 2,894
============== ==============
Income tax payments $ 167 $ 120
============== ==============
Supplemental Disclosures of Non-cash Transactions:
Dividends paid in shares of Series B Preferred Stock (Note 4) $ 822 $ 484
============== ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
PERINI CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(1) Significant Accounting Policies
The significant accounting policies followed by the Company and its
subsidiaries in preparing its consolidated financial statements are set
forth in Note (1) to such financial statements included in Form 10-K for
the year ended December 31, 1997. The Company has made no significant
change in these policies during 1998.
(2) Provision For Income Taxes
The lower-than-normal tax rate in 1998 and 1997 reflects the realization
of a portion of the tax benefit not recognized in prior years due to
certain accounting limitations.
(3) Per Share Data
Computations of basic and diluted earnings per common share amounts are
based on the weighted average number of the Company's common shares
outstanding during the periods presented. Earnings available for common
shares are calculated as follows (in thousands):
<TABLE>
1998 1997
----------------- -----------------
<S> <C> <C>
Net Income $ 2,219 $ 1,861
----------------- -----------------
Less:
Accrued dividends on Senior Preferred Stock $ (531) $ (531)
Dividends declared on Series B Preferred Stock (822) (484)
Accretion deduction required to reinstate
mandatory redemption value of Series B
Preferred Stock over a period of 8-10 years (91) (89)
----------------- -----------------
$ (1,444) $ (1,104)
----------------- -----------------
Earnings Available for Common Shares $ 775 $ 757
================= =================
</TABLE>
Basic EPS equals diluted EPS for the periods presented due to the
immaterial effect of stock options and the antidilutive effect of
conversion of the Company's depositary convertible exchangeable
preferred shares into common stock.
(4) Dividends
There were no cash dividends on common stock declared or paid during the
periods presented in the consolidated condensed financial statements
presented herein.
As previously disclosed, in conjunction with the covenants of the
Company's Amended Revolving Credit Agreement as well as the New Credit
Agreement, effective January 17, 1997, the Company is required to
suspend the payment of quarterly dividends on its $21.25 preferred stock
("Senior Preferred Stock") until certain financial criteria are met.
Therefore, the dividends on the Senior Preferred Stock have not been
declared since 1995 (although they have been fully accrued due to the
"cumulative" feature of the Senior Preferred Stock). The aggregate
amount of dividends in arrears is approximately $5,312,000 at March 31,
1998 which represents approximately $53.12 per share of Preferred Stock
or approximately $5.31 per Depositary Share and is included in accrued
expenses in the accompanying Consolidated Balance Sheet. Under the terms
of the Preferred Stock, the holders of the Depositary Shares are
entitled to elect two additional Directors since dividends have been
deferred for more than six quarters and they currently plan to do so at
the May 14, 1998 Annual Meeting.
6
<PAGE>
PERINI CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Continued)
(4) Dividends (continued)
Quarterly In-kind dividends (based on an annual rate of 10%) were paid
on March 16, 1998 on the Series B Preferred Stock to the stockholders of
record on March 2, 1998. The dividend was paid in the form of
approximately 4,108 additional shares of Series B Preferred Stock valued
at $200.00 per share for a total of $821,501.
(5) Basis of Presentation
The unaudited consolidated condensed financial statements presented
herein have been prepared in accordance with the instructions to Form
10-Q and do not include all of the information and note disclosures
required by generally accepted accounting principles. These statements
should be read in conjunction with the financial statements and notes
thereto included in the Company's Form 10-K for the year ended December
31, 1997. In the opinion of management, the accompanying unaudited
condensed financial statements include all adjustments, consisting only
of normal recurring adjustments, necessary to present fairly the
Company's financial position as of March 31, 1998 and December 31, 1997
and results of operations and cash flows for the three month periods
ended March 31, 1998 and 1997. The results of operations for the three
month period ended March 31, 1998 may not be indicative of the results
that may be expected for the year ending December 31, 1998 because the
Company's results generally consist of a limited number of large
transactions in both construction and real estate. Therefore, such
results can vary depending on the timing of transactions and the
profitability of projects being reported.
