SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q/A
[ X ]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1998
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 1-13264
TRIGEN ENERGY CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 13-3378939
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization) Identification Number)
One Water Street
White Plains, New York 10601-1009
(Address of principal executive offices) (Zip Code)
(914) 286-6600
(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
---- ----
There were 12,337,991 shares of the Registrant's Common Stock outstanding as of
May 6, 1998.
<PAGE>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
INDEX TO FORM 10-Q
Quarter Ended March 31, 1998
Page
Explanatory Note..............................................................3
Part I - Financial Information:
Item 1. Financial Statements
Consolidated Statements of Operations for the Three Months
Ended March 31, 1998 and 1997 (Unaudited)...........................4
Consolidated Balance Sheets as of March 31, 1998 (Unaudited)
and December 31, 1997...............................................5
Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 1998 and 1997 (Unaudited)...........................6
Notes to Consolidated Financial Statements (Unaudited)...................7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations................................10
Item 3.Quantitative and Qualitative Disclosures About Market Risk.......11
Part II - Other Information:.................................................12
Signatures:..................................................................13
Disclosure Regarding Forward-Looking Statements
This quarterly report includes historical information as well as statements
regarding the future expectations (referred to as "forward-looking statements")
of Trigen Energy Corporation and its wholly owned subsidiaries (collectively
"Trigen"). Important factors that could cause actual results to differ
materially from those discussed in such forward-looking statements include:
supply/demand balance for Trigen's products, competitive pricing pressures,
weather patterns, changes in industry laws and regulations, competitive
technology positions and any failure to achieve Trigen's cost reduction targets
or complete construction projects on schedule. Trigen believes in good faith
that the forward-looking statements in this quarterly report have a reasonable
basis, including without limitation, management's examination of historical
operating trends, data contained in the records of Trigen and other data
available from third parties, but there can be no guarantee that the
expectations described in these forward looking statements will be fulfilled or
accomplished.
<PAGE>
EXPLANATORY NOTE
As of January 1, 1998 the Company has changed its accounting policy for interim
reporting for certain operating costs from an average costing method to an
actual costing method. This amended report consisting of revised Items 1 and 2
of Part I of the quarterly report on Form 10-Q reflects the effects of that
change in accounting policy. Information not affected by that change in
accounting policy is repeated herein without amendment. Information contained
in this amendment should be read in conjunction with the Company's Annual Report
on Form 10-K for the year ended December 31, 1998. The Company believes that
the use of an actual costing methodology better reflects the results of its
operations and conforms internal and external reporting of such results. This
change affects interim quarterly reporting only and has no effect on an annual
basis for the years ended December 31, 1998 and 1997 or any prior years.
<PAGE>
<TABLE>
<CAPTION>
Part I - Financial Information
Item 1. Financial Statements
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 1998 and 1997
Unaudited
(In thousands, except per share data)
<S> <C> <C>
1998 1997
---- ----
Revenues
Thermal energy $60,210 $66,324
Electric energy 11,329 14,088
Equity in earnings of non-consolidated partnerships 703 110
Fees earned and other revenues 2,670 2,999
------- -------
Total revenues 74,912 83,521
Operating expenses
Fuel and consumables 31,439 41,263
Production and operating costs 13,298 12,044
Depreciation 4,746 3,916
General and administrative 9,623 9,495
------- -------
Total operating expenses 59,106 66,718
------- -------
Operating income 15,806 16,803
Other income (expense)
Interest expense (5,741) (4,478)
Other income, net 286 422
------- -------
Earnings before minority interests, income taxes and
extraordinary item 10,351 12,747
Minority interests in earnings of subsidiaries 793 734
------- -------
Earnings before income taxes and extraordinary item 9,558 12,013
