<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 2000
Commission File Number 1-6659
PHILADELPHIA SUBURBAN CORPORATION
---------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 23-1702594
- ------------------------------- --------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
762 W. Lancaster Avenue, Bryn Mawr, Pennsylvania 19010 -3489
- ------------------------------------------------ ----------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (610)-527-8000
--------------
Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of March 31, 2000
40,927,257
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands of dollars, except per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------------------------
Assets (Unaudited) (Audited)
<S> <C> <C>
Property, plant and equipment, at cost $ 1,406,557 $ 1,393,027
Less accumulated depreciation 259,735 257,663
-----------------------------
Net property, plant and equipment 1,146,822 1,135,364
-----------------------------
Current assets:
Cash and cash equivalents 6,481 4,658
Accounts receivable and unbilled revenues, net 44,508 44,399
Inventory, materials and supplies 3,920 3,948
Prepayments and other current assets 4,518 6,520
-----------------------------
Total current assets 59,427 59,525
-----------------------------
Regulatory assets 58,236 58,287
Deferred charges and other assets, net 25,621 27,629
-----------------------------
$ 1,290,106 $ 1,280,805
=============================
Liabilities and Stockholders' Equity
Stockholders' equity:
6.05% Series B cumulative preferred stock $ 1,760 $ 1,760
Common stock at $.50 par value, authorized 100,000,000 shares,
issued 41,721,366 and 41,627,644 in 2000 and 1999 20,861 20,814
Capital in excess of par value 252,899 251,440
Retained earnings 104,412 101,533
Minority interest 2,605 2,604
Treasury stock, 794,109 and 615,038 shares in 2000 and 1999 (14,665) (11,270)
Accumulated other comprehensive income 1,366 2,020
-----------------------------
Total stockholders' equity 369,238 368,901
-----------------------------
Long-term debt, excluding current portion 429,232 413,752
Commitments - -
Current liabilities:
Current portion of long-term debt 12,978 12,194
Loans payable 102,741 103,069
Accounts payable 13,291 24,286
Accrued interest 9,068 8,994
Accrued taxes 15,601 12,689
Other accrued liabilities 22,689 22,581
-----------------------------
Total current liabilities 176,368 183,813
-----------------------------
Deferred credits and other liabilities:
Deferred income taxes and investment tax credits 137,597 136,528
Customers' advances for construction 57,203 59,494
Other 6,928 8,434
-----------------------------
Total deferred credits and other liabilities 201,728 204,456
-----------------------------
Contributions in aid of construction 113,540 109,883
-----------------------------
$ 1,290,106 $ 1,280,805
=============================
</TABLE>
See notes to consolidated financial statements on page 5 of this report.
1
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(In thousands, except per share amounts)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------------------
2000 1999
-----------------------
<S> <C> <C>
Operating revenues $64,510 $58,597
Costs and expenses:
Operations and maintenance 24,928 22,725
Depreciation 8,251 7,419
Amortization 270 420
Taxes other than income taxes 5,982 5,588
Restructuring costs - 3,787
-----------------------
39,431 39,939
-----------------------
Operating income 25,079 18,658
Other expense (income):
Interest expense, net 9,855 8,091
Allowance for funds used during construction (734) (388)
Minority interest 18 15
Gain on sale of marketable securities (1,061) -
Merger transaction costs - 6,334
-----------------------
Income before income taxes 17,001 4,606
Provision for income taxes 6,728 4,255
-----------------------
Net income 10,273 351
Dividends on preferred stock 27 35
-----------------------
Net income available to common stock $10,246 $ 316
=======================
Net income $10,273 $ 351
Other comprehensive income (loss), net of tax (654) -
-----------------------
Comprehensive income $ 9,619 $ 351
=======================
Net income per common share:
Basic $ 0.25 $ 0.01
=======================
Diluted $ 0.25 $ 0.01
=======================
Average common shares outstanding during the period:
Basic 40,950 40,771
=======================
Diluted 41,256 41,285
=======================
</TABLE>
See notes to consolidated financial statements on page 5 of this report.