(6) Impact of Recently Issued Accounting Standards
During the quarter ended March 31, 1998, the Company adopted the
provisions of SFAS #130 "Reporting Comprehensive Income". There was no
impact to the accompanying consolidated condensed financial statements
due to the adoption of this statement, therefore no additional
disclosure is required.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONSOLIDATED CONDENSED
FINANCIAL STATEMENTS
Results of Operations
- ---------------------
Comparison of the First Quarter of 1998 with the First Quarter of 1997
Revenues decreased $97.8 million (or 30.0%), from $327.2 million in 1997 to
$229.4 million in 1998. This decrease resulted from decreased construction
revenues of $98.3 million (or 31.0%), from $317.5 million in 1997 to $219.2
million in 1998, due primarily to a decrease in revenues from building
construction operations of $89.0 million (or 36.0%), from $245.2 million in 1997
to $156.2 million in 1998. Decreased building construction revenues were due
primarily to the timing in the start up of new hotel/casino projects in Las
Vegas and, to a lesser degree, a decrease in revenues from correctional facility
projects in the East. In addition, the decision to phase out two construction
divisions in the Midwest accounted for a part of the decrease in building
construction revenues, and all of the $9.3 million decrease (or 12%) in civil
construction revenues, from $72.3 million in 1997 to $63.0 million in 1998.
In spite of the decrease in revenues, the total gross profit increased slightly,
from $12.1 million in 1997 to $12.5 million in 1998, primarily due to an overall
increase in gross profit from real estate operations of $0.6 million, from a
loss of $0.3 million in 1997 to a profit of $0.3 million in 1998 as a result of
the sale of two buildings and a land sale in a Massachusetts industrial park. In
spite of the significant decrease in construction revenues referred to above,
the overall level of gross profit was relatively constant at $12.4 million in
1997 and $12.2 million in 1998 due to improved margins on both the building and
civil work.
General, administrative and selling expenses increased slightly from $6.8
million in 1997 to $6.9 million in 1998 due entirely to approximately $0.4
million of selling expenses related to the real estate sales referred to above.
Other income (expense) net decreased by $.3 million (or 100%), from a net
expense of $.6 million in 1997 to a net expense of $.3 million in 1998 due to a
decrease in bank financing fees and an increase in short-term interest income.
The lower than normal tax rate in 1998 and 1997 is due to the utilization of tax
loss carryforwards from prior years. Because of certain accounting limitations,
the Company was not able to recognize a portion of the tax benefit related to
the operating losses experienced in fiscal 1996 and 1995.
Financial Condition
- -------------------
Working capital decreased $19.0 million, from $72.0 million at the end of 1997
to $53.0 million at March 31, 1998. The primary reason for the decrease in
working capital was the reclassificiation of certain items between current and
long-term during the first quarter of 1998, because of a change in real estate
strategy and a certain long-term liability becoming current. The current ratio
decreased from 1.31:1 to 1.24:1 during this same period.
During the first three months of 1998, the Company used $12.4 million in cash
and $0.5 million from investing activities to fund $11.1 million used by
operating activities, primarily for changes in working capital, and $1.8 million
for financing activities, primarily to pay down debt.
Long-term debt at March 31, 1998 was $86.4 million, an increase of $1.5 million
from December 31, 1997. The long-term debt to equity ratio at March 31, 1998 was
2.00 to 1, compared to 2.08 to 1 at December 31, 1997.
At March 31, 1998, the Company had $27.8 million available under its line of
credit facilities. Management
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE CONSOLIDATED CONDENSED
FINANCIAL STATEMENTS
(Continued)
believes that cash generated from operations, existing credit lines and
additional borrowings should be adequate to meet the Company's funding
requirements for at least the next twelve months.
Outlook
- -------
The statements contained in this Outlook that are not purely historical are
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including
statements regarding the Company's expectations, hopes, beliefs, intentions or
strategies regarding the future. All forward-looking statements included in this
Outlook are based on information available to the Company on the date hereof. It
is important to note that the Company's actual results could differ materially
from those in such forward-looking statements.
Looking ahead, we must consider the Company's construction backlog and remaining
portfolio of real estate projects. The overall construction backlog at March 31,
1998 was a $1.290 billion which represented a slight decrease over the backlog
at December 31, 1997. While approximately 53% of the current backlog relates to
building construction projects which generally represent lower risk, lower
margin work, approximately 47% of the current backlog relates to heavy
construction projects which generally represent higher risk, but correspondingly
higher margin work.
