SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(As Filed via EDGAR on November 13, 1997)
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
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-14060
INTRENET, INC.
(Exact name of registrant as specified in its charter)
Indiana 35-1597565
(State or other jurisdiction of (IRS Employer Identification No)
incorporation or organization)
400 TechneCenter Drive, Suite 200, Milford, Ohio 45150
Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513)576-6666
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
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
Common Stock, without par value, 13,545,638 shares issued and
outstanding at November 1, 1997
INTRENET, INC.
FORM 10-Q
SEPTEMBER 30, 1997
INDEX
PAGE
Part I - Financial Information:
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets
September 30, 1997 and December 31, 1996 .................... 3
Condensed Consolidated Statements of Operations
Three Months and Nine Months Ended .................... 4
September 30, 1997 and 1996
Condensed Consolidated Statement of Shareholders' Equity
Nine Months Ended September 30, 1997 .................... 5
Condensed Consolidated Statements of Cash Flows
Three Months and Nine Months Ended .................... 6
September 30, 1997 and 1996
Notes to Condensed Consolidated Financial Statements ....... 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations .................... 8
Part II - Other Information:
Item 1. Legal Proceedings ................... 11
Item 2. Changes in Securities ................... 11
Item 3. Defaults Upon Senior Securities ................... 11
Item 4. Submission of Matters to a Vote of Security Holders 11
Item 5. Other Information ................... 11
Item 6. Exhibits and Reports on Form 8-K ................... 11
<TABLE>
INTRENET, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
September 30, 1997 and December 31, 1996
(In Thousands of Dollars)
<CAPTION>
Assets 1997 1996
(Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 1,048 $ 410
Receivables, principally freight revenue less
allowance for doubtful accounts of $914 in 1997
and $770 in 1996 33,084 25,334
Prepaid expenses and other 4,588 4,604
Total current assets 38,720 30,348
Property and equipment, at cost, less accumulated
depreciation 32,176 35,882
Reorganization value in excess of amounts allocated
to identifiable assets, net of accumulated amortization 7,296 7,611
Deferred income taxes, net 2,723 2,723
Other assets 577 604
Total assets $ 81,492 $ 77,168
Liabilities and Shareholders' Equity
Current liabilities:
Current debt and capital lease obligations $ 5,611 $ 6,510
Accounts payable 10,202 8,190
Current accrued claim liabilities 8,476 8,400
Other accrued expenses 9,431 7,116
Total current liabilities 33,720 30,216
Long-term debt and capital lease obligations 23,711 24,210
Long-term accrued claim liabilities 2,850 2,850
Total liabilities 60,281 57,276
Shareholders' equity:
Common stock, without par value; 20,000,000
shares authorized; 13,500,638 and 13,412,138 shares
issued and outstanding, respectively 16,737 16,594
Retained earnings since January 1, 1991 4,474 3,298
Total shareholders' equity 21,211 19,892
Total liabilities and shareholders' equity $ 81,492 $ 77,168
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<TABLE>
INTRENET, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
Three Months and Nine Months Ended September 30, 1997 and 1996
(Unaudited)
(In Thousands of Dollars, Except Per Share Data)
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Operating revenues $ 64,352 $ 57,797 $ 186,522 $ 168,112
Operating expenses:
Purchased transportation
and equipment rents 28,909 22,330 80,188 64,932
Salaries, wages, and benefits 15,351 15,775 45,453 45,440
Fuel and other operating expenses 11,819 12,328 36,857 36,861
Operating taxes and licenses 2,552 2,781 7,704 8,046
Insurance and claims 2,029 2,394 6,208 6,422
Depreciation 1,127 1,587 3,495 3,732
Other operating expenses 775 774 2,411 2,762
62,562 57,969 182,316 168,195
Operating income (loss) 1,790 (172) 4,206 (83)
Interest expense (711) (622) (2,223) (1,812)
Other expense, net (105) (96) (315) (315)
Earnings (loss) before income taxes 974 (890) 1,668 (2,210)
Provision for income taxes (260) 0 (492) 0
Net earnings (loss) $ 714 $ (890) $ 1,176 $ (2,210)
Earnings (loss) per common and common
equivalent share $ 0.05 $ (0.07) $ 0.09 $ (0.16)