Income taxes 4,110 4,926
------- -------
Earnings before extraordinary item 5,448 7,087
Extraordinary loss from extinguishment of debt,
net of tax benefit (299) -
------- -------
Net earnings $ 5,149 $ 7,087
------- -------
Basic earnings per common share
Before extraordinary item $ .45 $ .59
Extraordinary loss (.03) -
------- -------
Net earnings $ .42 $ .59
------- -------
Diluted earnings per common share
Before extraordinary item $ .45 $ .59
Extraordinary loss (.03) -
------- -------
Net earnings $ .42 $ .59
------- -------
Average shares outstanding - basic 12,002 11,984
------- -------
Average shares outstanding - diluted 12,029 12,113
------ -------
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
<S> <C> <C>
March 31, December 31,
1998 1997
----- ----
(Unaudited)
Assets
Current assets
Cash and cash equivalents $ 17,229 $ 8,967
Accounts receivable
Trade (less allowance for doubtful accounts
of $1,202 in 1998 and $1,074 in 1997) 34,156 34,866
Other 10,357 10,815
-------- --------
Total accounts receivable 44,513 45,681
Inventories 6,778 7,054
Prepaid expenses and other current assets 7,868 7,985
-------- --------
Total current assets 76,388 69,687
Non-current cash and cash equivalents 4,698 4,726
Property, plant and equipment, net 427,786 388,448
Investment in non-consolidated partnerships 20,230 19,560
Intangible assets, net 42,842 21,454
Deferred costs and other assets, net 24,241 22,094
-------- --------
Total assets $596,185 $525,969
-------- --------
Liabilities and Stockholders' Equity
Current liabilities
Short-term debt $ 6,700 $ 14,200
Current portion of long-term debt 15,059 14,499
Accounts payable 6,390 10,053
Accrued fuel 16,300 11,545
Accrued expenses and other current liabilities 25,546 21,485
-------- --------
Total current liabilities 69,995 71,782
Long-term debt 315,749 256,361
Other liabilities 6,060 4,786
Deferred income taxes 37,508 31,237
-------- --------
Total liabilities 429,312 364,166
Minority interests in subsidiaries 16,465 16,321
Stockholders' equity
Preferred stock-$.01 par value, authorized and
unissued 15,000,000 shares - -
Common stock-$.01 par value, authorized 60,000,000
shares, issued 12,393,959 shares in 1998 and
12,070,162 shares in 1997 124 121
Additional paid-in capital 120,580 114,157
Retained earnings 36,599 31,881
Unearned compensation - restricted stock (5,756) -
Cumulative translation adjustment 293 296
Treasury stock, at cost, 72,279 shares in 1998 and
45,500 shares in 1997 (1,432) (973)
-------- --------
Total stockholders' equity 150,408 145,482
-------- --------
Total liabilities and stockholders' equity $596,185 $525,969
-------- --------
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 1998 and 1997
Unaudited
(In thousands)
<S> <C> <C>
1998 1997
---- ----
Cash flows from operating activities
Net earnings $ 5,149 $ 7,087
Reconciliation of net earnings to cash provided
by operating activities
Extraordinary item 299 -
Depreciation and amortization 6,050 4,799
Deferred income taxes (497) (651)
Provision for doubtful accounts 144 146
Minority interests in subsidiaries 793 734
Changes in assets and liabilities
Accounts receivable 3,429 932
Inventories and other current assets 1,313 1,627
Accounts payable and other current liabilities 3,167 3,202
Noncurrent assets and liabilities (3,176) (2,361)
------- -------
Net cash provided by operating activities 16,671 15,515
------- -------
Cash flows from investing activities
Acquisition of Power Sources, Inc. (44,100) -
Capital expenditures (11,437) (6,786)
------- -------
Net cash used in investing activities (55,537) (6,786)
------- -------
Cash flows from financing activities
Short-term debt, net (7,500) (1,300)
Proceeds of long-term debt 73,350 1,601
Payments of long-term debt (17,692) (2,959)
Dividends paid (431) (420)
Issuance of common stock, net 23 930
Distribution to minority interests (650) (401)
------- -------
Net cash provided by (used in) financing
activities 47,100 (2,549)
------- -------
Cash and cash equivalents
Increase 8,234 6,180
At beginning of period 13,693 25,276
------- -------
At end of period $21,927 $31,456
------- -------
Current $17,229 $19,321
Non current 4,698 12,135
------- -------
At end of period $21,927 $31,456
------- -------
Supplemental disclosure of cash flow information
Cash paid during the period for
Interest $ 5,261 $ 4,078
------- -------
Income taxes 870 661
------- -------
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
Trigen Energy Corporation (the "Company"), develops, owns and operates
commercial and industrial energy systems in the United States and Canada. The
Company uses its expertise in thermal engineering and proprietary cogeneration
processes to convert fuel to various forms of thermal energy and electricity.
