-----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, MmDQkG/IqOw6xWk0H5vrlODEu8kGgxtuOKADpjuCbmn6HOx8HQgdwIYQCdSR4G3a bCCQek2fpCxqvppnWH8jsw== 0000891092-98-000180.txt : 19980518 0000891092-98-000180.hdr.sgml : 19980518 ACCESSION NUMBER: 0000891092-98-000180 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980515 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: OMNICOM GROUP INC CENTRAL INDEX KEY: 0000029989 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 131514814 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-10551 FILM NUMBER: 98624802 BUSINESS ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124153700 MAIL ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: DOYLE DANE BERNBACH GROUP INC DATE OF NAME CHANGE: 19861117 FORMER COMPANY: FORMER CONFORMED NAME: DOYLE DANE BERNBACH INTERNATIONAL INC DATE OF NAME CHANGE: 19850604 FORMER COMPANY: FORMER CONFORMED NAME: DOYLE DANE BERNBACH INC DATE OF NAME CHANGE: 19781226 10-Q 1 FORM 10-Q CONFORMED COPY FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended: March 31, 1998 Commission file number: 1-10551 Omnicom Group Inc. (Exact name of registrant as specified in its charter) New York 13-1514814 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 437 Madison Avenue, New York, New York 10022 (Address of principal executive offices) (Zip Code) (212) 415-3600 (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 ___ The number of shares of common stock of the Company issued and outstanding at April 30, 1998 is 170,233,266. OMNICOM GROUP INC. AND SUBSIDIARIES INDEX Page No. -------- PART I. FINANCIAL INFORMATION Item 1. Financial Statements: Consolidated Condensed Balance Sheets - March 31, 1998, December 31, 1997 and March 31, 1997 2 Consolidated Condensed Statements of Income - Three Months Ended March 31, 1998 and 1997 3 Consolidated Condensed Statements of Cash Flows - Three Months Ended March 31, 1998 and 1997 4 Notes to Consolidated Condensed Financial Statements 5-9 Item 2. Management's Discussion of Financial Condition and Results of Operations 10-14 PART II. OTHER INFORMATION Item 2. Changes in Securities and Use of Proceeds 15-16 Item 6. Exhibits 16 -1- PART I. FINANCIAL INFORMATION Item 1. Financial Statements OMNICOM GROUP INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (Dollars in Thousands)
Assets March 31, December 31, March 31, 1998 1997 1997 --------- ------------ --------- Current assets: Cash and cash equivalents $ 278,192 $ 556,436 $ 227,960 Investments available-for-sale, at market, which approximates cost 74,657 87,668 79,791 Accounts receivable, less allowance for doubtful accounts of $40,964, $32,190 and $24,411 2,195,307 1,908,532 1,626,534 Billable production orders in process 276,802 183,145 178,349 Prepaid expenses and other current assets 345,052 252,617 248,411 ---------- ---------- ---------- Total current assets 3,170,010 2,988,398 2,361,045 Furniture, equipment and leasehold improvements at cost, less accumulated depreciation and amortization of $357,441, $336,926 and $305,709 298,602 239,667 222,159 Investments in affiliates 282,982 281,264 231,045 Intangibles, less amortization of $241,808, $235,257 and $201,182 1,765,905 1,234,539 1,048,982 Deferred tax benefits 82,948 68,086 78,019 Deferred charges and other assets 143,471 153,789 115,307 ---------- ---------- ---------- Total assets $5,743,918 $4,965,743 $4,056,557 ========== ========== ========== Liabilities and Shareholders' Equity Current liabilities: Accounts payable $2,301,433 $2,595,255 $1,695,768 Payable to banks 329,289 17,672 31,394 Other accrued liabilities 1,104,437 885,569 706,700 Accrued taxes on income 56,087 80,489 64,086 ---------- ---------- ---------- Total current liabilities 3,791,246 3,578,985 2,497,948 Long term debt 651,979 341,665 549,471 Deferred compensation and other liabilities 209,270 114,668 156,481 Minority interests 68,062 63,686 60,231 Shareholders' equity: Common stock 88,693 86,918 86,834 Additional paid-in capital 602,874 533,412 509,985 Retained earnings 582,655 555,038 428,500 Unamortized restricted stock (42,706) (46,745) (35,210) Cumulative translation adjustment (49,552) (47,947) (22,331) Treasury stock (158,603) (213,937) (175,352) ---------- ---------- ---------- Total shareholders' equity 1,023,361 866,739 792,426 ---------- ---------- ---------- Total liabilities and shareholders' equity $5,743,918 $4,965,743 $4,056,557 ========== ========== ==========
