-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NhaAp5eWRpAWAFE5uOBLORTFOCWcmQTTwg/FepJxi0cTKxL2XMe6qgJ4NJqzr/YX QAdZYBVBscwM1HfYEVmwdA== 0000950134-00-003889.txt : 20000504 0000950134-00-003889.hdr.sgml : 20000504 ACCESSION NUMBER: 0000950134-00-003889 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000503 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARBO CERAMICS INC CENTRAL INDEX KEY: 0001009672 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] IRS NUMBER: 721100013 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-28178 FILM NUMBER: 618132 BUSINESS ADDRESS: STREET 1: 600 EAST LAS COLINAS BLVD STREET 2: STE 1520 CITY: IRVING STATE: TX ZIP: 75039 BUSINESS PHONE: 2144010090 MAIL ADDRESS: STREET 1: 600 E LAS COLINAS BLVD STREET 2: STE 1520 CITY: IRVING STATE: TX ZIP: 75039 10-Q 1 FORM 10-Q FOR QUARTER ENDED MARCH 31, 2000 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO 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 FOR THE TRANSITION PERIOD FROM ________ TO _______. COMMISSION FILE NO. 0-28178 CARBO CERAMICS INC. (Exact name of registrant as specified in its charter) DELAWARE 72-1100013 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 600 E. LAS COLINAS BOULEVARD SUITE 1520 IRVING, TEXAS 75039 (Address of principal executive offices) (972) 401-0090 (Registrant's telephone number) 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 --- --- As of May 1, 2000, 14,633,750 shares of the registrant's Common Stock, par value $.01 per share, were outstanding. 2 CARBO CERAMICS INC. INDEX TO QUARTERLY REPORT ON FORM 10-Q
PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statements Consolidated Balance Sheets - 3 March 31, 2000 (Unaudited) and December 31, 1999 Consolidated Statements of Income 4 (Unaudited) - Three months ended March 31, 2000 and 1999 Consolidated Statements of Cash Flows 5 (Unaudited) - Three months ended March 31, 2000 and 1999 Notes to Consolidated Financial Statements (Unaudited) 6-7 Item 2. Management's Discussion and Analysis of Financial 8-9 Condition and Results of Operations PART II. OTHER INFORMATION Item 1. Legal proceedings 10 Item 2. Changes in securities 10 Item 3. Defaults upon senior securities 10 Item 4. Submission of matters to a vote of security-holders 10 Item 5. Other information 10 Item 6. Exhibits and reports on Form 8-K 10 Signatures 11
3 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CARBO CERAMICS INC. CONSOLIDATED BALANCE SHEETS
ASSETS MARCH 31, DECEMBER 31, 2000 1999 ---------- ------------ (UNAUDITED) ($ IN THOUSANDS) Current assets: Cash and cash equivalents ...................................... $ 268 $ 193 Trade accounts receivable ...................................... 14,512 10,883 Refundable income taxes ........................................ -- 288 Inventories: Finished goods ............................................... 6,253 7,123 Raw materials and supplies .................................. 4,831 4,154 -------- -------- Total inventories .......................................... 11,084 11,277 Prepaid expenses and other current assets ...................... 558 481 Deferred income taxes .......................................... 812 687 -------- -------- Total current assets ......................................... 27,234 23,809 Property, plant and equipment: Land and land improvements ..................................... 944 944 Buildings ...................................................... 7,378 7,378 Machinery and equipment ........................................ 91,265 90,092 Construction in progress ....................................... 667 1,298 -------- -------- Total ........................................................ 100,254 99,712 Less accumulated depreciation .................................. 18,216 16,541 -------- -------- Net property, plant and equipment ............................ 82,038 83,171 -------- -------- Total assets ................................................... $109,272 $106,980 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank borrowings ................................................ $ 1,400 $ 1,809 Accounts payable ............................................... 1,689 1,477 Accrued payroll and benefits ................................... 1,077 1,954 Accrued freight ................................................ 2,139 1,545 Accrued utilities .............................................. 637 451 Accrued income taxes ........................................... 315 -- Other accrued expenses ......................................... 384 221 -------- -------- Total current liabilities .................................... 7,641 7,457 Deferred income taxes ............................................. 6,864 6,123 Shareholders' equity: Preferred Stock, par value $0.01 per share, 5,000 shares authorized: none outstanding ................................. -- -- Common Stock, par value $0.01 per share, 40,000,000 shares authorized: 14,602,000 shares issued and outstanding ......... 146 146 Additional paid-in capital ..................................... 42,919 42,919 Retained earnings .............................................. 51,702 50,335 -------- -------- Total shareholders' equity ................................... 94,767 93,400 -------- -------- Total liabilities and shareholders' equity ..................... $109,272 $106,980 ======== ========