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<TABLE>
INTRENET, INC. AND SUBSIDIARIES
Condensed Consolidated Statement of Shareholders' Equity
For the Nine Months Ended September 30, 1997
(In Thousands of Dollars)
<CAPTION>
Retained
Common Stock Earnings Equity
Shares Dollars
<S> <C> <C> <C> <C>
Balance, December 31, 1996 13,412,138 $16,594 $3,298 $19,892
Exercise of stock options 88,500 143 - 143
Net Earnings for 1997 - - 1,176 1,176
Balance, September 30, 1997 13,500,638 $16,737 $4,474 $21,211
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<TABLE>
INTRENET, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
Three Months and Nine Months Ended September 30, 1997 and 1996
(Unaudited)
(In Thousands of Dollars)
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Cash flows from operating activities:
Net earnings (loss) $ 714 $ (890) $ 1,176 $ (2,210)
Adjustments to reconcile net earnings (loss)
to net cash provided by operating activities:
Deferred income taxes 0 0 0 0
Depreciation and amortization 1,232 1,692 3,810 4,047
Provision for doubtful accounts 27 98 253 254
Changes in assets and liabilities, net:
Receivables (1,941) 726 (8,003) (5,894)
Prepaid expenses 420 995 16 520
Accounts payable and accrued expenses 1,785 1,543 4,430 3,926
Other 2 0 0 0
Net cash provided by
operating activities 2,239 4,164 1,682 643
Cash flows from financing activities:
Net borrowings (repayments) on line of
credit, net (2,159) (1,606) 2,769 2,336
Principal payments on long-term debt (1,047) (1,928) (4,165) (5,483)
Proceeds from exercise of stock options 76 0 143 49
Net cash (used in)
financing activities (3,130) (3,534) (1,253) (3,098)
Cash flows from investing activities:
Additions to property and equipment (217) (389) (952) (1,079)
Disposals of property and equipment 346 754 1,161 4,580
Net cash provided by
investing activities 129 365 209 3,501
Net increase (decrease) in cash
and cash equivalents (762) 995 638 1,046
Cash and cash equivalents:
Beginning of period 1,810 222 410 171
End of period $ 1,048 $ 1,217 $ 1,048 $ 1,217
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
INTRENET, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
September 30, 1997
(Unaudited)
(1) Unaudited Consolidated Financial Statements
The accompanying unaudited consolidated financial statements
include the accounts of Intrenet, Inc. and all of its
subsidiaries (collectively, the Company). Operating subsidiaries
at September 30, 1997 were Roadrunner Trucking, Inc. (RRT), Eck
Miller Transportation Corporation (EMT), Advanced Distribution
System, Inc. (ADS), Roadrunner Distribution Services, Inc.
(RDS) and INET Logistics, Inc. (INL). All significant
intercompany transactions are eliminated in consolidation.
Through its subsidiaries, the Company provides general and
specialized truckload carrier and intermodal brokerage services
on a regional basis throughout the forty-eight continental
states and Canada.
The consolidated financial statements included herein have been
prepared pursuant to the rules and regulations of the Securities
and Exchange Commission (SEC). In management's opinion, these
financial statements include all adjustments (consisting only of
normal recurring adjustments) necessary for a fair presentation
of the results of operations for the interim periods presented.
Pursuant to SEC rules and regulations, certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles have been condensed or omitted from these statements
unless significant changes have taken place since the end of the
most recent fiscal year. For this reason, the accompanying
consolidated financial statements and notes thereto should be
read in conjunction with the financial statements and notes for
the year ended December 31, 1996 included in the Company's 1996
Annual Report on Form 10-K.
The results for the three month and nine month periods ended
September 30, 1997 are not necessarily indicative of the results
to be expected for the entire year.
(2) Earnings Per Common and Common Equivalent Share
Earnings per common and common equivalent share have been
computed on the basis of the weighted average common shares
outstanding during the periods. No effect has been included for
options or warrants outstanding, if the effect would be
antidilutive.
(3) Income Taxes
Income taxes in interim periods are generally provided on the
basis of the estimated effective tax rate for the year.