The accompanying notes to consolidated condensed financial statements are an integral part of these balance sheets. -2- OMNICOM GROUP INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Dollars in Thousands, Except Per Share Data) Three Months Ended March 31, ---------------------------- 1998 1997 ---- ---- Revenues: Commissions and fees $ 860,976 $ 696,577 Operating expenses: Salaries and related costs 521,166 421,485 Office and general expenses 240,641 201,102 --------- --------- Total operating expenses 761,807 622,587 --------- --------- Operating profit 99,169 73,990 Net interest expense: Interest and dividend income (5,962) (2,984) Interest paid or accrued 13,474 7,333 --------- --------- Net interest expense 7,512 4,349 --------- --------- Income before income taxes 91,657 69,641 Income taxes: Federal 15,345 11,449 State and local 6,358 4,691 International 16,300 12,126 --------- --------- Total income taxes 38,003 28,266 --------- --------- Income after income taxes 53,654 41,375 Equity in affiliates 4,980 4,144 Minority interests (7,731) (5,451) --------- --------- Net income $ 50,903 $ 40,068 ========= ========= Earnings per share: Net income: Basic $ 0.31 $ 0.25 Diluted $ 0.31 $ 0.25 Dividends declared per common share $ 0.125 $ 0.10 The accompanying notes to consolidated condensed financial statements are an integral part of these statements. -3- OMNICOM GROUP INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) Three Months Ended March 31, --------------------- 1998 1997 ----- ---- Cash flows from operating activities: Net income $ 50,903 $ 40,068 Adjustments to reconcile net income to net cash used for operating activities: Depreciation and amortization of tangible assets 16,525 13,204 Amortization of intangible assets 10,707 8,882 Minority interests 7,731 5,451 Earnings of affiliates in excess of dividends received (2,567) (2,331) Decrease in deferred tax benefits 1,825 4,747 Provision for losses on accounts receivable 1,709 515 Amortization of restricted shares 4,482 3,900 Decrease (increase) in accounts receivable 21,338 (89,815) Increase in billable production (76,981) (25,074) Increase in other current assets (18,115) (61,631) Decrease in accounts payable (528,494) (342,000) Decrease in other accrued liabilities (81,607) (12,216) Decrease in accrued income taxes (30,019) (2,589) Other (6,891) (16,780) --------- --------- Net cash used for operating activities (629,454) (475,669) --------- --------- Cash flows from investing activities: Capital expenditures (22,109) (17,542) Payments for purchases of equity interests in subsidiaries and affiliates, net of cash acquired (240,329) (69,255) Proceeds from sales of equity interests in subsidiaries and affiliates 869 54 Payments for purchases of investments available- for-sale and other investments (15,136) (65,542) Proceeds from sales of investments available- for-sale and other investments 27,785 999 --------- --------- Net cash used for investing activities (248,920) (151,286) --------- --------- Cash flows from financing activities: Net borrowings under lines of credit 86,497 16,146 Share transactions under employee stock plans (659) 8,420 Proceeds from shares issuance 171,035 -- Proceeds from issuance of principal of debt obligations 389,224 350,552 Dividends and loans to minority stockholders (8,266) (5,218) Dividends paid (19,875) (15,846) Purchase of treasury shares (18,437) (4,232) --------- --------- Net cash provided by financing activities 599,519 349,822 --------- --------- Effect of exchange rate changes on cash and cash equivalents 611 (5,174) --------- --------- Net decrease in cash and cash equivalents (278,244) (282,307) Cash and cash equivalents at beginning of period 556,436 510,267 --------- --------- Cash and cash equivalents at end of period $ 278,192 $227,960 ========= ======== Supplemental Disclosures: Income taxes paid $ 66,754 $ 29,328 ========= ======== Interest paid $ 12,156 $ 4,428 ========= ======== The accompanying notes to consolidated condensed financial statements are an integral part of these statements. -4- OMNICOM GROUP INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1) The consolidated condensed interim financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. 2) These statements reflect all adjustments, consisting of normal recurring accruals which, in the opinion of management, are necessary for a fair presentation of the information contained therein. Certain reclassifications have been made to the March 31, 1997 reported amounts to conform them with the March 31, 1998 and December 31, 1997 presentation. Also, all amounts presented give effect to a two-for-one stock split in the form of a 100% stock dividend completed in December 1997. These consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1997. 