UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
November 2, 2011
Date of Report (date of earliest event reported)
Standard Parking Corporation
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
000-50796 | 16-1171179 |
(Commission File Number) | (IRS Employer Identification No.) |
(312) 274-2000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
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[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
Item 7.01. Regulation FD Disclosure.
The following information is furnished pursuant to Item 2.02, "Results of Operations and Financial Condition" and Item 7.01, "Regulation FD Disclosure."
On November 2, 2011, Standard Parking Corporation issued a press release setting forth its third quarter 2011 earnings. A copy of SPC's press release is attached hereto as Exhibit 99 and is hereby incorporated by reference.
Exhibit Index
99 Press release, dated November 2, 2011, issued by Standard Parking Corporation
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Standard Parking Corporation |
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Date: November 2, 2011 |
/s/ G. MARC BAUMANN G. Marc Baumann Chief Financial Officer |
EXHIBIT 99.1
CHICAGO, Nov. 2, 2011 (GLOBE NEWSWIRE) -- Standard Parking Corporation (Nasdaq:STAN), one of the nation's leading providers of parking management, ground transportation and other ancillary services, today announced third quarter 2011 results. The quarter's earnings per share was $0.37, an increase of 23% from the 2010 third quarter. Year-to-date earnings per share was $0.89, an increase of 16% from the first nine months of 2010. The Company expects full-year 2011 earnings per share to be in the range of $1.15 to $1.20. The Company generated $8.8 million of free cash flow in the first nine months of 2011, as compared to $12.8 million generated in the first nine months of 2010. The Company continues to expect full year free cash flow in excess of $20 million.
Comments
James A. Wilhelm, President and Chief Executive Officer, said, "I'm pleased to report a strong third quarter with results that were ahead of expectations. Revenues were up 2% overall and paid exits at same leased locations were also up 2%, metrics that continue to head in the right direction. The quarter's 5% increase in same location gross profit, coupled with a favorable adjustment in insurance loss reserve estimates, resulted in an overall 8% increase in third quarter gross profit. Our location retention improved slightly to 92% and operating profit retention remained steady at 96%. On the expense side, our G&A expense for the quarter increased slightly, by 2% over the third quarter of 2010. But for somewhat higher professional fees, the quarter's G&A would have been in line with the run rate for the first half of the year.
"Based on our nine-month results and expectations for the fourth quarter, we're raising the lower end of our full year guidance range, and now expect full year earnings per share to be in the range of $1.15 to $1.20. While this guidance range already reflects $0.03 per share of acquisition-related costs incurred to date, it excludes the impact of any prospective acquisitions on the fourth quarter."
Wilhelm concluded by stating, "Finally, in terms of free cash flow, we generated $8.8 million for the first nine months of the year. While increases in accounts receivable balances at several large airports have impacted free cash flow, these balances have been reduced significantly since the end of the third quarter and are expected to revert to normal levels by the end of the year. Accordingly, we continue to expect the year's free cash flow to exceed $20 million."
Recent Developments
Third quarter new business highlights include:
For the year-to-date through the end of October, the Company has repurchased $7.0 million of its common stock.
Nine-Month Results
Gross profit for the first nine months of 2011 increased by 3% to $66.4 million from $64.3 million for the same period of 2010, as same location gross profit growth of 6% was offset in part by certain anticipated location terminations.
G&A expense in the first nine months of 2011 decreased 2% to $34.6 million from $35.3 million a year earlier. Excluding acquisition-related costs, year–to-date G&A would have decreased by 4% from the year-ago period.
Net income attributable to the Company for the first nine months of 2011 increased by 17% to $14.3 million as compared with $12.2 million in the same period of 2010. On a per share basis, the year-over-year increase was 16%, up from $0.77 in 2010 to $0.89 in 2011.
Updated 2011 Outlook
Based on year-to-date results, the Company is narrowing its full-year earnings per share guidance to a range of $1.15 to $1.20 from $1.10 to $1.20. The Company continues to expect full year free cash flow in excess of $20 million. This guidance excludes the prospective impact of any future acquisitions on the fourth quarter.
Conference Call
The Company's quarterly earnings conference call will be held at 10:00 a.m. (Central Time) on Thursday, November 3, 2011 and will be available live and in replay to all analyst/investors through a webcast service. To listen to the live call, individuals are directed to the Company's Investor Relations page at www.standardparking.com at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, replays will be available shortly after the call on the Standard Parking website and can be accessed for 30 days after the call.
Standard Parking is a leading national provider of parking facility management, ground transportation and other ancillary services. The Company, with approximately 12,000 employees, manages approximately 2,200 parking facilities, containing over one million parking spaces in hundreds of cities across North America, including parking-related and shuttle bus operations serving more than 60 airports.