2
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(In thousands of dollars)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------
2000 1999
-------------------------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 10,273 $ 351
Adjustments to reconcile net income to net
cash flows from operating activities:
Depreciation and amortization 8,521 7,839
Deferred income taxes 1,519 1,204
Gain on sale of marketable securities (1,061) -
Net decrease in receivables, inventory and prepayments 2,458 3,757
Net decrease in payables, accrued interest, accrued taxes
and other accrued liabilities (8,826) (7,353)
Other 68 1,726
-------------------------
Net cash flows from operating activities 12,952 7,524
-------------------------
Cash flows from investing activities:
Property, plant and equipment additions, including allowance
for funds used during construction of $734 and $388 (19,691) (19,357)
Proceeds from the sale of marketable securities 2,814 -
Acquisitions of water systems - (145)
Other 90 (1,333)
-------------------------
Net cash flows used in investing activities (16,787) (20,835)
-------------------------
Cash flows from financing activities:
Customers' advances and contributions in aid of construction 897 897
Repayments of customers' advances (1,620) (1,360)
Net proceeds (repayments) of short-term debt (328) 8,445
Proceeds from long-term debt 16,515 12,066
Repayments of long-term debt (520) (1,156)
Redemption of preferred stock - (1,460)
Proceeds from issuing common stock 1,613 2,024
Repurchase of common stock (3,502) (790)
Dividends paid on preferred stock (27) (35)
Dividends paid on common stock (7,367) (7,521)
Other (3) -
-------------------------
Net cash flows from financing activities 5,658 11,110
-------------------------
Net increase (decrease) in cash and cash equivalents 1,823 (2,201)
Cash and cash equivalents at beginning of period 4,658 8,247
-------------------------
Cash and cash equivalents at end of period $ 6,481 $ 6,046
=========================
</TABLE>
See notes to consolidated financial statements on page 5 of this report.
3
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CAPITALIZATION
(In thousands of dollars, except per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
-------------------------------
(Unaudited) (Audited)
<S> <C> <C>
Stockholders' equity:
6.05% Series B cumulative preferred stock $ 1,760 $ 1,760
Common stock, $.50 par value 20,861 20,814
Capital in excess of par value 252,899 251,440
Retained earnings 104,412 101,533
Minority interest 2,605 2,604
Treasury stock (14,665) (11,270)
Accumulated other comprehensive income 1,366 2,020
-------------------------------
Total stockholders' equity 369,238 368,901
-------------------------------
Long-term debt:
First Mortgage Bonds secured by utility plant:
Interest Rate Range
0.00% to 2.49% 852 858
2.50% to 4.99% 1,592 824
5.00% to 5.49% 2,200 2,200
5.50% to 5.99% 31,545 31,545
6.00% to 6.49% 127,210 127,210
6.50% to 6.99% 55,200 55,200
7.00% to 7.49% 53,000 38,000
7.50% to 7.99% 23,000 23,000
8.00% to 8.49% 16,500 16,500
8.50% to 8.99% 9,000 9,003
9.00% to 9.49% 53,695 53,695
9.50% to 9.99% 50,725 51,220
10.00% to 10.55% 6,000 6,000
-------------------------------
Total First Mortgage Bonds 430,519 415,255
Notes payable to banks under revolving credit agreements, due June 2000 10,200 9,200
Installment note payable, 9%, due in equal annual payments through 2013 1,491 1,491
-------------------------------
442,210 425,946
Current portion of long-term debt 12,978 12,194
-------------------------------
Long-term debt, excluding current portion 429,232 413,752
-------------------------------
Total capitalization $ 798,470 $ 782,653
===============================
</TABLE>
See notes to consolidated financial statements on page 5 of this report.
4
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of dollars, except per share amounts)
(UNAUDITED)
Note 1 Basis of Presentation
---------------------
The accompanying consolidated balance sheet and statement of
capitalization of Philadelphia Suburban Corporation ("PSC") at
March 31, 2000, the consolidated statements of income and
comprehensive income and cash flow for the three months ended
March 31, 2000 and 1999, are unaudited, but reflect all
adjustments, consisting of only normal recurring accruals,
which are, in the opinion of management, necessary to present
fairly the consolidated financial position, the consolidated
results of operations, and the consolidated cash flow for the
periods presented. Because they cover interim periods, the
statements and related notes to the financial statements do
not include all disclosures and notes normally provided in
annual financial statements and therefore, should be read in
conjunction with the PSC Annual Report on Form 10-K for the
year ended December 31, 1999. The results of operations for
interim periods may not be indicative of the results that may
be expected for the entire year.
Note 2 Water Rates
-----------
On April 27, 2000, the Pennsylvania Public Utility Commission
approved a rate settlement reached between PSC's Pennsylvania
utility subsidiaries, and the parties actively litigating the
joint rate application filed in October 1999. The settlement
was designed to increase annual revenue by $17,000 or 9.4%
over the level in effect at the time of the filing. The rates
in effect at the time of the filing included $7,347 in
Distribution System Improvement Charges ("DSIC") ranging from
0.33% to 5%. Consequently, the settlement resulted in a total
base rate increase of $24,347 or 13.5%. As a part of the
settlement, the DSIC was reset to zero and PSC agreed not to
file a base rate increase request prior to April 29, 2001,
absent extraordinary circumstances.