3) Results of operations for interim periods are not necessarily indicative of annual results. -5- OMNICOM GROUP INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED) 4) Basic earnings per share is based upon the weighted average number of common shares outstanding during the period. Diluted earnings per share is based on such average number of common shares outstanding, common share equivalents outstanding, and if dilutive, is adjusted for the assumed conversion of the Company's convertible subordinated debentures and the assumed increase in net income for the after tax interest cost of such debentures. At March 31, 1998, the 2.25% Convertible Subordinated Debentures had been outstanding since January 6, 1998 and the 4.25% Convertible Subordinated Debentures had been outstanding for the entire quarter. At March 31, 1997, the 4.25% Convertible Subordinated Debentures had been outstanding for the entire quarter. The number of shares used in the computations of basic and diluted earnings per share were as follows: Three Months Ended March 31, --------------- 1998 1997 ---- ---- Basic EPS Computation 163,684,000 159,129,900 Diluted EPS Computation 166,784,000 161,197,300 For purposes of computing diluted earnings per share on net income for the three months ended March 31, 1998, neither the Company's 4.25% Convertible Subordinated Debentures nor the Company's 2.25% Convertible Subordinated Debentures were reflected in the computation as their inclusion would have been anti-dilutive. For purposes of -6- OMNICOM GROUP INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED) computing diluted earnings per share on net income for the three months ended March 31, 1997, the Company's 4.25% Convertible Subordinated Debentures were not reflected in the computation, as their inclusion would have been anti-dilutive. 5) The Company has adopted the provisions of Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income", which requires presentation of information on comprehensive income and its components in financial statements. In the Company's case, comprehensive income includes net income and foreign currency translation adjustments. Total comprehensive income and its components for each of the quarters ended March 31, 1998, and March 31, 1997, were as follows: Three Months Ended March 31, (Dollars in Thousands) ---------------------- 1998 1997 ---- ---- Net Income $ 50,903 $ 40,068 Foreign Currency Translation Adjustments (1,327) (25,821) -------- -------- Total Comprehensive Income $ 49,576 $ 14,247 ======== ======== 6) In January 1998, the Company completed the acquisitions of Fleishman-Hillard, Inc., GPC International Holdings Inc. and Palmer Jarvis Inc. These acquisitions have been accounted for under the pooling of interests method of -7- OMNICOM GROUP INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED) accounting. The number of shares issued or to be issued by the Company in connection with these acquisitions is 3,550,366. The assets, liabilities, shareholders' equity and results of operations of the companies acquired are not, either individually or in the aggregate, material to the Company and, therefore, the Company's prior year financial statements have not been restated. 7) On January 6, 1998, the Company issued $230,000,000 of 2.25% Convertible Subordinated Debentures with a scheduled maturity in 2013. The debentures are convertible into common stock of the Company at a conversion price of $49.83 per share subject to adjustment in certain events. Debenture holders have the right to require the Company to redeem the debentures on January 6, 2004 at a price of 118.968%, or upon the occurrence of a Fundamental Change, as defined in the indenture agreement, at the prevailing redemption price. The Company may redeem the debentures, as a whole or in part, on or after December 31, 2001 initially at 112.841% and at increasing prices thereafter to 118.968% until January 6, 2004, and 100% thereafter. Unless the debentures are redeemed, repaid or converted prior thereto, the debentures will mature on January 6, 2013 at their principal amount. The proceeds of this issuance are being used for general corporate purposes, including working capital. -8- OMNICOM GROUP INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED) On January 29, 1998, the Company announced that it had reached agreement on the terms of a recommended cash offer for The GGT Group plc ("GGT"), an advertising and marketing services group headquartered in the United Kingdom and operating primarily in France, the United Kingdom and the United States. The offer price of 200p for each share valued GGT's fully diluted ordinary share capital at (pound)143 million (approximately $235 million at the January 29, 1998 exchange rate). On March 31, 1998, the Company had received acceptances in respect of, or was the beneficial owner of, over 90% of GGT's ordinary share capital, as a result of which it has commenced a compulsory acquisition of the remaining outstanding shares. On March 4, 1998, the Company issued 4,000,000 shares of common stock for aggregate proceeds before expenses of $171,400,000. The proceeds of this issuance are being used for general corporate purposes, including the funding of the acquisition of The GGT Group plc. -9- Item 2. MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations First Quarter 1998 Compared to First Quarter 1997 Consolidated worldwide revenues from commission and fee income increased 23.6% in the first quarter of 1998 compared to the first quarter of 1997. Consolidated