<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended Commission File
June 30, 1994 Number 0-14702
INFINITY BROADCASTING CORPORATION
______________________________________
(Exact name of registrant as specified in its charter)
DELAWARE 13-2766282
_______________________________ ____________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
600 MADISON AVENUE, NEW YORK, NY 10022
____________________________________________
(Address of principal executive offices)
(212)750-6400
______________
(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
_____ _____
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest
practicable date: 28,516,466 shares of Class A Common
Stock, 3,990,621 shares of Class B Common Stock and 496,114
shares of Class C Common Stock as of August 12, 1994.
<PAGE>
INFINITY BROADCASTING CORPORATION
INDEX
Page No.
________
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets............ 2
Consolidated Statements of Operations.. 4
Consolidated Statements of Stockholders'
Equity................................. 5
Consolidated Statements of
Cash Flows............................. 6
Notes to Consolidated Financial
Statements............................. 7
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations.................. 9
Part II.
Item 6. Exhibits and Reports on Form 8-K....... 13
i
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INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
ITEM 1. FINANCIAL STATEMENTS
_______ ____________________
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
June 30, Dec. 31,
1994 1993
___________ ________
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 6,645 $ 9,913
Receivables, net 62,596 57,249
Prepaid expenses and other
current assets 2,269 2,978
_________ _________
Total Current Assets 71,510 70,140
Property and equipment, net 23,485 18,749
Intangible assets, net 463,612 277,047
Other assets 11,738 12,104
_________ _________
$ 570,345 $ 378,040
_________ _________
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
2
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INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS, CONTINUED
(Dollars in thousands)
June 30, Dec. 31,
1994 1993
_________ ________
(Unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
Current Liabilities:
Accounts payable and other accrued expenses $ 16,780 $ 12,841
Accrued compensation 3,484 3,236
Accrued interest 10,256 7,776
Income taxes 7,648 7,477
Other current liabilities 16,848 5,888
Current portion of long-term debt 22,312 22,312
__________ __________
Total Current Liabilities 77,328 59,530
__________ __________
Long-term debt, less current portion 521,875 342,750
__________ __________
Stockholders' equity (deficiency):
Preferred stock, $0.01 par value:
1,000,000 shares authorized, none issued - -
Class A Common Stock, $.002 par value:
75,000,000 shares authorized; 28,377,585
shares issued and outstanding in 1993
and 28,493,966 shares in 1994. 57 57
Class B Common Stock, $.002 par value:
17,500,000 shares authorized; issued
and outstanding 3,990,621 shares in
1993 and 1994. 8 8
Class C Common Stock, $.002 par value:
30,000,000 shares authorized; issued
and outstanding 496,114 shares in 1993
and 1994. 1 1
Additional paid-in capital 259,802 259,748
Retained earnings (deficit) (276,528) (284,054)
__________ _________
(16,660) (24,240)
Less treasury stock at cost, 525,000 shares (12,198) -
__________ _________
Total stockholders' equity (deficiency) (28,858) (24,240)
__________ _________
$ 570,345 $ 378,040
__________ _________
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
3
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INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands except per share amounts)
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
1994 1993 1994 1993
___________ ___________ ___________ ___________
<S> <C> <C> <C> <C>
Total revenues $ 79,081 $ 61,058 $ 134,036 $ 101,321
Less agency commissions 10,387 8,022 17,159 13,120
___________ ___________ ___________ ___________
Net revenues 68,694 53,036 116,877 88,201
___________ ___________ ___________ ___________
Station operating expenses
excluding depreciation
and amortization 33,501 26,029 63,863 48,826
Depreciation and 11,547 10,435 22,050 18,818
amortization
Corporate general and
administrative expenses 1,302 1,327 2,419 2,286
___________ ___________ ___________ ___________
Total operating expenses 46,350 37,791 88,332 69,930
___________ ___________ ___________ ___________
Operating income 22,344 15,245 28,545 18,271
Other income (expense)
Interest expense (10,803) (9,767) (20,906) (19,224)
Interest income 49 408 89 410
___________ ___________ ___________ ___________
Earnings (loss) before
income taxes 11,590 5,886 7,728 (543)
Income taxes 200 202 202 203
___________ ___________ ___________ ___________
Net income (loss) $ 11,390 $ 5,684 $ 7,526 $ (746)
=========== =========== =========== ===========
Net income (loss) per
share $ .25 $ .14 $ .17 $ (.02)
___________ ___________ ___________ ___________
Average shares and
equivalents 45,619,121 41,532,894 44,789,403 34,915,975
=========== =========== =========== ===========
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
4
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INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(In thousands)
Class A Class B Class C
Common Stock Common Stock Common Stock
____________ ____________ ____________
Shares Amt Shares Amt Shares Amt
______ ___ ______ ___ ______ ___
<S> <C> <C> <C> <C> <C> <C>
Balance at Dec.