(4) Contingent Liabilities
On June 13, 1997, the Company received notice from the Central
States Southeast and Southwest Areas Pension Fund (the "Fund")
of a claim pursuant to the Employee Retirement Income Security
Act of 1974, as amended by the Multiemployer Pension Plan
Amendments Act of 1980 ("MPPAA"). MPPAA provides that, if an
employer withdraws from participation in a multi-employer
pension plan, such as the Fund, the employer and members of the
employer's "controlled group" of businesses are jointly and
severally liable for a portion of the plan's underfunding. The
notice states that the claim is based on the withdrawal of R-W
Service Systems, Inc. ("RW") from the fund in June, 1991. The
Company's records indicate that RW was an indirect subsidiary of
the Company's predecessor, Circle Express, Inc., from March 1985
through April 1988, when it and certain other subsidiaries were
sold. The notice states that RW's withdrawal liability is
approximately $4.3 million with accrued interest in the amount
of approximately $1.9 million. Based on its investigation to
date, and, after consultation with counsel, management believes
that the Company is not liable to the Fund for RW's withdrawal
liability. The Company has filed a formal request for review of
the claim as provided by the MPPAA and has taken the position
that it is not liable to the Fund. At this date, the Fund has
not issued a formal response. If the Fund rejects the Company's
position, the Company is entitled among other remedies, to seek
resolution of the claim in binding arbitration. The Company
intends to vigorously contest the Fund's claim and seek a prompt
resolution of this matter. The Company is obligated to make
interim payments to the Fund until the issue of liability is
resolved. The interim payment obligation is approximately
$121,000 per month and commenced August 1, 1997. There can be
no assurance that either the need to make interim payments to
the Fund or the ultimate resolution of this matter will not have
a material adverse effect on the Company's liquidity, results of
operation or financial condition.
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations
Introduction
The following discussion should be read in conjunction with the
condensed consolidated financial statements and notes thereto
appearing elsewhere in this report. Certain statements made in
this report may constitute forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
For a description of risks and uncertainties relating to
forward looking statements, see the discussion in the Company's
Annual Report on Form 10-K for the year ended December 31, 1996.
The Company reported net earnings of $714,000 ($0.05 per share)
on revenues of $64.4 million in the three months and net
earnings of $1,176,000 ($0.09 per share) on revenues of $186.5
million in the nine months ended September 30, 1997. This
compares with a net loss of $890,000 on revenues of $57.8
million, and a net loss of $2,210,000 on revenues of $168.1
million in the comparable periods of 1996, respectively. In the
three months ended September 30, 1996, the Company recorded
approximately $1.2 million in charges: to account for certain
corporate personnel severance arrangements ($0.2 million); to
write-off certain computer equipment ($0.3 million); to record
the settlement and legal costs of previously disclosed
litigation ($0.1 million); to reserve for unfavorable
developments in several workers compensation and vehicle
accident claim reserves ($0.4 million); and to account for
certain other charges ($0.2 million).
The Company's revenue grew by 11.3 percent in the third quarter
of 1997 and each of its four carrier subsidiaries reported
revenue improvements. The revenue growth experienced in the
first two quarters has continued into the third quarter. Fuel
prices continued to decline during the third quarter and were
lower than the third quarter of the prior year, although the
average cost per gallon for the nine months is only slightly
lower than the average cost per gallon for the same time period
of the prior year. Barring any unforeseen changes in the overall
economy or in the price of fuel, management expects that the
Company will benefit from continuing cost reduction programs in
the area of safety, fuel purchasing and insurance costs, increased
equipment utilization and an expanded fleet will
allow for continued growth.
Revenue miles for the third quarter of 1997 increased to 43.4
million miles up from 41.6 million miles for the same period
in the prior year. Revenue per mile in
the third quarter also improved by 1.5 percent to $1.32 per
mile, up from $1.30 last year, continuing the trend reported in
prior quarters.
The Company's average total operating fleet, including
owner-operators, at the end of the third quarter of 1997 was
2,183 tractors up from 2,037 at the end of the third quarter of
1996 representing an increase of more than 7 percent. The growth
in the Company's fleet is due to a greater than 25 percent
increase in the number of owner-operators as compared with the
third quarter of 1996.
A discussion of the impact of the above and other factors on
the results of operations in the three months and nine months
ended September 30, 1997 as compared to the comparable periods
of 1996 follows.
1997 Compared to 1996
Three Months Ended 9/30 % Nine Months Ended 9/30 %
Key Operating Statistics 1997 1996 Chg 1997 1996 Chg
Operating Revenues ($millions) $64.4 $57.8 11.3% $186.5 $168.1 11.0%
Net Earnings (Loss) ($ 000's) $714 $(890) NM $1,176 $(2,210) NM
Average Number of Tractors 2,183 2,037 7.2% 2,171 2,061 5.3%
Total Loads (000's) 80 66.6 20.1% 227.3 194.7 16.8%
Revenue Miles (millions) 43.4 41.7 4.1% 128.6 123.5 4.1%
Average Revenue per Revenue Mile $1.32 $1.30 1.5% $1.32 $1.29 2.5%
Operating Revenues
Operating revenues for the three months and nine months ended
September 30, 1997 totaled $64.4 million and $186.5 million,
respectively, as compared to $57.8 million and $168.1 million
for the same periods in 1996, reflecting increased capacity and better freight
availability than the prior year. Each of the Company's four
truckload carriers have continued to grow throughout 1997.