The accompanying notes are an integral part of these statements. 3 4 CARBO CERAMICS INC. CONSOLIDATED STATEMENTS OF INCOME ($ in thousands, except per share data) (Unaudited)
THREE MONTHS ENDED MARCH 31, -------------------- 2000 1999 -------- -------- Revenues ......................................... $ 22,101 $ 20,078 Cost of goods sold ............................... 15,354 10,076 -------- -------- Gross profit ..................................... 6,747 10,002 Selling, general and administrative expenses...... 2,824 3,205 Plant start-up costs ............................. 27 360 -------- -------- Operating profit ................................. 3,896 6,437 Other income (expense): Interest, net ................................. (28) (32) Other, net .................................... (19) 1 -------- -------- .................................................. (47) (31) -------- -------- Income before income taxes ....................... 3,849 6,406 Income taxes ..................................... 1,387 2,307 -------- -------- Net income ....................................... $ 2,462 $ 4,099 ======== ======== Earnings per share: Basic ......................................... $ 0.17 $ 0.28 ======== ======== Diluted ....................................... $ 0.17 $ 0.28 ======== ========
The accompanying notes are an integral part of these statements. 4 5 CARBO CERAMICS INC. CONSOLIDATED STATEMENTS OF CASH FLOWS ($ in thousands) (Unaudited)
THREE MONTHS ENDED MARCH 31, -------------------- 2000 1999 -------- -------- OPERATING ACTIVITIES Net income ................................................ $ 2,462 $ 4,099 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation ......................................... 1,675 570 Deferred income taxes ................................ 616 (84) Changes in operating assets and liabilities: Trade accounts receivable .......................... (3,629) (3,387) Inventories ........................................ 193 1,241 Prepaid expenses and other current assets .......... (77) (9) Accounts payable ................................... 212 470 Accrued payroll and benefits ....................... (877) (1,232) Accrued freight .................................... 594 135 Accrued utilities .................................. 186 18 Accrued income taxes ............................... 603 2,386 Other accrued expenses ............................. 163 (123) ------- ------- Net cash provided by operating activities ................. 2,121 4,084 INVESTING ACTIVITIES Purchases of property, plant and equipment ................ (542) (8,046) ------- ------- Net cash used in investing activities ..................... (542) (8,046) FINANCING ACTIVITIES Proceeds from bank borrowings ............................. 5,273 6,454 Repayments on bank borrowings ............................. (5,682) (1,800) Dividends paid ............................................ (1,095) (1,095) ------- ------- Net cash provided by (used in) financing activities........ (1,504) 3,559 ------- ------- Net increase (decrease) in cash and cash equivalents....... 75 (403) Cash and cash equivalents at beginning of period .......... 193 622 ------- ------- Cash and cash equivalents at end of period ................ $ 268 $ 219 ======= ======= SUPPLEMENTAL CASH FLOW INFORMATION Interest paid ............................................. $ 29 $ 32 ======= ======= Income taxes paid ......................................... $ 168 $ 5 ======= =======
The accompanying notes are an integral part of these statements. 5 6 CARBO CERAMICS INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of CARBO Ceramics Inc. have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair presentation have been included. The results of the interim periods presented herein are not necessarily indicative of the results to be expected for any other interim period or the full year. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 1999 included in the Company's Form 10-K Annual Report for the year ended December 31, 1999. The consolidated financial statements include the accounts of CARBO Ceramics Inc. and its wholly owned subsidiaries, CARBO Ceramics Sales Corporation and CARBO Ceramics (UK) Limited. CARBO Ceramics Sales Corporation was formed on July 31, 1996 under the laws of Barbados. CARBO Ceramics (UK) Limited was formed on December 19, 1997 under the laws of Scotland. All significant intercompany transactions have been eliminated. 2. DIVIDENDS PAID On January 11, 2000, the Board of Directors declared a cash dividend of $0.075 per common share payable to shareholders of record on January 31, 2000. The dividend was paid on February 15, 2000. 3. EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2000 and 1999 ($ in thousands, except per share data):
