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, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-26762
PEDIATRIX MEDICAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Florida 65-0271219
------- ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1301 Concord Terrace
Sunrise, Florida 33323
----------------------
(Address of principal executive offices)
(Zip Code)
(954) 384-0175
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name, former address and 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 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
--- ----
At May 8, 2000, the Registrant had 15,778,562 shares of $0.01 par value common
stock outstanding.
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
INDEX
-----
<TABLE>
<CAPTION>
Page
----
PART I - FINANCIAL INFORMATION
- ------------------------------
ITEM 1. Financial Statements
<S> <C>
Condensed Consolidated Balance Sheets as of March 31, 2000 (Unaudited)
and December 31, 1999......................................................................................... 3
Condensed Consolidated Statements of Income for the Three Months Ended
March 31, 2000 and 1999 (Unaudited)........................................................................... 4
Condensed Consolidated Statements of Cash Flows for the Three Months Ended
March 31, 2000 and 1999 (Unaudited)........................................................................... 5
Notes to Condensed Consolidated Financial Statements............................................................ 6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations..................................................... 9
ITEM 3. Quantitative and Qualitative Disclosures
About Market Risk..................................................................................11
PART II - OTHER INFORMATION..................................................................................... 12
- ---------------------------
SIGNATURES...................................................................................................... 14
- ----------
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PEDIATRIX MEDICAL GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, 2000 December 31,
(Unaudited) 1999
------------------ -------------------
(in thousands)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents ..................... $ 1,078 $ 825
Accounts receivable, net....................... 79,446 77,726
Prepaid expenses............................... 862 468
Other current assets........................... 855 962
-------------- --------------
Total current assets....................... 82,241 79,981
Property and equipment, net......................... 13,992 13,567
Other assets, net................................... 246,796 241,242
-------------- --------------
Total assets............................... $ 343,029 $ 334,790
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses.......... $ 27,796 $ 29,099
Income taxes payable........................... 1,317 92
Line of credit................................. 52,143 48,393
Current portion of note payable................ 200 200
Deferred income taxes.......................... 19,140 18,549
-------------- --------------
Total current liabilities.................. 100,596 96,333
Note payable........................................ 2,100 2,150
Deferred income taxes............................... 5,402 5,111
Deferred compensation............................... 2,666 2,309
-------------- --------------
Total liabilities.......................... 110,764 105,903
Commitments and contingencies
Stockholders' equity:
Preferred stock................................ -- --
Common stock................................... 156 156
Additional paid-in capital..................... 133,516 133,516
Retained earnings.............................. 98,593 95,215
------------
--------------
Total stockholders' equity................. 232,265 228,887
------------ ------------
Total liabilities and stockholders' equity. $ 343,029 $ 334,790
============== ==============
</TABLE>
The accompanying notes are an integral part of these
condensed consolidated financial statements
3
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------------
2000 1999
---- ----
(in thousands, except for per share data)
<S> <C> <C>
Net patient service revenue .......................................... 59,409 $ 53,826
Operating expenses:
Salaries and benefits ............................................. 43,303 34,390
Supplies & other operating expenses ............................... 5,721 4,526
Depreciation and amortization ..................................... 3,336 2,666
-------- --------
Total operating expenses .................................... 52,360 41,582
-------- --------
Income from operations ...................................... 7,049 12,244
Investment income .................................................... 80 75
Interest expense ..................................................... (987) (235)
-------- --------
Income before income taxes .................................. 6,142 12,084
Income tax provision ................................................. 2,764 4,834
-------- --------
Net income ...................................................... $ 3,378 $ 7,250
======== ========
Per share data:
Net income per common and common equivalent share:
Basic ....................................................... $ .22 $ .47
======== ========
Diluted ..................................................... $ .22 $ .45
======== ========
Weighted average shares used in
computing net income per common and
common equivalent share:
Basic ....................................................... 15,625 15,432
======== ========
Diluted ..................................................... 15,705 16,107
======== ========
</TABLE>
The accompanying notes are an integral part of
these condensed consolidated financial statements
4
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------
2000 1999
---- ----
(in thousands)
<S> <C> <C>
Cash flows from operating activities:
Net income .......................................................................... $ 3,378 $ 7,250
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization ................................................... 3,336 2,666