In March 2000, an operating division of Consumers Water
Company's ("CWC") Illinois operating subsidiary settled one
rate case resulting in an aggregate annual revenue increase of
approximately $400. In addition, rate applications have been
filed in 2000 by other CWC operating divisions in Illinois,
Maine and New Jersey. The additional annual revenue requested
is $6,282 and decisions are anticipated by the first quarter
of 2001.
Note 3 Long-term Debt and Loans Payable
--------------------------------
In January 2000, Philadelphia Suburban Water Company ("PSW")
issued a First Mortgage Bond of $15,000 7.40% Series due 2005
and in April 2000, PSW issued a First Mortgage Bond of $11,000
7.40% Series due 2005 through the medium-term note program. In
February 2000, PSW issued a note payable of $778 at a rate of
2.84% due 2019. Proceeds from these issues were used to reduce
the balance of PSW's revolving credit facility.
5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands of dollars, except per share amounts) (continued)
(UNAUDITED)
Note 4 Net Income per Common Share
---------------------------
Basic net income per common share is based on the weighted
average number of common shares outstanding. Diluted net
income per common share is based on the weighted average
number of common shares outstanding and potentially dilutive
shares. The dilutive effect of employee stock options is
included in the computation of Diluted net income per common
share. The following table summarizes the shares, in
thousands, used in computing Basic and Diluted net income per
common share:
Three Months Ended
March 31,
--------------------
2000 1999
--------------------
Average common shares outstanding
during the period for Basic
computation 40,950 40,771
Dilutive effect of employee stock
options 306 514
--------------------
Average common shares outstanding
during the period for Diluted
computation 41,256 41,285
====================
Note 5 Stockholders' Equity
--------------------
PSC reports other comprehensive income in accordance with
Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income." The following table
summarizes the activity of accumulated other comprehensive
income:
2000 1999
-------------------
Balance at January 1, $ 2,020 $ -
Unrealized gains (losses) on sales
of marketable securities:
Unrealized holding loss arising
during the period, net of tax
of $42 (78) -
Less: reclassification adjustment
for gains included in net
income, net of tax of $409 (576) -
------------------
Balance at March 31, $ 1,366 $ -
==================
6
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In thousands of dollars, except per share amounts)
Forward-looking Statements
---------------------------
This Management's Discussion and Analysis of Financial Condition and Results of
Operations and other sections of this Quarterly Report contains, in addition to
historical information, forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements address, among other things, our use of cash; projected capital
expenditures; liquidity; as well as information contained elsewhere in this
report where statements are preceded by, followed by or include the words
"believes," "expects," "anticipates," "plans" or similar expressions. These
statements are based on a number of assumptions concerning future events, and
are subject to a number of uncertainties and other factors, many of which are
outside our control. Actual results may differ materially from such statements
for a number of reasons, including the effects of regulation, abnormal weather,
changes in capital requirements and funding, and acquisitions. We undertake no
obligation to update or revise forward-looking statements, whether as a result
of new information, future events or otherwise.
General Information
-------------------
Philadelphia Suburban Corporation ("we" or "us"), a Pennsylvania corporation, is
the holding company for regulated utilities providing water or wastewater
services to approximately 2 million people in Pennsylvania, Ohio, Illinois, New
Jersey and Maine. Our two primary subsidiaries are Philadelphia Suburban Water
Company ("PSW"), a regulated public utility that provides water or wastewater
services to about 1.1 million residents in the suburban areas west and north of
the City of Philadelphia, and Consumers Water Company ("CWC"), a holding company
for several regulated public utility companies that provide water or wastewater
service to about 850,000 residents in various communities in Pennsylvania, Ohio,
Illinois, New Jersey and Maine. We are among the largest investor-owned water
utilities in the United States based on the number of customers. In addition,
PSW and CWC provide water service to approximately 25,000 people through
operating and maintenance contracts with municipal authorities and other parties
in proximity to the operating company's service territory. Subsidiaries of PSW
and CWC provide wastewater services (primarily residential) to approximately
28,000 people in Pennsylvania, Illinois and New Jersey.
Financial Condition
-------------------
During the quarter, we had $19,691 of capital expenditures, repurchased $3,502
of common stock, repaid $1,620 of customer advances for construction and made
sinking fund contributions of $520. Of the total capital expenditures during the
quarter, $1,960 was related to the construction of a new water treatment plant.