31, 1993 28,378 $ 57 3,991 $ 8 496 $ 1
Net loss for the
three months
ended March 31,
1994
Issuance of Class
A Common Stock 108
______ ___ ______ ___ ______ ____
Balance at March 31,
1994 (Unaudited) 28,486 $ 57 3,991 $ 8 496 $ 1
Net earnings for the
three months
ended June 30,
1994
Issuance of Class
A Common Stock 8
Treasury Stock
Acquired ______ ___ ______ ___ ______ ____
Balance at June 30,
1994 (Unaudited) 28,494 $ 57 3,991 $ 8 496 $ 1
<CAPTION>
Add'l Retained
Paid-in Earnings Treasury Stock
_______ _________ ______________
Capital (Deficit) Shares Amt Total
_______ _________ ______ ___ _____
<S> <C> <C> <C> <C> <C>
Balance at Dec.
31, 1993 $259,748 $(284,054) 0 0 $(24,240)
Net loss for the
three months
ended March 31,
1994 (3,864) (3,864)
Issuance of Class
A Common Stock 53 53
________ _________ ______ ___ ________
Balance at March 31,
1994 (Unaudited) $259,801 $(287,918) 0 0 $(28,051)
Net earnings for the
three months
ended June 30,
1994 11,390 11,390
Issuance of Class
A Common Stock 1 1
Treasury Stock
Acquired 525 (12,198) (12,198)
________ _________ ______ ___ ________
Balance at June 30,
1994 (Unaudited) $259,802 $(276,528) 525 $(12,198) $(28,858)
======== ========= ====== === =========
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
5
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INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1994 AND JUNE 30, 1993
(In thousands)
June 30, June 30,
1994 1993
________ ________
<S> <C> <C>
Net cash flow from (used in) operating activities:
Net earnings (loss) $ 7,526 $ (746)
Depreciation and amortization 22,050 18,818
Amortization of deferred financing costs 825 665
________ ________
30,401 18,737
Increase in receivables (5,347) (8,685)
(Increase) decrease in other current assets 709 (2,173)
Increase in accounts payable
and accrued expenses 4,358 6,483
Increase (decrease) in accrued interest 2,480 (497)
Other, net 16 (578)
Increase (decrease) in other current liabilities 10,960 (12)
________ ________
Net cash flow from operating activities 43,577 13,275
________ ________
Investing Activities:
Capital expenditures 674 686
Acquisitions:
Intangibles 206,725 100,000
Property and Equipment 5,920 3,000
________ _______
Net cash used for investing activities 213,319 103,686
________ _______
Cash provided (required) before
financing activities (169,742) (90,411)
======== =======
Financing Activities:
Borrowings under debt agreements 213,000 107,000
Reduction of debt (33,875) (115,125)
Proceeds from issuance of stocks 54 100,127
Financing costs (1,707) -
Repurchase of Class A Common Stock (12,198) -
Other, Net 1,200 -
________ ________
Net financing activities 166,474 92,002
Increase (decrease) in cash and cash
equivalents 3,268 (1,591)
_________ ________
Total financing activities $169,742 $ 90,411
========= ========
See accompanying Notes to Consolidated Financial Statements.
</TABLE>
6
<PAGE>
INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
_____________________
In the opinion of management the unaudited interim
financial statements contain all adjustments, consisting of
normal recurring accruals, necessary to present fairly the
financial position, results of operations and cash flows for
the periods presented.
Interim periods are not necessarily indicative of
results to be expected for the year. It is suggested that
these financial statements be read in conjunction with the
Consolidated Financial Statements and the notes thereto of
the Company for the year ended December 31, 1993.
The consolidated financial statements include the
accounts of the Company and its subsidiaries, which are all
wholly owned. All significant intercompany balances and
transactions have been eliminated in consolidation.
Earnings per common share are based on the weighted
average number of common shares and common equivalent shares
outstanding during the period.
Effective August 9, 1993, the Company declared a three-
for-two stock split in the form of a stock dividend payable
on August 16, 1993 to shareholders of record at the close of
business on August 9, 1993. Effective November 12, 1993,
the Company declared another three-for-two stock split in
the form of a stock dividend payable on November 19, 1993 to
shareholders of record at the close of business on November
12, 1993. The accompanying financial statements reflect the
effect of the stock dividends.