Deferred income taxes ........................................................... 882 1,465
Changes in assets and liabilities:
Accounts receivable ........................................................ (1,720) (3,907)
Prepaid expenses and other current assets .................................. (287) (54)
Other assets ............................................................... (220) 671
Accounts payable and accrued expenses ...................................... (1,303) 2,098
Income taxes payable ....................................................... 1,225 318
-------- --------
Net cash provided from operating activities ............................ 5,291 10,507
-------- --------
Cash flows used in investing activities:
Physician group acquisition payments ................................................ (7,639) (17,549)
Purchase of property and equipment .................................................. (1,099) (513)
-------- --------
Net cash used in investing activities .................................. (8,738) (18,062)
-------- --------
Cash flows from financing activities:
Borrowings on line of credit, net.................................................... 3,750 950
Payments on note payable ............................................................ (50) (50)
Proceeds from issuance of common stock .............................................. -- 832
Proceeds from issuance of subsidiary stock .......................................... -- 5,757
-------- --------
Net cash provided from financing activities ............................ 3,700 7,489
-------- --------
Net increase (decrease) in cash and cash equivalents ..................................... 253 (66)
Cash and cash equivalents at beginning of period ......................................... 825 650
-------- --------
Cash and cash equivalents at end of period ............................................... $ 1,078 $ 584
======== ========
</TABLE>
The accompanying notes are an integral part of
these condensed consolidated financial statements
5
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2000
(Unaudited)
1. Basis of Presentation:
The accompanying unaudited condensed consolidated financial statements
of Pediatrix Medical Group, Inc. (the "Company" or "Pediatrix")
presented herein do not include all disclosures required by generally
accepted accounting principles for complete financial statements. In
the opinion of management, these financial statements include all
adjustments, consisting only of normal recurring adjustments, necessary
for a fair presentation of the results of interim periods.
The results of operations for the three months ended March 31, 2000 are
not necessarily indicative of the results of operations to be expected
for the year ended December 31, 2000. The interim condensed
consolidated financial statements should be read in conjunction with
the consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K filed with the Securities and
Exchange Commission on March 27, 2000.
2. Business Acquisitions:
During the first three months of 2000, the Company completed the
acquisition of two physician group practices. Total consideration for
acquisitions approximated $7.6 million in cash.
The Company has accounted for the acquisitions using the purchase
method of accounting and the excess of cost over fair value of net
assets acquired is being amortized on a straight-line basis over 25
years. The results of operations of the acquired practices have been
included in the consolidated financial statements from the dates of
acquisition.
The following unaudited pro forma information combines the consolidated
results of operations of the Company and the physician group practices
acquired during 1999 and 2000 as if the acquisitions had occurred on
January 1, 1999:
<TABLE>
<CAPTION>
Three Months Ended
March 31,
----------------------------------------
2000 1999
---------------- ----------------
(in thousands, except for per share data)
<S> <C> <C>
Net patient service revenue $ 59,494 $ 61,252
Net income 3,378 7,723
Net income per share:
Basic .22 .50
Diluted .22 .48
</TABLE>
The pro forma results do not necessarily represent results which would
have occurred if the acquisitions had taken place at the beginning of
the period, nor are they indicative of the results of future combined
operations.
6
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
3. Accounts Payable and Accrued Expenses:
Accounts payable and accrued expenses consist of the following:
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
---- ----
(in thousands)
<S> <C> <C>
Accounts payable............................ $ 10,818 $ 9,664
Accrued salaries and bonuses................ 2,595 4,366
Accrued payroll taxes and benefits.......... 3,855 4,258
Accrued professional liability coverage..... 7,276 7,134
Other accrued expenses...................... 3,252 3,677
----------- -----------
$ 27,796 $ 29,099
============= =============
</TABLE>
4. Net Income Per Share:
Basic net income per share is calculated by dividing net income by the
weighted average number of common shares outstanding during the period.
Diluted net income per share is calculated by dividing net income by
the weighted average number of common and potential common shares
outstanding during the period. Potential common shares consist of the
dilutive effect of outstanding options calculated using the treasury
stock method.
5. Contingencies:
In February 1999, the first of several federal securities law class
actions was commenced against the Company and three of its principal
officers in United States District Court for the Southern District of
Florida ("District Court"). The Plaintiffs are shareholders purporting
to represent a class of all open market purchasers of the Company's
common stock between April 28, 1998, and various dates through and
including April 1, 1999. They claim that during that period the Company
violated the antifraud provisions of the federal securities laws by
issuing false and misleading statements concerning its accounting
practices and financial results, focusing in particular on the
capitalization of certain payments made to employees in connection with
acquisitions and revenue recognition in light of recent inquiries
initiated by state investigators into the Company's billing practices.