More information about Standard Parking is available at www.standardparking.com. You should not construe the information on this website to be a part of this release. Standard Parking's annual reports filed on Form 10-K, its quarterly reports on Form 10-Q and its current reports on Form 8-K are available on the Internet at www.sec.gov and can also be accessed through the Investor Relations section of the Company's website.
DISCLOSURE NOTICE: The information contained in this document is as of November 2, 2011. The Company assumes no obligation to update any forward-looking statements contained in this document as a result of new information or future events or developments.
This document and tables contain forward-looking information about the Company's financial results that involve substantial risks and uncertainties. You can identify these statements by the fact that they use words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will" and similar terms and phrases in connection with any discussion of future operating or financial performance. These forward-looking statements are made based on management's expectations and beliefs concerning future events affecting the Company and are subject to uncertainties and factors relating to the operations and business environment, all of which are difficult to predict and many of which are beyond management's control. These uncertainties and factors could cause actual results to differ materially from those matters expressed in or implied by these forward-looking statements. The following factors are among those that may cause actual results to differ materially from forward-looking statements: intense competition; the loss, or renewal on less favorable terms, of management contracts and leases; adverse litigation judgments or settlements; the loss of key employees; changes in general economic and business conditions or demographic trends; the impact of public and private regulations; the financial difficulties or bankruptcy of our major clients; insurance losses that are worse than expected or adverse events not covered by insurance; labor disputes; extraordinary events affecting parking at facilities that we manage, including emergency safety measures, military or terrorist attacks, cyber terrorism and natural disasters; state and municipal government clients that sell or enter into long-term leases of parking-related assets; uncertainty in the credit markets; availability, terms and deployment of capital; and our ability to obtain performance bonds on acceptable terms. A further list and description of these risks, uncertainties, and other matters can be found in the Company's Annual Reports on Form 10-K and in its quarterly reports on Form 10-Q and its current reports on Form 8-K.
STANDARD PARKING CORPORATION | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
(in thousands, except for share and per share data) | ||
September 30, 2011 | December 31, 2010 | |
(Unaudited) | ||
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 7,619 | $ 7,305 |
Notes and accounts receivable, net | 54,318 | 52,167 |
Prepaid expenses and supplies | 2,692 | 2,312 |
Deferred taxes | 2,314 | 2,314 |
Total current assets | 66,943 | 64,098 |
Leasehold improvements, equipment and construction in progress, net | 16,630 | 16,839 |
Advances and deposits | 5,205 | 5,172 |
Long-term receivables, net | 13,842 | 12,789 |
Intangible and other assets, net | 9,080 | 8,910 |
Cost of contracts, net | 14,332 | 15,628 |
Goodwill | 131,981 | 132,196 |
Total assets | $ 258,013 | $ 255,632 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current liabilities: | ||
Accounts payable | $ 41,750 | $ 43,984 |
Accrued and other current liabilities | 34,426 | 39,982 |
Current portion of long-term borrowings | 706 | 673 |
Total current liabilities | 76,882 | 84,639 |
Deferred taxes | 12,494 | 9,637 |
Long-term borrowings, excluding current portion | 93,445 | 97,229 |
Other long-term liabilities | 27,567 | 27,324 |
Standard Parking Corporation's stockholders' equity: | ||
Preferred stock, par value $.01 per share; 5,000,000 shares authorized and no shares issued | — | — |
Common stock, par value $.001 per share; 50,000,000 shares authorized; 15,589,142 and 15,775,645 shares issued and outstanding as of September 30, 2011 and December 31, 2010, respectively | 16 | 16 |
Treasury stock, at cost, 55,370 shares as of September 30, 2011 and no shares as of December 31, 2010 | (866) | — |
Additional paid-in capital | 95,141 | 97,291 |
Accumulated other comprehensive (loss) income | (362) | 103 |
Accumulated deficit | (46,234) | (60,532) |
Total Standard Parking Corporation stockholders' equity | 47,695 | 36,878 |
Noncontrolling interest | (70) | (75) |
Total equity | 47,625 | 36,803 |
Total liabilities and stockholders' equity | $ 258,013 | $ 255,632 |