During the three months ended June 30, 1994, the
Company purchased 525,000 shares of its Class A Common Stock
at a total cost of approximately $12 million. The purchase
price was financed principally from cash flow from operations.
2. Public Stock Offerings
______________________
On May 13, 1993, the Company and certain holders of
warrants exercisable for shares of the Company's Class A
Common Stock sold through a public offering 8,148,814 shares
of Class A Common Stock, resulting in net proceeds to the
Company of approximately $100 million. The net proceeds
from this offering were used to pay down bank borrowings
under the Company's bank credit agreement (the "Credit
Agreement").
7
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3. Acquisitions
____________
On February 1, 1993, the Company completed the
acquisition of the assets of WZGC-FM (Atlanta), WZLX-FM
(Boston) and WUSN-FM (Chicago) from Cook Inlet Radio
Partners, L.P. and Cook Inlet Radio License Partnership,
L.P. for a total purchase price of approximately $100
million.
On September 1, 1993, the Company completed the
acquisition of WIP-AM, an all-sports radio station serving
Philadelphia, from Spectacor Broadcasting, L.P. for
approximately $17.4 million.
In February 1994, the Company completed the acquisition
of Los Angeles radio station KRTH-FM from Beasley FM
Acquisition Corp. for approximately $116 million.
In June 1994, the Company completed the acquisition of
Washington, D.C. radio stations WPGC-AM/FM from Cook Inlet
Radio Partners, L.P. and Cook Inlet Radio License
Partnership, L.P. for approximately $60 million.
In June 1994, the Company completed the acquisition of
Detroit radio station WXYT-AM from Fritz Broadcasting, Inc.
for approximately $23 million.
The purchase price of the above acquisitions was funded
by borrowings under the Credit Agreement.
The operating results of these acquisitions are
included in the Company's consolidated results of operations
from the date of acquisition. The following unaudited pro
forma summary presents the consolidated results of
operations as if the acquisitions had occurred as of the
beginning of 1994 and 1993, after giving effect to certain
adjustments, including amortization of intangibles and
interest expense on the acquisition debt. These pro forma
results have been prepared for comparative purposes only and
do not purport to be indicative of what would have occurred
had the acquisitions been made as of those dates or of
results which may occur in the future.
<TABLE>
<CAPTION>
Six Months Ended June
30,
1994 1993
____ ____
(Unaudited)
<S> <C> <C>
Net revenues.................. $129,762 $112,716
Net earnings (loss)........... 7,292 (4,611)
Net earnings (loss) per common
share......................... .16 (.13)
</TABLE>
8
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On February 3, 1994, the Company, Unistar
Communications Group, Inc. ("Unistar") and Westwood One,
Inc. ("Westwood One") completed the purchase by Westwood One
of the radio network business of Unistar for approximately
$101.3 million. Westwood One is the nation's largest
producer and distributor of nationally sponsored radio
programs. In connection with transaction, an affiliate of
the Company received 5 million newly issued shares of common
stock of Westwood One for $3 per share (which represents
approximately 16.45% of the issued and outstanding capital
stock of Westwood One) and an option to purchase an
additional 3 million shares of Westwood One's common stock
at a purchase price of $3 per share, subject to certain
vesting requirements. In connection with the transactions,
the Company's Chief Executive Officer and Chief Financial
Officer became the Chief Executive Officer and Chief
Financial Officer, respectively, of Westwood One pursuant to
a management agreement between the Company and Westwood One.
Under the management agreement, the Company will receive a
base management fee and additional warrants to acquire up to
1.5 million shares of Westwood One's Common Stock at a
purchase price from $3 to $5 per share in the event that
Westwood One's Common Stock trades above certain target
price levels.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
___________________________________
RESULTS OF OPERATIONS
_____________________
SECOND QUARTER OF 1994 COMPARED TO SECOND QUARTER OF 1993
_________________________________________________________
Net revenues for the second quarter of 1994 were
$68,694,000 as compared to $53,036,000 for the second
quarter of 1993, an increase of approximately $15,658,000 or
30%. The increase was due principally to higher advertising
revenues at most of the Company's stations, and the
acquisitions of radio stations WZLX-FM (Boston), WZGC-FM
(Atlanta) and WUSN-FM (Chicago) effective February 1, 1993,
WIP-AM (Philadelphia) effective September 1, 1993, KRTH-FM
(Los Angeles) effective February 15, 1994, and WPGC-AM/FM
(Washington, D.C.) effective June 17, 1994. On a pro forma
basis, assuming the above acquisitions had occurred as of
the beginning of 1993, net revenues for the second quarter
of 1994 would have increased by approximately 13%.