The Company's 1997 strategic plan to generate up to $30 million in short-term
liquidity over the eighteen month period ended June 30, 1998, from certain of
its real estate properties through accelerated sales is proceeding according to
plan, with approximately $27 million realized through March 31, 1998.
9
<PAGE>
PART II. - OTHER INFORMATION
Item 1. - Legal Proceedings - None
Item 2. - Changes in Securities
(a) None
(b) None
(c) None
Item 3. - Defaults Upon Senior Securities
(a) None
(b) In accordance with the provisions of the 1995 Amended Revolving Credit
Agreement and the Credit Agreement which became effective on January 17,
1997, the Company suspended payment of quarterly dividends on its $21.25
Convertible Exchangeable Preferred Stock ("Senior Preferred Stock")
commencing with the dividend that normally would have been declared
during December, 1995 through the dividend that would normally have been
declared during March, 1998 for a total arrearage of $53.12 per share
(or $5.31 per depositary share) which aggregates $5,312,000 to date.
While these dividends have not been declared or paid, they have been
fully accrued in accordance with the "cumulative" feature of the stock.
Item 4. - Submission of Matters to a Vote of Security Holders
(a) None
(b) Not applicable
(c) Not applicable
(d) Not applicable
Item 5. - Other Information - None
Item 6. - Exhibits and Reports on Form 8-K
(a) The following designated exhibits are, as indicated below, either filed
herewith or have heretofore been filed with the Securities and Exchange
Commission under the Securities Act of 1933 or the Securities Act of
1934 and are referred to and incorporated herein by reference to such
filings.
Exhibit 3. Articles of Incorporation and By-laws
Incorporated herein by reference:
3.1 Restated Articles of Organization - As amended
through January 17, 1997 - Exhibit 3.1 to 1996
Form 10-K filed March 31, 1997.
3.2 By-laws - As amended and restated as of
January 17, 1997 - Exhibit 3.2 to
10
<PAGE>
PART II. - OTHER INFORMATION (CONTINUED)
Form 8-K filed on February 14, 1997.
Exhibit 4. Instruments Defining the Rights of Security Holders,
Including Indentures
Incorporated herein by reference:
4.1 Certificate of Vote of Directors Establishing a
Series of a Class of Stock determining the
relative rights and preferences of the $21.25
Convertible Exchangeable Preferred Stock -
Exhibit 4(a) to Amendment No. 1 to Form S- 2
Registration Statement filed June 19, 1987; SEC
Registration No. 33- 14434.
4.2 Form of Deposit Agreement, including form of
Depositary Receipt - Exhibit 4(b) to Amendment
No. 1 to Form S-2 Registration Statement filed
June 19, 1987; SEC Registration No. 33-14434.
4.3 Form of Indenture with respect to the 8 1/2%
Convertible Subordinated Debentures Due June 15,
2012, including form of Debenture - Exhibit 4(c)
to Amendment No. 1 to Form S-2 Registration
Statement filed June 19, 1987; SEC Registration
No. 33-14434.
4.4 Shareholder Rights Agreement dated as of
September 23, 1988, as amended and restated as of
May 17, 1990, as amended and restated as of
January 17, 1997, between Perini Corporation and
State Street Bank and Trust Company, as Rights
Agent - Exhibit 4.4 to Amendment No. 1 to
Registration Statement on Form 8-A/A filed on
January 29, 1997.
4.5 Stock Purchase and Sale Agreement dated as of
July 24, 1996 by and among the Company, PB
Capital and RCBA, as amended - Exhibit 4.5 to the
Company's Quarterly Report on Form 10-Q/A for the
fiscal quarter ended September 30, 1996 filed on
December 11, 1996.
4.8 Certificate of Vote of Directors Establishing a
Series of Preferred Stock determining the
relative rights and preferences of the Series B
Cumulative Convertible Preferred Stock, dated
January 16, 1997 - Exhibit 4.8 to Form 8- K filed
on February 14, 1997.
4.9 Stock Assignment and Assumption Agreement dated
as of December 13, 1996 by and among the Company,
PB Capital and ULLICO (filed as Exhibit 4.1 to
the Schedule 13D filed by ULLICO on December 16,
1996 and incorporated herein by reference).