domestic revenues increased 24.5% in the first quarter of 1998 to $475.2 million compared to $381.7 million in the first quarter of 1997. Consolidated international revenues increased 22.5% in the first quarter of 1998 to $385.8 million compared to $314.9 million in the first quarter of 1997. Absent the effect of the net acquisitions of subsidiary companies and movements in international currency exchange rates, consolidated worldwide revenues increased 15.4% in the first quarter of 1998 as compared to the same period in 1997. Operating expenses increased 22.4% in the first quarter of 1998 as compared to the first quarter of 1997. Excluding the effect of the net acquisition activity and movements in international currency exchange rates mentioned above, operating expenses increased 15.7% over 1997 levels. This increase reflects normal salary increases and growth in client service expenditures to support the increased revenue base. -10- MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Net interest expense increased by $3.2 million in the first quarter of 1998 as compared to the same period in 1997. This increase primarily reflects higher average borrowings during the period, resulting in part from the issuance of the 2.25% Convertible Subordinated Debentures, partially offset by the effect of higher average amounts of cash and marketable securities invested during the quarter. Pretax profit margin was 10.6% in the first quarter of 1998 as compared to 10.0% in the same period in 1997. Operating margin, which excludes interest and dividend income and interest expense, was 11.5% in the first quarter of 1998 as compared to 10.6% in the same period in 1997. The effective income tax rate was 41.5% in the first quarter of 1998 as compared to 40.6% in the first quarter of 1997. This increase reflects an increase in non-deductible goodwill amortization. The increase in equity in affiliates is the result of greater profits earned by companies in which the Company owns less than a 50% equity interest. The increase in minority interest expense is primarily due to new minorities resulting from acquisitions and greater earnings by companies where minority interests exist. Net income increased 27.0% in the first quarter of 1998 as compared to the same period in 1997. Absent the effect of net acquisitions and movements in international currency exchange -11- MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) rates, net income increased 12.2% in the first quarter of 1998 as compared to the first quarter of 1997. Capital Resources and Liquidity Cash and cash equivalents at March 31, 1998 decreased to $278.2 million from $556.4 million at December 31, 1997. The relationship between payables to the media and suppliers and receivables from clients, at March 31, 1998, is consistent with industry norms. The Company maintains relationships with a number of banks worldwide, which have extended unsecured committed lines of credit in amounts sufficient to meet the Company's cash needs. At March 31, 1998, the Company had $754.7 million in such unsecured committed lines of credit, comprised of a $500.0 million revolving credit agreement expiring June 30, 2003, and $254.7 million in lines of credit, principally outside of the United States. Of the $754.7 million in unsecured committed lines, $503.6 million remained available at March 31, 1998. On January 6, 1998, the Company issued $230,000,000 of 2.25% Convertible Subordinated Debentures with a scheduled maturity in 2013. The debentures are convertible into common stock of the Company at a conversion price of $49.83 per share subject to adjustment in certain events. Debenture holders have the right to require the Company to redeem the debentures on January 6, 2004 at a price of 118.968%, or upon the occurrence of a Fundamental Change, as defined in the indenture agreement, at the prevailing redemption price. The Company may -12- MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) redeem the debentures, as a whole or in part, on or after December 31, 2001 initially at 112.841% and at increasing prices thereafter to 118.968% until January 6, 2004, and 100% thereafter. Unless the debentures are redeemed, repaid or converted prior thereto, the debentures will mature on January 6, 2013 at their principal amount. The proceeds of this issuance are being used for general corporate purposes, including working capital. On March 4, 1998, the Company issued 4,000,000 shares of common stock for aggregate proceeds before expenses of $171,400,000. The proceeds of this issuance are being used for general corporate purposes, including the funding of the acquisition of The GGT Group plc. Management believes the aggregate lines of credit available to the Company plus cash flows from operations will be adequate to support its anticipated requirements. Year 2000 Issue The Year 2000 issue is the result of computer programs being written using two