2000 1999 ----------- ----------- Numerator for basic and diluted earnings per share: Net income ...................................... $ 2,462 $ 4,099 Denominator: Denominator for basic earnings per share-- weighted-average shares ....................... 14,602,000 14,602,000 Effect of dilutive securities: Employee stock options ........................ 117,535 1,107 ----------- ----------- Dilutive potential common shares ................ 117,535 1,107 ----------- ----------- Denominator for diluted earnings per share-- adjusted weighted-average shares .............. 14,719,535 14,603,107 =========== =========== Basic earnings per share .......................... $ 0.17 $ 0.28 =========== =========== Diluted earnings per share ........................ $ 0.17 $ 0.28 =========== ===========
6 7 4. INCOME TAXES Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets and liabilities are as follows:
March 31, December 31, 2000 1999 -------- ------------ Deferred tax assets: ($ in thousands) Employee benefits .................. $ 220 $ 200 Inventories ........................ 523 457 Other .............................. 69 30 ------ ------ Total deferred tax assets .......... 812 687 Deferred tax liabilities: Depreciation ....................... 6,748 6,007 Other .............................. 116 116 ------ ------ Total deferred tax liabilities...... 6,864 6,123 ------ ------ Net deferred liabilities ........... $6,052 $5,436 ====== ======
5. BANK BORROWINGS The Company borrowed against its Secured Revolving Credit Agreement during the first quarter of 2000 at a weighted-average interest rate of 8.80%. The balance outstanding at March 31, 2000 was $1,400,000. 6. SUBSEQUENT EVENT On April 28, 2000, the Company filed a Form S-3 Registration Statement with the Securities and Exchange Commission offering the sale of up to 2,875,000 shares of common stock. All of the shares of common stock are being sold by existing shareholders and the Company will not receive any of the proceeds from the sale of the shares. 7 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Three Months Ended March 31, 2000 Operating results for the first quarter of 2000 reflect a strong recovery in drilling activity and in the demand for ceramics proppants and depressed operating margins due to the high cost of production experienced during the start-up of a new production facility. Management believes that the strong demand for the Company's products in the first quarter resulted from an improvement in the domestic natural gas market and that long-term worldwide demand for natural gas will continue to increase due to the abundance, relatively low cost and environmental benefits of natural gas as a source of energy. Revenues. Revenues for the first quarter 2000 were $22.1 million, a 10% increase from the first quarter 1999. The increase was due to an 18 percent increase in sales volume, partially offset by a decrease in the average selling price of our high-strength products (CARBOHSP(TM) and CARBOPROP(R)). The number of rigs drilling for natural gas in the U.S. during the first quarter of 2000 was 43 percent higher than the same period a year earlier and this increased activity resulted in a 48 percent increase in our domestic sales volume versus the first quarter 1999. Our sales in the U.S. were the highest ever recorded for a single quarter since the formation of the Company. Sales volume in Canada increased 36 percent versus the previous year, also due to strong natural gas drilling activity. Other international markets, which have not recovered as quickly from the depressed levels seen in the latter part of 1999, decreased 41 percent versus the first quarter of 1999. The gains attributable to the increase in volume were partially offset by a decrease in the average selling price of our high-strength products (CARBOHSP(TM) and CARBOPROP(R)) as compared to the same period a year ago. This price erosion occurred during the last half of 1999 and was primarily due to a weak industry environment and competitive pressures in the South Texas market. Gross Profit. Gross profit for the quarter was $6.7 million or 31% of sales as compared to $10.0 million or 50% of sales for the first quarter 1999. The decrease in gross profit was due to increased manufacturing costs associated with the start-up of a new production facility in McIntyre, Georgia. This new facility contains two distinct production lines. The first production line began operation in June 1999 and demonstrated the ability to run at its full design capacity by November 1999. At that time, the first production line was shut down and production was initiated on the second production line. The second line reached full capacity in March 2000. During this start-up period, each of the Company's three production facilities operated at less than full capacity causing production costs to increase. While this operating strategy adversely affected the Company's operating margins, management believes it will allow the Company to operate