Station operating expenses excluding depreciation and
amortization for the second quarter of 1994 were $33,501,000
as compared to $26,029,000 for the second quarter of 1993,
an increase of $7,472,000 or approximately 29%. The
increase was principally due to the above acquisitions,
expenses associated
9
<PAGE>
with higher revenues and higher
programming expenses. On a pro forma basis, assuming the
above acquisitions had occurred as of the beginning of 1993,
station operating expenses for the second quarter of 1994
would have increased by approximately 10%.
Depreciation and amortization expense for the second
quarter of 1994 was approximately $11,547,000 as compared to
$10,435,000 for the second quarter of 1993, an increase of
approximately $1,112,000 or 11%. The increase was
principally due to the depreciation and amortization expense
associated with the above acquisitions.
Operating income for the second quarter of 1994 was
$22,344,000 as compared to $15,245,000 for the second
quarter of 1993, an increase of approximately $7,099,000 or
47%. The increase was due principally to improved results
at the Company's radio stations.
Net financing expense (defined as interest expense less
interest income) for the second quarter of 1994 was
$10,754,000 as compared to $9,359,000 for the second quarter
of 1993, an increase of approximately $1,395,000 or 15%.
The increase was due principally to additional borrowings in
connection with the above acquisitions.
Net income for the second quarter of 1994 was
$11,390,000 as compared to $5,684,000 for the second quarter
of 1993, an increase of approximately $5,706,000 or 100%.
SIX MONTHS ENDED JUNE 30, 1994 AS COMPARED TO THE FIRST SIX
____________________________________________________________
MONTHS OF 1993
______________
Net revenues for the six months ended June 30, 1994
were $116,877,000 as compared to $88,201,000 for the first
six months of 1993, an increase of approximately 33%. The
increase was due principally to higher advertising revenues
at most of the Company's stations, and the acquisitions of
radio stations WZLX-FM (Boston), WZGC-FM (Atlanta), WUSN-FM
(Chicago), WIP-AM (Philadelphia), KRTH-FM (Los Angeles), and
WPGC-AM/FM (Washington, D.C.). On a pro forma basis,
assuming the above acquisitions had occurred as of the
beginning of 1993, net revenues for the first six months of
1994 would have increased by approximately 15%.
Station operating expenses excluding depreciation and
amortization for the six months ended June 30, 1994 were
$63,863,000 as compared to $48,826,000 for the first six
months of 1993, an increase of 31%. The increase was
principally due to the above acquisitions, expenses
associated with higher revenues and higher programming
expenses. On a
10
<PAGE>
pro forma basis, assuming the above
acquisitions had occurred as of the beginning of 1993,
station operating expenses for the first six months of 1994
would have increased by approximately 13%.
Depreciation and amortization expense for the first six
months of 1994 was $22,050,000 as compared to $18,818,000
for the first six months of 1993, an increase of
approximately $3,232,000 or 17%. The increase was due to
depreciation and amortization expense associated with the
above acquisitions.
Operating income for the first six months of 1994 was
$28,545,000 as compared to $18,271,000 for the first six
months of 1993, an increase of approximately 56%. The
increase was due principally to improved results at the
Company's radio stations.
Net financing expense (defined as interest expense less
interest income) for the first six months of 1994 was
$20,817,000 as compared to $18,814,000 for the first six
months of 1993, an increase of approximately 11%. The
increase was due principally to additional interest expense
associated with the additional borrowings incurred to
finance the above acquisitions.
Net income for the first six months of 1994 was
$7,526,000 ($0.17 per share) as compared to a net loss of
$746,000 ($0.02 per share) for the first six months of 1993,
an increase of approximately $8,272,000.
LIQUIDITY AND CAPITAL RESOURCES
_______________________________
For the first six months of 1994, net cash flow from
operating activities was approximately $43,577,000, as
compared to $13,275,000 for the first six months of 1993, an
increase of approximately $30,302,000. The increase was
principally due to improved earnings in 1994 offset in part
by higher working capital requirements for the acquired
stations. The operating cash flow was used principally to
pay down debt and purchase treasury stock.
During the first six months of 1994, the Company
borrowed approximately $213 million under the Credit
Agreement to finance the acquisition and working capital of
the acquired radio stations.
On June 7, 1994, the Company entered into an amended
and restated bank credit agreement. Under the amended bank
agreement, as of June 30, 1994, the Company had undrawn
borrowing capacity of approximately $86 million.