The Company combines heat and power generation, producing electricity as a by
product, for use in its facilities and for sale to customers.
The consolidated financial statements of Trigen Energy Corporation and
its subsidiaries presented herein are unaudited. However, such information
reflects all adjustments, consisting of normal recurring adjustments, which are,
in the opinion of management, necessary to present fairly the financial position
as of March 31, 1998, and the results of operations and the cash flows for the
three months ended March 31, 1998 and 1997. The results of operations and cash
flows for the three month period ended March 31, 1998 are not indicative of
those to be expected for the year ending December 31, 1998. These financial
statements should be read in conjunction with the audited consolidated financial
statements and notes thereto for the year ended December 31, 1997 included in
the Company's Annual Report on Form 10-K for the year ended December 31, 1997.
Certain reclassifications have been made to the 1997 financial statements to
conform to the 1998 presentation.
2. Change in Accounting Policy
As of January 1, 1998, the Company has changed its accounting policy
for interim reporting for certain operating costs from an average costing method
to an actual costing method. The Company believes that use of an actual
costing methodology better reflects the results of its operations and conforms
internal and external reporting of such results. This change affects interim
quarterly reporting only and has no effect on an annual basis for the years
ended December 31, 1998 and 1997 or on any prior years. The accompanying
financial statements reflect the use of the actual costing method for all
periods presented.
3. Extraordinary Item
The Company incurred an extraordinary charge of $299,000, net of a tax
benefit of $161,000, in the three months ended March 31, 1998 in connection with
the early retirement of debt.
4. Acquisition
On January 22, 1998, the Company acquired all of the capital stock of Power
Sources, Inc. (renamed Trigen-BioPower, Inc.), a biomass-to-energy power plant
developer and operator, for a total cash investment of $44,100,000, funded from
the Company's existing credit facility. Trigen-BioPower had revenues of
$18,967,000 and net earnings of $2,441,000 for the twelve-month period ended
December 31, 1997. Results for Trigen-Bio-Power are included with those of the
Company since the date of acquisition.
<PAGE>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The acquisition was accounted for under the purchase method of accounting.
The purchase price has been allocated to the assets acquired and liabilities
assumed based on fair market value at the date of acquisition. The excess of
the purchase price over the net assets acquired was $10,398,000 and is being
amortized over a period not exceeding 30 years. The fair value of the assets
acquired and liabilities assumed is as follows (in thousands):
Current assets $ 3,325
Property, plant and equipment 32,265
Intangibles 11,687
Costs in excess of net assets acquired 10,398
Current liabilities (2,147)
Long-term debt (4,290)
Other liabilities (7,138)
-------
Total purchase price $44,100
-------
The following pro forma summary presents the consolidated results of
operations for the three months ended March 31, 1998 and 1997 as if the
acquisition had occurred at the beginning of the years presented (in thousands,
except per share data):
Three Months Ended
March 31,
---------------
1998 1997
---- ----
Revenues $76,049 $88,439
Earnings before extraordinary item 5,518 7,382
Diluted earnings per common share --
before extraordinary item .45 .62
The pro forma results included certain adjustments for depreciation expense
as a result of a step up in the basis of property, plant and equipment and an
increase in the remaining lives, amortization expense as a result of goodwill
and other intangible assets and interest expense on borrowings to finance the
acquisition. The pro forma results do not purport to be indicative of the
results of operations which actually would have resulted had the acquisition
been made at the beginning of the years presented, or of results which may occur
in the future.