The Plaintiffs seek damages in an undetermined amount based on the
alleged decline in the value of the common stock after the Company
disclosed the issue with respect to the capitalization of certain
payments and the inquiries by state investigators. On June 24, 1999,
the Judge of the District Court entered an Order of Consolidation
consolidating into one case the several federal securities law class
action lawsuits. On August 20, 1999, the Judge entered two Orders in
the case. The first Order granted the motion made by the three public
pension funds to be appointed as lead Plaintiffs and to have their
counsel appointed as lead Plaintiffs' counsel. The second Order set the
administrative mechanism for handling the consolidated cases, including
the time limitations for the filing of a Consolidated Amended Class
Action Complaint. On October 7, 1999, the Company filed a Motion to
Dismiss the Consolidated Amended Class Action Complaint.
7
<PAGE>
PEDIATRIX MEDICAL GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
5. Contingencies, Continued:
On January 19, 2000, the Judge granted defendants' Motion to Dismiss
based on deficiencies in the allegations which rendered the pleading
insufficient as a matter of law. The Judge provided that the Plaintiffs
could file an Amended Complaint on or before February 3, 2000. The
Planitiffs filed a Second Amended Complaint on February 3, 2000. On
March 10, 2000, the Company filed a Motion to Dismiss the Second
Amended Consolidated Class Action Complaint. The Plaintiffs answering
memorandum was filed on April 3, 2000, and the Company's reply
memorandum was filed on April 19, 2000. The Company continues to
believe that the claims are without merit and intends to defend them
vigorously.
In April 1999, the Company received requests, and in one case a
subpoena, from investigators in Arizona, Colorado, and Florida for
information related to its billing practices. The Company is fully
cooperating with these inquiries. Although the Company believes that
its billing practices are proper, the investigations are ongoing and
the Company is unable to predict at this time whether they will have a
material adverse effect on the Company's business, financial condition
or results of operations.
During the ordinary course of business, the Company has become a party
to pending and threatened legal actions and proceedings, most of which
involve claims of medical malpractice and are generally covered by
insurance. These lawsuits are not expected to result in judgments which
would exceed professional liability insurance coverage, and therefore,
will not have a material impact on the Company's consolidated results
of operations, financial position or liquidity, notwithstanding any
possible insurance recovery.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------------------
AND RESULTS OF OPERATIONS
-------------------------
Results of Operations
Three Months Ended March 31, 2000 as Compared to Three Months
Ended March 31, 1999
The Company reported net patient service revenue of $59.4 million for
the three months ended March 31, 2000, as compared with $53.8 million for the
same period in 1999, a growth rate of 10.4%. This growth is attributable to new
units at which the Company provides services as a result of acquisitions. Same
unit patient service revenue decreased approximately $4.1 million, or 7.8%, for
the three months ended March 31, 2000. The decline in same unit patient service
revenue is primarily the result of a lower acuity level of patient service
billed for the three months ended March 31, 2000. Same units are those units at
which the Company provided services for the entire current period and the entire
comparable period.
Salaries and benefits increased $8.9 million, or 25.9%, to $43.3
million for the three months ended March 31, 2000, as compared with $34.4
million for the same period in 1999. Of this increase, $5.0 million, or 56.2%,
was attributable to hiring new physicians to support new unit growth, and the
remaining $3.9 million was primarily attributable to increased support staff and
resources added in the areas of nursing, management and billing and
reimbursement. During the three months ended March 31, 2000, the Company
continued to invest in the infrastructure required to manage and grow the
Company into the future. Supplies and other operating expenses increased $1.2
million, or 26.4%, to $5.7 million for the three months ended March 31, 2000, as
compared with $4.5 million for the same period in 1999. The increase was
primarily the result of (i) increased legal fees related to government
investigations; (ii) new units; (iii) costs related to the move of the Company's
corporate headquarters; and (iv) the addition of new outpatient offices.
Outpatient services require a higher level of office supplies than do inpatient
services. Depreciation and amortization expense increased by $670,000, or 25.1%,
to $3.3 million for the three months ended March 31, 2000, as compared with $2.7
million for the same period in 1999, primarily as a result of amortization of
goodwill in connection with acquisitions.
Income from operations decreased $5.2 million, or 42.4%, to $7.0
million for the three months ended March 31, 2000, as compared with $12.2
million for the same period in 1999.
The Company recorded net interest expense of approximately $907,000 for
the three months ended March 31, 2000, as compared with net interest expense of
approximately $160,000 for the same period in 1999. The increase in interest
expense in 2000 is the result of funds used for the acquisition of physician
practices and the use of the Company's line of credit for such purposes.