11
<PAGE>
During the three months ended June 30, 1994, the
Company purchased 525,000 shares of its Class A Common Stock
at a total cost of approximately $12 million. The purchase
price was financed principally from cash flow from
operations.
12
<PAGE>
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
________________________________
(a) Exhibits.
Exhibit
Number Description of Exhibit
_______ ______________________
2(a) __ Asset Purchase Agreement, dated as of August 15,
1992, between Cook Inlet Radio Partners, L.P. and
Cook Inlet Radio License Partnership, L.P. and
Infinity Broadcasting Corporation of Chicago,
Infinity Broadcasting Corporation of Atlanta,
Infinity Broadcasting Corporation of Boston and
the Company. (This exhibit can be found as
Exhibit 2(c) to the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1992
(File No. 0-14702) and is incorporated herein by
reference.)
2(b) __ Asset Purchase Agreement, dated as of
September 25, 1992, between Spectacor
Broadcasting, L.P. and Infinity Broadcasting
Corporation of Philadelphia. (This exhibit can be
found as Exhibit 2(d) to the Company's Quarterly
Report on Form 10-Q for the quarter ended
September 30, 1992 (File No. 0-14702) and is
incorporated herein by reference.)
2(c) __ Purchase Agreement, dated as of June 16, 1993,
among Beasley FM Acquisition Corp., Infinity
Broadcasting Corporation of California and the
Company. (This exhibit can be found as Exhibit
2(e) to the Company's Quarterly Report on Form
10-Q for the quarter ended June 30, 1993 (File No.
0-14702) and is incorporated herein by reference.)
2(d) __ Asset Purchase Agreement, dated as of October 4,
1993, between Cook Inlet Radio Partners, L.P. and
Cook Inlet Radio License Partnership, L.P. and
Infinity Broadcasting Corporation of Maryland and
the Company. (This exhibit can be found as
Exhibit 2(f) to the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1993
(File No. 0-14702) and is incorporated herein by
reference.)
2(e) __ Asset Purchase Agreement, dated as of March 8,
1994, by and between Fritz Broadcasting, Inc.,
Infinity Broadcasting Corporation of Detroit and
the Company. (This exhibit can be found as
Exhibit 2(h) to the Company's Annual Report on
Form 10-K for the year ended December 31, 1993
(FileNo.0-14702) and is incorporated herein by
reference.
13
<PAGE>
4(a) __ Amended and Restated Credit Agreement, dated as of
June 7, 1994, between the Company and the banks
that are signatories thereto. (This exhibit can
be found as Exhibit 4(a) to the Company's Report
on Form 8-K filed on July 5, 1994 (File No. 0-14702)
and is incorporated herein by reference.)
4(b) __ Security Agreement, dated as of June 7, 1994, by
and among the Company, its subsidiaries that are
signatories thereto and Chemical Bank, as
collateral agent. (This exhibit can be found as
Exhibit 4(b) to the Company's Report on Form 8-K
filed on July 5, 1994 (File No. 0-14702) and is
incorporated herein by reference.)
10(a) __ Sixth Amendment to the Employment Agreement, dated
as of September 10, 1990, between the Company and
Mel Karmazin, effective as of March 30, 1994 (This
exhibit can be found as Exhibit 10(a) to the
Company's Quarterly Report on Form 10-Q for the
quarter ended March 31, 1994 (File No. 0-14702)
and is incorporated herein by reference.)
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Company
during the quarter ended June 30, 1994.
14
<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.
INFINITY BROADCASTING CORPORATION
_________________________________
(Registrant)
/s/ Farid Suleman
________________________________
Farid Suleman,
Vice President-Finance/
Chief Financial Officer
Dated: August 12, 1994
15
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<CIK> 0000792863
<NAME> INFINITY BROADCASTING CORP
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> JUN-30-1994
<CASH> 6645
<SECURITIES> 0
<RECEIVABLES> 63963
<ALLOWANCES> 1367
<INVENTORY> 0
<CURRENT-ASSETS> 71510
<PP&E> 33064
<DEPRECIATION> 9579
<TOTAL-ASSETS> 570345
<CURRENT-LIABILITIES> 77328
<BONDS> 0
<COMMON> 66
0
0
<OTHER-SE> (28924)
<TOTAL-LIABILITY-AND-EQUITY> 570345
<SALES> 0
<TOTAL-REVENUES> 116877
<CGS> 0
<TOTAL-COSTS> 63863
<OTHER-EXPENSES> 24469
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<INTEREST-EXPENSE> 20906
<INCOME-PRETAX> 7728
<INCOME-TAX> 202
<INCOME-CONTINUING> 7526
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