5. Legal Proceeding
On April 9, 1998, Grays Ferry Cogeneration Partnership, Trigen-Schuylkill
Cogeneration, Inc., NRGG (Schuylkill) Cogeneration Inc. and Trigen-Philadelphia
Energy Corporation commenced an action against PECO Energy Company ("PECO") and
Adwin (Schuylkill) Cogeneration, Inc. in the Pennsylvania Court of Common Pleas
of Philadelphia County (the "Court"). Grays Ferry Cogeneration Partnership (the
"Partnership") is the owner of the Grays Ferry Cogeneration Facility located in
Philadelphia, Pennsylvania. At March 31, 1998, the Company had an investment of
approximately $13 million in the Partnership, representing a one third interest
in the Partnership through its wholly owned subsidiary, Trigen-Schuylkill
Cogeneration, Inc. NRGG (Schuylkill) Cogeneration Inc. and Adwin (Schuylkill)
Cogeneration, Inc. own the other two thirds interests in the Partnership. Adwin
(Schuylkill) Cogeneration, Inc. is an indirect wholly owned subsidiary of PECO.
The Partnership commenced this action in reaction to the wrongful termination
by PECO on March 3, 1998, of the electric power purchase agreement between the
Partnership and PECO (the "Power Purchase Agreement"). The Partnership is
seeking a declaratory judgement to require PECO to comply with the electric
power purchase agreement and for damages to be proven at trial in an amount in
excess of $200 million.
<PAGE>
TRIGEN ENERGY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Trigen-Philadelphia Energy Corporation ("Trigen-Philadelphia") which operates
a district steam heating system, purchases steam produced at the Grays Ferry
Cogeneration Facility. Trigen-Philadelphia claims that PECO's wrongful
termination of its electric power purchase agreement with the Grays Ferry
Partnership constitutes tortious interference with Trigen-Philadelphia's
agreement to supply steam service to the University of Pennsylvania, its largest
customer.
On May 6, 1998, the Court issued a preliminary injunction against PECO which
requires PECO to pay the Partnership for its electric energy and capacity at the
rates set forth in the Power Purchase Agreement and otherwise to specifically
perform the Power Purchase Agreement. On May 8, 1998, PECO filed an appeal of
the preliminary injunction against PECO together with a request for a stay of
the Court's order. Subject to the outcome of PECO's appeal and request for a
stay, the preliminary injunction will remain in effect pending a final hearing
on the matter.
Previously, on March 19, 1998, the United States District Court for the
Eastern District of Pennsylvania dismissed a similar action commenced by the
Partnership before reaching the merits, determining that it did not have the
required subject matter jurisdiction to hear the case. On March 17, 1998 and
April 10, 1998, The Chase Manhattan Bank issued notices of default to the
Partnership under the terms of the Credit Agreement, dated as of March 1, 1996,
between the Partnership, The Chase Manhattan Bank, as agent and certain other
commercial banks (collectively the "Banks").
The debt under the Credit Agreement is secured only by the Partnership assets
and the partners' ownership interests in the Partnership. While it is possible
that the Company's investment could become impaired, at this time the Company
does not believe that is likely. The Company believes that PECO's termination of
the Power Purchase Agreement was wrongful and the Company intends to
aggressively pursue the remedies available to it. The Banks have not accelerated
the debt and, on March 18, 1998, The Chase Manhattan Bank commenced its own
lawsuit against PECO based upon PECO's wrongful termination of the Power
Purchase Agreement.