The balance of capital expenditures was related to new tanks, boosters, valves,
new water mains and customer service lines and the rehabilitation of existing
water mains, hydrants and customer service lines.
During the quarter, the proceeds from the issuance of long-term debt, proceeds
from the issuance of common stock, internally generated funds, available working
capital and funds available under the revolving credit agreements were used to
fund the cash requirements discussed above and to pay dividends. In January
2000, PSW issued a First Mortgage Bond of $15,000 7.40% Series due 2005 through
the medium-term note program. In February 2000, PSW issued a note payable of
$778 2.84% Series due 2019. In April 2000, PSW issued a First Mortgage Bond of
$11,000 7.40% Series due 2005. Proceeds from these issues were used to reduce
the balance of PSW's revolving credit facility.
7
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
(In thousands of dollars, except per share amounts)
At March 31, 2000, we had short-term lines of credit of $161,800, of which
$59,059 was available. At March 31, 2000, CWC has a $20,000 revolving credit
agreement of which $9,800 was available.
On April 27, 2000, the Pennsylvania Public Utility Commission approved a rate
settlement reached between PSC's Pennsylvania utility subsidiaries, and the
parties actively litigating the joint rate application filed in October 1999.
The settlement was designed to increase annual revenue by $17,000 or 9.4% over
the level in effect at the time of the filing. The rates in effect at the time
of the filing included $7,347 in Distribution System Improvement Charges
("DSIC") ranging from 0.33% to 5%. Consequently, the settlement resulted in a
total base rate increase of $24,347 or 13.5%. As a part of the settlement, the
DSIC was reset to zero and PSC agreed not to file a base rate increase request
prior to April 29, 2001, absent extraordinary circumstances.
Management believes that internally generated funds along with existing credit
facilities and the proceeds from the issuance of long-term debt and common stock
are adequate to meet our financing requirements for the balance of the year and
beyond.
Results of Operations
---------------------
Analysis of First Quarter of 2000 Compared to First Quarter of 1999
-------------------------------------------------------------------
Revenues for the quarter increased $5,913 or 10.1% primarily due to revenues
from the Distribution System Improvement Charge ("DSIC") in Pennsylvania,
increased water sales and additional water revenues associated with
acquisitions. The DSIC provided $1,735 of additional revenues over the prior
year. The improvement in water sales is due to an increase in customer
consumption. The additional revenues from acquisitions result primarily from the
Bensalem water system acquired in December 1999.
Operations and maintenance expenses increased by $2,203 or 9.7% due to higher
maintenance expenses, additional operating costs associated with the Bensalem
acquisition and increased wage and administrative expenses. The increased
maintenance expenses at PSW resulted from an increased number of main breaks,
particularly during January 2000. Offsetting these increases in part, was a
reduction in general corporate expenses related to the closing of CWC's
corporate office in March 1999.
Depreciation expense increased $832 or 11.2% reflecting the utility plant placed
in service since the first quarter of 1999, including the assets acquired
through system acquisitions.
Amortization decreased $150 primarily due to the completion of the amortization
of the costs associated with, and the other costs being recovered in various
rate filings.
Taxes other than income taxes increased by $394 or 7.1% due to an increase in
the Pennsylvania Public Utility Realty Tax in 2000 and a refund recognized in
the first quarter of 1999 for regulatory assessments associated with a prior
year.
During the first quarter of 1999, a charge of $3,787 was recorded for
restructuring costs that includes severance of $2,940 and costs associated with
the closing of CWC's corporate office. At March 31, 2000, there was a balance of
$300 remaining related to this restructuring.
Interest expense increased by $1,764 or 21.8% primarily due to increased
borrowings to finance fourth quarter of 1999 acquisitions, on-going capital
projects and, to a lesser extent, increased interest rates on borrowings.
Allowance for funds used during construction increased by $346 primarily due to
an increase in the average balance of utility plant construction work in
progress resulting from the construction of a $35,000 water treatment plant at
one of CWC's Pennsylvania subsidiaries. Construction commenced on this facility
in December 1997 and is expected to be completed in the second quarter of 2000.
8
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
(In thousands of dollars, except per share amounts)
During the first quarter of 2000, gains on the sale of marketable securities of
$1,061 were recorded. There were no marketable securities sold in 1999.
During the first quarter of 1999, we recorded a charge of $6,334 for transaction
costs associated with the merger of CWC consummated on March 10, 1999. The
charge represents the fees for investment bankers, attorneys, accountants, and
other administrative charges.