STANDARD PARKING CORPORATION | ||||
CONDENSED CONSOLIDATED STATEMENTS OF INCOME | ||||
(in thousands, except for share and per share data, unaudited) | ||||
Three Months Ended | Nine Months Ended | |||
September 30, 2011 | September 30, 2010 | September 30, 2011 | September 30, 2010 | |
Parking services revenue: | ||||
Lease contracts | $ 37,501 | $ 35,713 | $ 109,899 | $ 102,991 |
Management contracts | 43,259 | 43,713 | 131,556 | 125,869 |
80,760 | 79,426 | 241,455 | 228,860 | |
Reimbursed management contract revenue | 106,365 | 101,500 | 307,615 | 308,312 |
Total revenue | 187,125 | 180,926 | 549,070 | 537,172 |
Cost of parking services: | ||||
Lease contracts | 34,049 | 32,714 | 101,834 | 95,702 |
Management contracts | 22,489 | 24,357 | 73,196 | 68,899 |
56,538 | 57,071 | 175,030 | 164,601 | |
Reimbursed management contract expense | 106,365 | 101,500 | 307,615 | 308,312 |
Total cost of parking services | 162,903 | 158,571 | 482,645 | 472,913 |
Gross profit: | ||||
Lease contracts | 3,452 | 2,999 | 8,065 | 7,289 |
Management contracts | 20,770 | 19,356 | 58,360 | 56,970 |
Total gross profit | 24,222 | 22,355 | 66,425 | 64,259 |
General and administrative expenses | 11,814 | 11,549 | 34,593 | 35,327 |
Depreciation and amortization | 1,683 | 1,527 | 4,893 | 4,557 |
Operating income | 10,725 | 9,279 | 26,939 | 24,375 |
Other expenses (income): | ||||
Interest expense | 1,197 | 1,286 | 3,546 | 4,174 |
Interest income | (297) | (56) | (470) | (161) |
900 | 1,230 | 3,076 | 4,013 | |
Income before income taxes | 9,825 | 8,049 | 23,863 | 20,362 |
Income tax expense | 3,760 | 3,124 | 9,305 | 7,992 |
Net income | 6,065 | 4,925 | 14,558 | 12,370 |
Less: Net income attributable to noncontrolling interest | 89 | 89 | 260 | 181 |
Net income attributable to Standard Parking Corporation | $5,976 | $4,836 | $14,298 | $12,189 |
Common stock data: | ||||
Net income per share: | ||||
Basic | $0.38 | $0.31 | $0.91 | $0.79 |
Diluted | $0.37 | $0.30 | $0.89 | $0.77 |
Weighted average shares outstanding: | ||||
Basic | 15,704,837 | 15,651,586 | 15,776,833 | 15,526,061 |
Diluted | 16,034,330 | 15,993,631 | 16,116,136 | 15,893,282 |
STANDARD PARKING CORPORATION | ||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
(in thousands, except for share and per share data, unaudited) | ||
Nine Months Ended | ||
September 30, 2011 | September 30, 2010 | |
Operating activities: | ||
Net income | $ 14,558 | $ 12,370 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Depreciation and amortization | 4,935 | 4,545 |
(Gain) loss on sale and abandonment of assets | (49) | 50 |
Amortization of debt issuance costs | 478 | 478 |
Non-cash stock-based compensation | 1,724 | 1,770 |
Excess tax benefit related to stock option exercises | (148) | (1,185) |
Provisions for losses on accounts receivable | 33 | 102 |
Deferred income taxes | 2,857 | 1,786 |
Change in operating assets and liabilities | (11,339) | (4,149) |
Net cash provided by operating activities | 13,049 | 15,767 |
Investing activities: | ||
Purchase of leasehold improvements and equipment | (2,907) | (2,168) |
Cost of contracts purchased | (395) | (522) |
Proceeds from sale of assets | 82 | 3 |
Capitalized interest | (40) | (107) |
Contingent purchase payments | (293) | (104) |
Net cash used in investing activities | (3,553) | (2,898) |
Financing activities: | ||
Proceeds from exercise of stock options | 143 | 1,450 |
Repurchase of common stock | (5,031) | — |
Tax benefit related to stock option exercises | 148 | 1,185 |
Earn-out payment | — | (529) |
Payments on senior credit facility | (3,250) | (15,200) |
Distribution to noncontrolling interest | (255) | (179) |
Payments on long-term borrowings | (102) | (95) |
Payments on debt issuance costs | (30) | (30) |
Payments on capital leases | (399) | (404) |
Net cash used in financing activities | (8,776) | (13,802) |
Effect of exchange rate changes on cash and cash equivalents | (406) | 81 |
Increase (decrease) in cash and cash equivalents | 314 | (852) |
Cash and cash equivalents at beginning of period | 7,305 | 8,256 |
Cash and cash equivalents at end of period | $ 7,619 | $ 7,404 |
Supplemental disclosures: | ||
Cash paid during the period for: | ||
Interest | $ 3,151 | $ 3,975 |
Income taxes | 4,975 | 4,925 |
The Company defines free cash flow as net cash from operating activities, less cash used for investing activities (exclusive of acquisitions), plus the effect of exchange rate changes on cash and cash equivalents. Due to the adoption, effective January 1, 2009, of Financial Accounting Standards Board Accounting Standards Codification Topic 810, Consolidation (formerly FAS 160), the calculation of Free Cash Flow has been modified to deduct for the distribution to noncontrolling interest, which was previously reported as part of net cash from operating activities.