4.10 Stock Assignment and Assumption Agreement dated
as of January 17, 1997 by and among the Company,
RCBA and The Common Fund - Exhibit 4.10 to Form
8-K filed on February 14, 1997.
4.11 Voting Agreement dated as of January 17, 1997 by
and among PB Capital, David B. Perini, Perini
Memorial Foundation, David B. Perini Testamentary
Trust, Ronald N. Tutor, and Tutor-Saliba
Corporation - Exhibit 4.11 to Form 8-K filed on
February 14, 1997.
11
<PAGE>
PART II. - OTHER INFORMATION (CONTINUED)
4.12 Registration Rights Agreement dated as of January
17, 1997 by and among the Company, PB Capital and
ULLICO - Exhibit 4.12 to Form 8-K filed on
February 14, 1997.
Exhibit 10. Material Contracts
Incorporated herein by reference:
10.1 1982 Stock Option and Long Term Performance
Incentive Plan - Exhibit A to Registrant's Proxy
Statement for Annual Meeting of Stockholders
dated April 15, 1992.
10.2 Perini Corporation Amended and Restated General
Incentive Compensation Plan - Exhibit 10.2 to
1997 Form 10-K, as filed.
10.3 Perini Corporation Amended and Restated
Construction Business Unit Incentive Compensation
Plan - Exhibit 10.3 to 1997 Form 10-K, as filed.
10.4 Management Agreement dated as of January 17, 1997
by and among the Company, Ronald N. Tutor and
Tutor-Saliba Corporation - Exhibit 10.16 to Form
8-K filed on February 14, 1997.
10.5 Amended and Restated Credit Agreement dated as of
January 17, 1997 among Perini Corporation, the
Banks listed herein and Morgan Guaranty Trust
Company of New York, as Agent, and Fleet National
Bank, as Co- Agent - Exhibit 10.17 to Form 10-K
filed March 31, 1997.
(b) None
12
<PAGE>
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.
Perini Corporation
Registrant
Date: May 14, 1998 /s/ Robert Band
---------------
Robert Band, Executive Vice President,
Chief Financial Officer
Date: May 14, 1998 /s/ Barry R. Blake
------------------
Barry R. Blake, Vice President
and Controller
13
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule containes summary financial information extracted from
Consolidated Balance Sheets as of March 31, 1998 and the Consolidated Statements
of Operations for the three months ended March 31, 1998 as qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 18,880
<SECURITIES> 0
<RECEIVABLES> 148,615
<ALLOWANCES> 0
<INVENTORY> 10,014
<CURRENT-ASSETS> 274,986 <F1>
<PP&E> 27,814
<DEPRECIATION> (17,680)
<TOTAL-ASSETS> 393,344 <F2>
<CURRENT-LIABILITIES> 222,027
<BONDS> 86,352
100
0
<COMMON> 5,267
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 393,344 <F3>
<SALES> 0
<TOTAL-REVENUES> 229,382
<CGS> 0
<TOTAL-COSTS> 216,914
<OTHER-EXPENSES> (333)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (2,782)
<INCOME-PRETAX> 2,409 <F4>
<INCOME-TAX> 190
<INCOME-CONTINUING> 2,219
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,219
<EPS-PRIMARY> .15
<EPS-DILUTED> .15
<FN>
<F1> Includes Equity in Construction Joint Ventures of $72,351, Unbilled Work of
$20,327, and Other Short-Term Assets of $4,799, not currently reflected in
this tag list.
<F2> Includes investments in and advances to Real Estate Joint Ventures of
$85,345, Land Held for Sale or Development of $18,492, and Other Long-Term
Assets of $4,387, not currently reflected in this tag list.
<F3> Includes Deferred Income Taxes and Other Liabilities of $11,703, Minority
Interest of $(394), Paid-In Surplus of $51,440, Retained Deficit of
$(13,075), ESOT Related Obligations of $(1,501), Treasury Stock of
$(1,477), Stock Purchase Warrants of $2,233 and Redeemable Convertible
Series B Preferred Stock of $30,669.
<F4> Includes General, Administrative and Selling Expenses of $(6,944), not
currently reflected on this tag list.
</FN>
</TABLE>