In the event the Company is not successful and PECO's actions are upheld,
PECO would be required under PURPA to continue to purchase power from the Grays
Ferry Cogeneration Facility at PECO's avoided cost. This would generate
significantly lower earnings per share for the Company than the 1998 annual
earnings per share of $.40 to $.52 that the Company previously forecast it would
earn from its investment in the Partnership, based on the contracted power
purchase price.
6. Comprehensive Income
Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income". This statement
requires disclosure of all items recognized under accounting standards as
components of comprehensive income. Following are the Company's components of
comprehensive income for the three months ended March 31, 1998 and 1997 (in
thousands).
1998 1997
---- ----
Net earnings $5,149 $7,087
Other comprehensive income
Cumulative translation adjustment (3) 39
------ ------
Comprehensive income $5,146 $7,126
------ ------
<PAGE>
Item 2.Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
Three Months ended March 31, 1998 compared with Three Months ended March
31, 1997.
Overview
- --------
For the quarter ended March 31, 1998, the Company reported earnings before
extraordinary item of $5.4 million or $.45 per diluted share. This compared with
$7.1 million and $.59 of diluted earnings per share in the first quarter of
1997. Revenues were $74.9 million in the first quarter compared with $83.5
million last year. Operating income was $15.8 million and the operating margin
was 21.1% in the first quarter of 1998 compared with operating income of $16.8
million and an operating margin of 20.1% in the like quarter last year.
Operating results for 1998 include those of the newly acquired Trigen-BioPower
from January 22, 1998, the date of acquisition. Trigen-BioPower contributed
$3.7 million in revenues and $.02 in diluted earnings per share to first quarter
operating results. A significant portion of the Company's revenues and profits
are subject to seasonal fluctuation due to peak heating demand in the winter and
peak cooling demand in the summer.
Revenues
Revenues of $74.9 million were down $8.6 million or 10% from the first
quarter of 1997, principally as a result of the mild winter weather,
particularly in the Northeast. Thermal energy sales were down $6.1 million to
$60.2 million and electric energy sales declined by $2.8 million to $11.3
million. Energy systems in Baltimore, Boston, Philadelphia and St. Louis were
particularly affected by the mild winter weather. The decline in electric
energy revenue was due to the trigeneration plant in Nassau County, New York
being taken off line by the local utility, as permitted under the contract, for
a longer period of time in 1998 than in 1997. Offsetting in part the revenue
decline were $3.7 million of revenues from Trigen-Bio-Power and $1.0 million of
equity in the earnings of the Grays Ferry Cogeneration Partnership.
Operating Expenses
Fuel and consumables' costs were $31.4 million in the first quarter of 1998
compared with $41.3 million in 1997. This decrease was due to the lower level
of energy revenues, lower fuel prices and savings realized from the purchase of
a fuel management contract in 1997.
Production and operating costs increased 10% to $13.3 million in the first
quarter due to the inclusion of production and operating costs for Trigen-
BioPower.
Depreciation expense was $4.7 million compared with $3.9 million in 1997.
The increase reflects the higher level of capital expenditures.
General and administrative expenses increased slightly to $9.6 million; and
as a percent of revenues increased to 12.8% from 11.4% in 1997. The increase
reflects the acquired Trigen-BioPower's general and administrative expense.
Interest Expense, Net
Interest expense increased $1.3 million to $5.7 million in the first
quarter due primarily to the $44.1 million of borrowings under the Company's
credit facility to finance the Trigen-BioPower acquisition.
<PAGE>
Income Taxes
The Company's effective tax rate is determined primarily by the
federal statutory rate of 35%, and state and local income taxes. The effective
income tax rate for the first quarter of 1998 and 1997 was 43.0% and 41.0%,
respectively.
Extraordinary Item
The Company incurred an extraordinary charge of $.3 million, net of a $.2
million income tax benefit, in the first quarter of 1998 in connection with the
early retirement of debt.