more efficiently in the future. Gross profit margins were also negatively impacted by the price reduction on high-strength products versus the first quarter 1999 and the high cost of trucking lightweight products from the Eufaula and McIntyre facilities to remote storage facilities in response to product shortages. Management believes that gross profit margins will increase in the second quarter of 2000 as the Company operates each of its production facilities at more efficient levels. Selling, General and Administrative Expenses and Plant Start-Up Expenses. Selling, general and administrative expenses were $2.8 million for the first quarter of 2000 and $3.2 million for the corresponding period of 1999. Expenses as a percentage of sales decreased from 16.0% in the first quarter of 1999 to 12.8% for the same period in 2000. Included in 1999 expenses was the write-off of $475,000, representing a portion of the accounts receivable due from Fracmaster, LTD., a customer that experienced financial difficulties and obtained a court order under the Companies Creditors Arrangement Act. 1999 expenses also included $184,000 in research and development costs related to the development of products for the foundry industry. Areas of increased SG&A spending during the first quarter 2000 include marketing and distribution costs related to a higher level of sales activity and legal fees. 8 9 With the completion of the McIntyre manufacturing facility, plant startup costs declined by $333,000 versus the first quarter 1999. LIQUIDITY AND CAPITAL RESOURCES Cash and cash equivalents totaled $0.3 million as of March 31, 2000, an increase of $0.1 million from December 31, 1999. The increase in cash and cash equivalents was due to cash generated from operations of $2.1 million, net repayments against the Company's line of credit of $0.4 million, capital spending of $0.5 million, and cash dividends of $1.1 million. Total borrowings under the Company's line of credit as of March 31, 2000 were $1.4 million. The Company is currently engaged in discussions to extend or renew its line of credit beyond 2000. The Company believes that existing cash balances and cash generated from operations will be sufficient to fund its operations, dividend and capital spending requirements through 2000. Forward-Looking Information The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. This Form 10-Q, the Company's Form 10-K and Annual Report to Shareholders, any other Form 10-Q or any Form 8-K of the Company or any other written or oral statements made by or on behalf of the Company may include forward-looking statements which reflect the Company's current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from such statements. This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 concerning, among other things, the Company's prospects, developments and business strategies for its operations, all of which are subject to certain risks, uncertainties and assumptions. These risks and uncertainties include, but are not limited to, changes in the demand for oil and natural gas, the development of alternative stimulation techniques and the development of alternative proppants for use in hydraulic fracturing. The words "believe", "expect", "anticipate", "project" and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, each of which speaks only as of the date the statement was made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. 9 10 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Not applicable ITEM 2. CHANGES IN SECURITIES Not applicable ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable ITEM 5. OTHER INFORMATION Not applicable ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. There were no reports filed on Form 8-K during the three months ended March 31, 2000. b. Exhibits 10.1 Amendment to First Amended and Restated Credit Agreement dated as of February 12, 1998, between Brown Brothers Harriman & Co. and CARBO Ceramics Inc. 27.1 Financial Data Schedule for the interim year to date period ended March 31, 2000 10 11 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. CARBO CERAMICS INC. /s/ JESSE P. ORSINI ------------------------------- Jesse P. Orsini President & Chief Executive Officer /s/ PAUL G. VITEK ------------------------------- Paul G. Vitek Vice President, Finance Date: May 3, 2000 11 12 EXHIBIT INDEX
Exhibit Method of Filing - ------- ---------------- 10.1 Amendment to First Amended and Restated Credit Agreement dated as of February 12, 1998 between Brown Brothers Harriman & Co. and CARBO Ceramics Inc. ........................... Filed herewith electronically 27.1 Financial Data Schedule .......................................... Filed herewith electronically