STANDARD PARKING CORPORATION | ||||
FREE CASH FLOW | ||||
(in thousands, unaudited) | ||||
Three Months Ended | Nine Months Ended | |||
September 30, 2011 | September 30, 2010 | September 30, 2011 | September 30, 2010 | |
Operating income | $ 10,725 | $ 9,279 | $ 26,939 | $ 24,375 |
Depreciation and amortization expense | 1,683 | 1,527 | 4,893 | 4,557 |
Non-cash compensation | 411 | 533 | 1,724 | 1,770 |
Income tax paid | (1,283) | (1,893) | (4,975) | (4,925) |
Income attributable to noncontrolling interest | (89) | (89) | (260) | (181) |
Change in assets and liabilities | (16,415) | 5,685 | (12,730) | (5,979) |
Purchase of leaseholds, equipment and cost of contracts and contingent purchase payments | (1,260) | (1,045) | (3,635) | (2,901) |
Operating cash flow | ($6,228) | $13,997 | $11,956 | $16,716 |
Cash interest paid (before payment of debt issuance) | (1,016) | (1,254) | (3,121) | (3,945) |
Free cash flow (1) | ($7,244) | $ 12,743 | $ 8,835 | $ 12,771 |
Decrease (increase) in cash and cash equivalents | 4,166 | 878 | (314) | 852 |
Free cash flow, net of change in cash | ($3,078) | $13,621 | $8,521 | $13,623 |
Sources (Uses) of cash: | ||||
Draw (payments) on senior credit facility | $7,950 | ($13,500) | ($3,250) | ($15,200) |
(Payments) on other borrowings | (170) | (160) | (501) | (499) |
(Payments) of debt issuance costs | (30) | (30) | (30) | (30) |
Proceeds from exercise of stock options | -- | 381 | 143 | 1,450 |
Tax benefit related to stock option exercises | (72) | 217 | 148 | 1,185 |
(Repurchase) of common stock | (4,600) | -- | (5,031) | -- |
(Payments) on earn-out | -- | (529) | -- | (529) |
(Payments) on acquisitions | -- | -- | -- | -- |
Total (uses) of cash | $3,078 | ($13,621) | ($8,521) | ($13,623) |
(1) Reconciliation of Free Cash Flow to Consolidated Statements of Cash Flow | |||
Nine Months Ended September 30, 2011 | Six Months Ended June 30, 2011 | Three Months Ended September 30, 2011 | |
Net cash provided by operating activities | $ 13,049 | $ 18,502 | ($5,453) |
Net cash (used in) investing activities | (3,553) | (2,296) | (1,257) |
Acquisitions | -- | -- | -- |
Distribution to noncontrolling interest | (255) | (174) | (81) |
Effect of exchange rate changes on cash and cash equivalents | (406) | 47 | (453) |
Free cash flow | $8,835 | $16,079 | ($7,244) |
Nine Months Ended September 30, 2010 | Six Months Ended June 30, 2010 | Three Months Ended September 30, 2010 | |
Net cash provided by operating activities | $ 15,767 | $ 2,003 | $ 13,764 |
Net cash (used in) investing activities | (2,898) | (1,856) | (1,042) |
Acquisitions | -- | -- | -- |
Distribution to noncontrolling interest | (179) | (85) | (94) |
Effect of exchange rate changes on cash and cash equivalents | 81 | (34) | 115 |
Free cash flow | $12,771 | $28 | $12,743 |
STANDARD PARKING CORPORATION | |||
LOCATION COUNT | |||
September 30, 2011 | December 31, 2010 | September 30, 2010 | |
Managed facilities | 1,970 | 1,907 | 1,959 |
Leased facilities | 212 | 212 | 211 |
Total facilities | 2,182 | 2,119 | 2,170 |
Definition: The Company's year over year same location gross profit statistic does not include the results of the Other segment which consists of ancillary revenue and insurance reserve adjustments related to prior years which are not specifically identifiable to an operating location. |
CONTACT: G. MARC BAUMANN Executive Vice President and Chief Financial Officer Standard Parking Corporation (312) 274-2199 mbaumann@standardparking.com