Revenue increased by $6.6 million, or 11.3%, in the three
months, and $18.4 million, or 11.0%, in the nine months ended
September 30, 1997, over the comparable 1996 periods. The
average number of Company owned tractors declined 7.2% from
1,229 to 1,141 in the nine month period ended September 30, 1997
from the comparable period in 1996, while the average
owner-operator tractor count increased 23.8% from 832 to 1,030.
Approximately 53.0% of the Company's revenue was generated by
Company operated-equipment, and 38.1% by owner-operator
equipment in the nine months ended September 30, 1997. This
compares to 59.8% and 34.7% in the 1996 period. The remaining
revenues were from freight brokered to other carriers.
The Company experienced a 2.5% improvement in the average
revenue per revenue mile in the first nine months of 1997 as
compared to 1996. This is generally the result of a slight
tightening of capacity in the markets served by the Company.
Operating Expenses
The following table sets forth the percentage relationship of
operating expenses to operating revenues for the three month and
nine month periods ended September 30.
Three Months Ended 9/30 Nine Months Ended 9/30
1997 1996 1997 1996
Operating revenues 100 % 100 % 100 % 100 %
Operating expenses:
Purchased transportation
and equipment rents 44.9 38.6 43.0 38.6
Salaries, wages and benefits 23.8 27.3 24.4 27.0
Fuel and operating expenses 18.4 21.3 19.8 21.9
Operating taxes and licenses 4.0 4.8 4.1 4.8
Insurance and claims 3.2 4.1 3.3 3.8
Depreciation 1.7 2.8 1.9 2.2
Other operating expenses 1.2 1.3 1.2 1.7
Total operating expenses 97.2% 100.2% 97.7% % 100.0%
Purchased transportation and equipment rents increased as a
percentage of revenue due to the significant growth in the
Company's use of owner-operators. Correspondingly, salaries,
wages and benefits decreased as a percentage of revenue because
of the relatively smaller portion of the Company's total revenue
generated by Company operated equipment and the growing portion
of the Company's total revenue from owner-operators and from
freight brokered to other carriers. Fuel and other operating
expenses are attributable to Company-operated equipment and
these expenses also declined in relation to growth in the use of
owner-operators and freight brokered to other carriers. Other
operating expenses decreased in 1997 over 1996 due to reduced
professional fees and reduced accounts receivable service fees.
Interest Expense
Interest expense increased in 1997, primarily as a result of
the increased borrowings under the Company's bank credit
facility resulting from the Company's decision to discontinue
its accounts receivable factoring service.
Provision for Income Taxes
Income taxes in interim periods are generally provided on the
basis of the estimated effective tax rate for the year.
Liquidity and Capital Resources
The Company generated $0.6 million of cash in the first nine
months of 1997. As reflected in the accompanying Consolidated
Statements of Cash Flows, the Company generated $1.7 million of
cash from operating activities primarily from net earnings before
depreciation and amortization offset by growth in both accounts
receivable and payable attributable to the Company's revenue growth.
Approximately $1.3 million, net, of
this cash was used in financing activities primarily for
principal payments on long-term debt. An additional $0.2 million
was generated from investing activities, primarily from the
disposition of property and equipment.
The Company's day-to-day financing is provided by borrowings
under its bank credit facility. The credit facility consists of
a $5.0 million term loan with a final maturity of December 31,
1999, and a $28.0 million revolving line of credit which expires
January 15, 1999. Quarterly principal payments of $312,500 on
the term loan commenced on April 1, 1996. The line of credit
includes provisions for the issuance of up to $12.0 million in
stand-by letters of credit which, as issued, reduce available
borrowings under the line of credit. Borrowings under the line
of credit are limited to amounts determined by a formula tied to
the Company's eligible accounts receivable and inventories, as
defined in the credit facility. Borrowings under the revolving
line of credit totaled $5.9 million at September 30, 1997, and
outstanding letters of credit totaled $6.7 million at that date.
The combination of these two bank credits totaled $12.6 million,
leaving approximately $11.9 million of borrowing capacity under
the credit facility at September 30, 1997.