digits, rather than four, to define the applicable year. Accordingly, any of the computer programs utilized by the Company that have date sensitive software my cause system failures or miscalculations if data entry of "00" is recognized as a date other than 2000. The Company has determined that it is required to modify portions of its software so that its computer systems will -13- MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) properly utilize dates beyond December 31, 1999. The Company is dependent on third-party computer systems and applications, particularly with respect to such critical tasks as accounting, billing and buying, planning and paying for media, as well as on its own computer systems and internally developed applications. The Company intends to modify or replace all affected systems for compliance, and is also monitoring the adequacy of the processes and progress of third-party vendors of systems that may be affected by the Year 2000 issue. The Company believes that with upgrades or modifications to existing software and conversion to new software, the impact of the Year 2000 issue can be overcome. However, if such upgrades, modifications and conversions are not made, or are not made in a timely manner, the Year 2000 issue could have a material impact on the Company's operations. The Company will utilize both internal and external resources to reprogram, or replace, and test software for Year 2000 compliance. The Company has a team of managers dedicated to addressing Year 2000 compliance for the Company, clients, and vendors. The costs of the project have not yet been determined but are not expected to have a material adverse effect on the Company. Amounts incurred are expected to be expensed as incurred, unless new software is purchased which will be capitalized. The Company has not incurred significant costs to date. -14- PART II. OTHER INFORMATION Item 2. Changes in Securities and Use of Proceeds. On January 6, 1998, the Company issued $230,000,000 aggregate principal amount of 2.25% Convertible Subordinated Debentures due 2013 within the United States only to "Qualified Institutional Buyers" (as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act")) in compliance with Rule 144A. Morgan Stanley & Co. Incorporated acted as the placement agent in the offering of debentures, and purchased the debentures at a purchase price of 98.2% of the principal amount thereof plus accrued interest. The sale of the debentures and the shares of the Company's common stock into which the debentures may be converted was not registered under the Securities Act; subsequently, the resale thereof by debenture holders was registered (File No. 333-47047). The debentures are convertible into common stock of the Company at a conversion price of $49.83 per share subject to adjustment in certain events. Debenture holders have the right to require the Company to redeem the debentures on January 6, 2004 at a price of 118.968%, or upon the occurrence of a Fundamental Change, as defined in the indenture agreement, at the prevailing redemption price. The Company may redeem the debentures, as a whole or in part, on or after December 31, 2001 initially at 112.841% and at increasing prices thereafter to 118.968% until January 6, 2004, and 100% thereafter. Unless the debentures are redeemed, repaid or converted prior thereto, -15- the debentures will mature on January 6, 2013 at their principal amount. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 27 Financial Data Schedule (filed in electronic format only) (b) Reports on Form 8-K The Company filed the following reports on Form 8-K during the quarter for which this report is filed: a report dated January 20, 1998, to report the issuance of $230,000,000 aggregate principal amount of 2.25% Convertible Subordinated Debentures due 2013 and to file certain related exhibits; a report dated March 4, 1998, attaching the Company's press release issued February 19, 1998; and a report dated March 6, 1998, to file certain exhibits to be incorporated in the Company's Registration Statement on Form S-3 (File No. 333-46303). -16- 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. Omnicom Group Inc. (Registrant) Date May 14, 1998 /s/ Fred J. Meyer ------------------------------ Fred J. Meyer Chief Financial Officer (Principal Financial Officer) Date May 14, 1998 /s/ Jonathan E. Ramsden ------------------------------ Jonathan E. Ramsden Controller (Principal Accounting Officer) -17-
EX-27 2 FDS --
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS OF OMNICOM GROUP INC. AND SUBSIDIARIES AS OF AND FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS DEC-31-1998 MAR-31-1998 278,192 74,657 2,236,271 40,964 0 3,170,010 656,043 357,441 5,743,918 3,791,246 651,979 0 0 88,693 934,668 5,743,918 0 860,976 0 521,166 240,641 1,709 7,512 91,657 38,003 50,903 0 0 0 50,903 0.31 0.31
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