Liquidity and Financial Position
Cash and cash equivalents were $21.9 million at March 31, 1998, an increase
of $8.2 million from year end 1997. Working capital was $6.4 million compared
with a negative $2.1 million at December 31, 1997. At March 31, 1998,
receivables were down 3% to $44.5 million and inventories decreased 4% to $6.8
million from the balances at the end of 1997. Accounts payable were down $3.7
million to $6.4 million, accrued fuels increased by $4.8 million to $16.3
million and accrued expenses and other current liabilities were up $4.1 million
to $25.5 million at March 31, 1998. The Company's working capital requirements
vary in line with the peak heating demand in the winter and peak cooling demand
in the summer.
During the first three months of 1998, the Company generated $16.7 million
of cash from operating activities compared with $15.5 million in the like period
last year. The improvement in cash generated from operations in 1998 was due to
lower working capital requirements and to the higher level of non-cash
depreciation and amortization charges. During the first three months of 1998,
the Company acquired Trigen-BioPower for $44.1 million, invested $11.4 million
in capital expenditures and paid dividends of $.4 million to shareholders and
$.7 million to minority interests. These expenditures were financed by the cash
generated from operating activities and by $48.1 million of new borrowings.
Total debt was $337.5 million at March 31, 1998 compared with
$285.1 million at the end of 1997. The $52.4 million increase in debt includes
$4.3 million of Trigen-BioPower debt assumed in the acquisition. The remaining
increase was primarily to finance the acquisition of Trigen-BioPower. In
February 1998, $14.4 million of Trigen-Nassau bonds, with a fixed tax-exempt
rate of 7.75%, were refinanced by a new issue of variable rate demand tax-exempt
bonds. This refinancing resulted in an extraordinary charge of $.3 million, net
of a $.2 million income tax benefit.
During the first three months of 1998, stockholders' equity increased $4.9
million to $150.4 million at March 31, 1998. This increase reflects $5.1
million of net earnings and $.2 million of amortization of unearned compensation
related to restricted shares, offset by $.4 million of dividend payments to
shareholders.
Reference is made to Note 4 of the Notes to Consolidated Financial
Statements with respect to legal proceedings involving the Company.
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Not Applicable.
<PAGE>
Part II - Other Information
Item 6. Exhibits
(a) The following exhibits are filed as part of this amendment:
18 Letter re change in accounting policy
27 Financial Data Schedule
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
TRIGEN ENERGY CORPORATION
/s/ Martin S. Stone
--------------------------------------
Martin S. Stone
Vice President Finance &
Chief Financial Officer
/s/ Daniel J. Samela
--------------------------------------
Daniel J. Samela
Controller
Date: March 29, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC Form
10-Q/A for quarter ending March 31, 1998 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 17,229
<SECURITIES> 0
<RECEIVABLES> 45,715
<ALLOWANCES> 1,202
<INVENTORY> 6,778
<CURRENT-ASSETS> 76,388
<PP&E> 509,402
<DEPRECIATION> 81,616
<TOTAL-ASSETS> 596,185
<CURRENT-LIABILITIES> 69,995
<BONDS> 315,749
0
0
<COMMON> 124
<OTHER-SE> 150,284
<TOTAL-LIABILITY-AND-EQUITY> 596,185
<SALES> 74,912
<TOTAL-REVENUES> 74,912
<CGS> 49,483
<TOTAL-COSTS> 59,106
<OTHER-EXPENSES> 793
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,455
<INCOME-PRETAX> 9,558
<INCOME-TAX> 4,110
<INCOME-CONTINUING> 5,448
<DISCONTINUED> 0
<EXTRAORDINARY> (299)
<CHANGES> 0
<NET-INCOME> 5,149
<EPS-PRIMARY> .42
<EPS-DILUTED> .42
</TABLE>