The Company believes that cash generated from operations, and
cash available to it under the bank credit facility will be
sufficient to meet the Company's cash needs for the foreseeable
future.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
On June 13, 1997, the Company received notice from the Central
States Southeast and Southwest Areas Pension Fund (the "Fund")
of a claim pursuant to the Employee Retirement Income Security
Act of 1974, as amended by the Multiemployer Pension Plan
Amendments Act of 1980 ("MPPAA"). MPPAA provides that, if an
employer withdraws from participation in a multi-employer
pension plan, such as the Fund, the employer and members of the
employer's "controlled group" of businesses are jointly and
severally liable for a portion of the plan's underfunding. The
notice states that the claim is based on the withdrawal of R-W
Service Systems, Inc. ("RW") from the fund in June, 1991. The
Company's records indicate that RW was an indirect subsidiary of
the Company's predecessor, Circle Express, Inc., from March 1985
through April 1988, when it and certain other subsidiaries were
sold. The notice states that RW's withdrawal liability is
approximately $4.3 million with accrued interest in the amount
of approximately $1.9 million. Based on its investigation to
date, and, after consultation with counsel, management believes
that the Company is not liable to the Fund for RW's withdrawal
liability. The Company has filed a formal request for review of
the claim as provided by the MPPAA and has taken the position
that it is not liable to the Fund. At this date, the Fund has
not issued a formal response. If the Fund rejects the Company's
position, the Company is entitled among other remedies, to seek
resolution of the claim in binding arbitration. The Company
intends to vigorously contest the Fund's claim and seek a prompt
resolution of this matter. The Company is obligated to make
interim payments to the Fund until the issue of liability is
resolved. The interim payment obligation is approximately
$121,000 per month and commenced August 1, 1997. There can be
no assurance that either the need to make interim payments to
the Fund or the ultimate resolution of this matter will not have
a material adverse effect on the Company's liquidity, results of
operation or financial condition.
There are no other material pending legal proceedings to which
the Company or any of its subsidiaries is a party or of which
any of their property is the subject, other than routine
proceedings previously reported in the Company's 1996 Annual
Report on Form 10-K, and litigation incidental to its business,
primarily involving claims for personal injury and property
damage incurred in the transporting of freight. There have been
no material developments in any previously reported proceedings.
The Company maintains insurance which covers liability resulting
from transportation related claims in amounts management
believes are prudent and consistent with accepted industry
practices, subject to deductibles for the first $100,000 to
$250,000 of exposure for each incident. The Company is not
aware of any claims or threatened claims that might materially
affect the Company's operating or financial results.
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
Exhibit 11 - Computation of Per Share Earnings
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
INTRENET, INC.
(Registrant)
/s/ John P. Delavan
John P. Delavan,
President and Chief
Executive Officer
November 13,1997 /s/ Roger T. Burbage
Roger T. Burbage,
Chief Financial Officer
(Principal Financial and
Accounting Officer)
<TABLE>
INTRENET, INC.
STATEMENT RE: COMPUTATION
OF PER SHARE EARNINGS
<CAPTION>
Three Months Ended September 30, Nine Months Ended September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Weighted average shares outstanding
during period 13,476,421 13,227,338 13,454,984 13,223,448
Assumed exercise of options and warrants 371,737 153,731 242,465 170,432
Shares assumed for fully diluted earnings
per share 13,848,158 13,381,069 13,697,449 13,393,880
Earnings for the period:
($ in Thousands)
Net earnings $ 714 $ (890) $ 1,176 $ (2,210)
Earnings per common and common
equivalent share:
Primary: $ 0.05 $ (0.07) $ 0.09 $ (0.16)
Fully diluted: $ N/A $ N/A $ N/A $ N/A
Exhibit 11
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000778161
<NAME> INTRENET, INC.
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<EXCHANGE-RATE> 1
<CASH> 1,048
<SECURITIES> 0
<RECEIVABLES> 33,998
<ALLOWANCES> (914)
<INVENTORY> 0
<CURRENT-ASSETS> 38,720
<PP&E> 32,176
<DEPRECIATION> 0
<TOTAL-ASSETS> 81,492
<CURRENT-LIABILITIES> 33,720
<BONDS> 23,711
0
0
<COMMON> 16,737
<OTHER-SE> 4,474
<TOTAL-LIABILITY-AND-EQUITY> 81,492
<SALES> 0
<TOTAL-REVENUES> 186,522
<CGS> 0
<TOTAL-COSTS> 182,316
<OTHER-EXPENSES> 315
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,223
<INCOME-PRETAX> 1,668
<INCOME-TAX> 492
<INCOME-CONTINUING> 1,176
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,176
<EPS-PRIMARY> .09
<EPS-DILUTED> .09
</TABLE>