Our effective income tax rate was 39.6% in the first quarter of 2000 and 92.4%
in the first quarter of 1999. The effective tax rate decreased due to the
estimated non-deductible portion of the $6,334 of merger transaction costs
recorded in the first quarter of 1999. Exclusive of the merger transaction costs
and related tax benefits of $200, the first quarter 1999 effective income tax
rate would have been 40.7%.
Dividends on preferred stock decreased $8 or 22.9% due to the redemption in
January 1999 of 14,600 shares of preferred stock. The preferred shares were
redeemed at the liquidation value of $100 per share.
Net income available to common stock for the quarter increased by $9,930, in
comparison to 1999 primarily as a result of the 1999 after-tax charge of $8,596,
net of tax, for restructuring and transaction costs associated with the merger
of CWC and the other factors described above. On a diluted per share basis,
earnings increased $.24 reflecting the change in net income.
Impact of Recent Accounting Pronouncements
------------------------------------------
In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement
of Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments
and Hedging Activities," and in June 1999 amended this standard by issuing SFAS
No. 137, "Accounting for Derivative Instruments and Hedging Activities -
Deferral of the Effective Date of FASB Statement No. 133." SFAS No. 133
establishes accounting and reporting standards for derivative instruments and
for hedging activities. SFAS No. 133 requires that an entity recognize all
derivatives as either assets or liabilities in the statement of financial
position and measure those instruments at fair value. SFAS 137 changed the
timing of the implementation of SFAS No. 133. We plan to adopt these statements
in 2001 as required. As of March 31, 2000, we had no derivative instruments or
hedging activities.
9
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
Part II. Other Information
--------------------------
Item 1. Legal Proceedings
-----------------
There are no pending legal proceedings to which the Registrant
or any of its subsidiaries is a party or to which any of their
properties is the subject that present a reasonable likelihood
of a material adverse impact on the Registrant. Reference is
made to Item 3 of the Company's Annual Report on Form 10-K for
the year ended December 31, 1999, which is included by a
reference herein.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
Exhibit No. Description
27 Financial Data Schedule
(b) Reports on Form 8-K
None.
10
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be executed on its behalf by the
undersigned thereunto duly authorized.
May 12, 2000
PHILADELPHIA SUBURBAN CORPORATION
---------------------------------
Registrant
/s/ Nicholas DeBenedictis
---------------------------------
Nicholas DeBenedictis
Chairman and President
/s/ David P. Smeltzer
---------------------------------
David P. Smeltzer
Senior Vice President - Finance
and Chief Financial Officer
11
<PAGE>
PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Exhibit No. Description Page No.
- ----------- ------------------------- --------
27 Financial Data Schedule 13
<TABLE> <S> <C>
<ARTICLE> UT
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheets and the statements of capitalization at March 31,
2000, and the consolidated statements of income and comprehensive income and the
consolidated statements of cash flow for the three months ended March 31, 2000,
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S.DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<BOOK-VALUE> PRO-FORMA
<TOTAL-NET-UTILITY-PLANT> 1,146,172
<OTHER-PROPERTY-AND-INVEST> 650
<TOTAL-CURRENT-ASSETS> 59,427
<TOTAL-DEFERRED-CHARGES> 25,621
<OTHER-ASSETS> 58,236
<TOTAL-ASSETS> 1,290,106
<COMMON> 6,196
<CAPITAL-SURPLUS-PAID-IN> 254,265
<RETAINED-EARNINGS> 104,412
<TOTAL-COMMON-STOCKHOLDERS-EQ> 364,873
0
1,760
<LONG-TERM-DEBT-NET> 429,232
<SHORT-TERM-NOTES> 0
<LONG-TERM-NOTES-PAYABLE> 102,741
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 12,978
0
<CAPITAL-LEASE-OBLIGATIONS> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 378,522
<TOT-CAPITALIZATION-AND-LIAB> 1,290,106
<GROSS-OPERATING-REVENUE> 64,510
<INCOME-TAX-EXPENSE> 6,728
<OTHER-OPERATING-EXPENSES> 39,431
<TOTAL-OPERATING-EXPENSES> 46,159
<OPERATING-INCOME-LOSS> 18,351
<OTHER-INCOME-NET> 1,043
<INCOME-BEFORE-INTEREST-EXPEN> 19,394
<TOTAL-INTEREST-EXPENSE> 9,121
<NET-INCOME> 10,273
27
<EARNINGS-AVAILABLE-FOR-COMM> 10,246
<COMMON-STOCK-DIVIDENDS> 7,367
<TOTAL-INTEREST-ON-BONDS> 32,005
<CASH-FLOW-OPERATIONS> 12,952
<EPS-BASIC> 0.25
<EPS-DILUTED> 0.25
</TABLE>