EX-10.1 2 AMENDMENT TO 1ST AMENDED/RESTATED CREDIT AGREEMENT 1 EXHIBIT 10.1 THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT This Third Amendment to First Amended and Restated Credit Agreement is made and effective as of March 31, 2000, by and between CARBO CERAMICS INC., a Delaware corporation (the "Borrower"), and BROWN BROTHERS HARRIMAN & CO., a New York limited partnership (the "Lender"). WITNESSETH: WHEREAS, the Lender and the Borrower entered into a First Amended and Restated Credit Agreement dated as of February 12, 1998 by and between the Lender and the Borrower (as heretofore amended by that certain First Amendment dated as of March 31, 1999 and that certain Second Amendment dated as of December 31, 1999, the "Credit Agreement"), pursuant to which the Lender committed, among other things, to make loans, advances, and other credit facilities available to the Borrower; WHEREAS, the parties desire to amend the Credit Agreement in certain respects, as hereinafter set forth; NOW, THEREFORE, in consideration of the foregoing, for other valuable consideration hereby acknowledged, and subject to the other terms and conditions hereof, the Lender and the Borrower agree that Subsection (c) of Section 5.01 of the Credit Agreement is hereby amended and restated, effective the date hereof, as follows: "(c) Earnings Ratio. Maintain a ratio of its EBITDA to its Fixed Charges of not less than 1.75 to 1.0 at March 31, 2000, calculated quarterly on a rolling four (4) quarter basis for the four (4) quarters immediately preceding the date of such calculation. 1. By its execution hereof, the Borrower hereby certifies to the Lender that as of the date hereof (i) all representations and warranties heretofore made by it under the Credit Agreement and the other Loan Documents are true in all material respects, (ii) the Borrower does not have or claim to have any offset, counterclaim, or defense to any of its obligations under the Credit Agreement or any of the Loan Documents, and (iii) in consideration of and to induce the Lender's agreement to the terms of this Third Amendment, the Borrower for itself and its successors and assigns, does hereby RELEASE, ACQUIT, and FOREVER DISCHARGE the Lender, its partners, officers, employees, agents, attorneys, other representatives, and all other persons (collectively, the "Indemnitees") who might be liable, from any and all claims, demands, 2 liabilities, and causes of action of whatsoever nature, whether in contract or in tort, or arising under or by virtue of any statute, rule, regulation, or other laws, for all losses and damages, including but not limited to exemplary and punitive damages, that have accrued or may ever accrue to the Borrower and its successors and assigns, and which arise out of, result from, or are caused by any act or omission of any one or more of the Indemnitees on or prior to the date hereof in connection with the Loan, the Loan Documents, this Third Amendment, or any matter or thing in connection therewith or related thereto. 2. Except as expressly set forth herein, all terms and provisions of the Credit Agreement are hereby confirmed as in full force and effect. The Borrower expressly agrees by its execution hereof that all benefits created and conferred by the Credit Agreement cover and extend to all obligations evidenced and created by the Note, the Credit Agreement as amended hereby, and all renewals, extensions, and modifications thereof, in whole or in part. All terms with their initial letters capitalized herein and not otherwise defined herein have the same meanings set forth in the Credit Agreement. 3. Subject to satisfaction of the requirements for the effectiveness of this Third Amendment, as set forth in paragraph 4 hereof, and the agreement of the Borrower to the terms and provisions in this Third Amendment, the Lender hereby agrees to the foregoing amendment to the Credit Agreement. 4. This Third Amendment shall not be effective until the Lender shall have received the following, each dated such day and in form and substance satisfactory to the Lender: a. This Third Amendment, duly executed by all parties hereto; and b. Payment by the Borrower of all costs, expenses, and fees, including but not limited to reasonable attorneys' fees and costs, incurred by the Lender in connection with this Third Amendment. 5. This Third Amendment may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. In making proof hereof, it shall not be necessary to produce or account for any counterpart other than one signed by the party against which enforcement is sought. REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. -2- 3 IN WITNESS WHEREOF, the parties hereto have caused this Third Amendment to be executed by their respective officers thereunto duly authorized as of the date first above written. CARBO CERAMICS INC. By: -------------------------------- Print Name: ------------------------ Title: ---------------------------- per pro BROWN BROTHERS HARRIMAN & CO. By: -------------------------------- Print Name: ------------------------ Title: ---------------------------- -3- EX-27.1 3 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 3-MOS DEC-31-2000 MAR-31-2000 268 0 14,512 0 11,084 27,234 100,254 18,216 109,272 7,641 0 0 0 146 94,621 109,272 22,101 22,101 15,354 15,354 0 0 29 3,849 1,387 2,462 0 0 0 2,462 .17 .17
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