The effective income tax rate was approximately 45% and 40% for the
three month periods ended March 31, 2000 and 1999, respectively. The increase
was the result of a growth in non-deductible amounts associated with goodwill as
a percentage of pretax income.
Net income decreased 53.4% to $3.4 million for the three months ended
March 31, 2000, as compared with $7.3 million for the same period in 1999.
Diluted net income per common and common equivalent share decreased to 22 cents
for the three months ended March 31, 2000, compared to 45 cents for the same
period in 1999.
Liquidity and Capital Resources
As of March 31, 2000, the Company had a working capital deficit of
approximately $18.4 million, an increase of $2.0 million from the working
capital deficit of $16.4 million at December 31, 1999. The working capital
deficit is due to the classification of the Company's line of credit as a
current liability at March 31, 2000 and December 31, 1999. Excluding the amount
due under the line of credit, working capital increased by approximately $1.7
million.
9
<PAGE>
As of March 31, 2000, the Company had $22.9 million available under its
$75 million line of credit, which matures on September 30, 2000. The Company is
currently evaluating options to obtain financing beyond the current maturity of
its line of credit. However, there can be no assurance that the Company will be
able to obtain financing in amounts and on terms substantially similar to its
existing credit facility on or prior to September 30, 2000. Provided the Company
is able to secure financing in amounts similar to those currently available
under its line of credit, it anticipates that funds generated from operations,
together with cash on hand, and funds available under such financing will be
sufficient to meet its working capital requirements and finance required capital
expenditures for at least the next twelve months.
10
<PAGE>
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
----------------------------------------------------------
The Company's unsecured revolving credit facility, mortgage note
payable and certain operating lease agreements are subject to market risk from
interest rate changes. The total amount available under the credit facility is
$75 million. At the Company's option, the credit facility bears interest at
either LIBOR plus .875% or prime. The mortgage note payable bears interest at
prime and the leases bear interest at LIBOR based variable rates. The
outstanding principal balance on the credit facility and mortgage note payable
were approximately $52.1 million and $2.3 million, respectively, at March 31,
2000. The outstanding balances related to the operating leases totaled
approximately $16.8 million at March 31, 2000. Considering the total outstanding
balances under these instruments at March 31, 2000 of approximately $71.2
million, a 1% change in interest rates would result in an impact to pre-tax
earnings of approximately $712,000 per year.
11
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
------------------
During the ordinary course of business, the Company has become
a party to pending and threatened legal actions and proceedings, most
of which involve claims of medical malpractice and are generally
covered by insurance. These lawsuits are not expected to result in
judgments which would exceed professional liability insurance coverage,
and therefore, will not have a material impact on the Company's
consolidated results of operations, financial position or liquidity,
notwithstanding any possible insurance recovery.
In February 1999, the first of several federal securities law
class actions was commenced against the Company and three of its
principal officers in United States District Court for the Southern
District of Florida ("District Court"). The Plaintiffs are shareholders
purporting to represent a class of all open market purchasers of the
Company's common stock between April 28, 1998, and various dates
through and including April 1, 1999. They claim that during that period
the Company violated the antifraud provisions of the federal securities
laws by issuing false and misleading statements concerning its
accounting practices and financial results, focusing in particular on
the capitalization of certain payments made to employees in connection
with acquisitions and revenue recognition in light of recent inquiries
initiated by state investigators into the Company's billing practices.
The Plaintiffs seek damages in an undetermined amount based on the
alleged decline in the value of the common stock after the Company
disclosed the issue with respect to the capitalization of certain
payments and the inquiries by state investigators. On June 24, 1999,
the Judge of the District Court entered an Order of Consolidation
consolidating into one case the several federal securities law class
action lawsuits. On August 20, 1999, the Judge entered two Orders in
the case. The first Order granted the motion made by the three public
pension funds to be appointed as lead Plaintiffs and to have their
counsel appointed as lead Plaintiffs' counsel. The second Order set the
administrative mechanism for handling the consolidated cases, including
the time limitations for the filing of a Consolidated Amended Class
Action Complaint. On October 7, 1999, the Company filed a Motion to
Dismiss the Consolidated Amended Class Action Complaint.
On January 19, 2000, the Judge granted defendants' Motion to
Dismiss based on deficiencies in the allegations which rendered the
pleading insufficient as a matter of law. The Judge provided that the
Plaintiffs could file an Amended Complaint on or before February 3,
2000. The Planitiffs filed a Second Amended Complaint on February 3,
2000. On March 10, 2000, the Company filed a Motion to Dismiss the
Second Amended Consolidated Class Action Complaint. The Plaintiffs
answering memorandum was filed on April 3, 2000, and the Company's
reply memorandum was filed on April 19, 2000. The Company continues to
believe that the claims are without merit and intends to defend them
vigorously.
In April 1999, the Company received requests, and in one case
a subpoena, from investigators in Arizona, Colorado and Florida for
information related to its billing practices. The Company is fully
cooperating with these inquiries. Although the Company believes that
its billing practices were proper, the investigations are ongoing and
the Company is unable to predict at this time whether they will have
any material adverse effect on the Company's business, financial
condition or results of operations.
Item 2. Changes in Securities
---------------------
Not applicable.
Item 3. Defaults Upon Senior Securities
-------------------------------
Not applicable.
12
<PAGE>
Item 4. Submission of Matters to a Vote of Security-Holders
---------------------------------------------------
Not applicable.
Item 5. Other Information
-----------------
This quarterly report contains statements which, to the extent
they are not historical fact, constitute "forward looking statements"
under the securities laws. All forward looking statements involve
risks, uncertainties and other factors that may cause the actual
results, performance or achievements of the Company to differ
materially from those expressed or implied by or in such forward
looking statements. The forward looking statements in this document
are intended to be subject to the safe harbor protection provided
under the securities laws.
The Company's shareholders should also be aware that while the
Company does, at various times, communicate with securities analysts,
it is against the Company's policies to disclose to such analysts any
material non-public information or other confidential information.
Accordingly, our shareholders should not assume that the Company
agrees with all statements or reports issued by such analysts. To the
extent statements or reports issued by analysts contain projections,
forecasts or opinions by such analysts about our Company, such
reports and statements are not the responsibility of the Company.
For additional information identifying certain other important
factors which may affect the Company's operations and could cause
actual results to vary materially from those anticipated in the
forward looking statements, see the Company's Securities and Exchange
Commission filings, including but not limited to, the discussion
included in the Business section of the Company's Form 10-K under the
heading "Factors to be Considered".
Item 6. Exhibits and Reports on Form 8-K
---------------------------------
(a) Exhibits
11.1 Statement Re: Computation of Per Share Earnings
27.1 Financial Data Schedule
(b) Reports on Form 8-K
None.
13
<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.
<TABLE>
<CAPTION>
PEDIATRIX MEDICAL GROUP, INC.
<S> <C>
Date: May 11, 2000 By: /s/ Roger J. Medel
-------------------
Roger J. Medel, President and Chief Executive Officer
(Principal Executive Officer)
Date: May 11, 2000 By: /s/ Karl B. Wagner
-------------------
Karl B. Wagner, Chief Financial Officer (Principal
Financial and Accounting Officer)
</TABLE>
14
Exhibit 11.1
STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
<TABLE>
<CAPTION>
Three Months Ended
March 31,
2000 1999
---- ----
(in thousands, except for per share data)
<S> <C> <C>
Basic:
Net income applicable to common
stock $ 3,378 $ 7,250
======= =======
Weighted average number of
common shares outstanding 15,625 15,432
======= =======
Basic net income per share $ .22 $ .47
======= =======
Diluted:
Net income applicable to common
stock $ 3,378 $ 7,250
======= =======
Weighted average number of
common shares outstanding 15,625 15,432
Weighted average number of
dilutive common stock equivalents 80 675
------- -------
Weighted average number of
common and common equivalent
shares outstanding 15,705 16,107
======= =======
Diluted net income per share $ .22 $ .45
======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEET AT MARCH 31, 2000 AND THE
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE QUARTER
ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-1-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,078
<SECURITIES> 0
<RECEIVABLES> 79,446 <F1>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 82,241
<PP&E> 13,992 <F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 343,029
<CURRENT-LIABILITIES> 100,596
<BONDS> 2,100
0
0
<COMMON> 156
<OTHER-SE> 232,109
<TOTAL-LIABILITY-AND-EQUITY> 343,029
<SALES> 0
<TOTAL-REVENUES> 59,409
<CGS> 0
<TOTAL-COSTS> 52,360
<OTHER-EXPENSES> (80)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 987
<INCOME-PRETAX> 6,142
<INCOME-TAX> 2,764
<INCOME-CONTINUING> 3,378
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,378
<EPS-BASIC> 0.22
<EPS-DILUTED> 0.22
<FN>
<F1>
AMOUNTS FOR RECEIVABLES AND PROPERTY, PLANT AND
EQUIPMENT ARE NET OF ANY ALLOWANCES AND ACCUMULATED
DEPRECIATION.
</FN>
</TABLE>
