-----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, MZelb2H9wZ/pUv5xktBUO4wMaPoQRd/GwNW+heY1uwDgyqpAMNAlLjnKCR4iHER2 WCUaBUu3SPF2fe37DR+nkA== 0000950144-98-012139.txt : 19981110 0000950144-98-012139.hdr.sgml : 19981110 ACCESSION NUMBER: 0000950144-98-012139 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19981109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES TELEPHONE COMPANY INC CENTRAL INDEX KEY: 0000819694 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 132626435 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 001-12443 FILM NUMBER: 98740601 BUSINESS ADDRESS: STREET 1: 2300 NORTHWEST 89TH PL CITY: MIAMI STATE: FL ZIP: 33172 BUSINESS PHONE: 3055939667 MAIL ADDRESS: STREET 1: 2300 NORTHWEST 89TH PLACE CITY: MIAMI STATE: FL ZIP: 33172 10-Q/A 1 PEOPLES TELEPHONE CO. AMEND 1 TO 10-Q FOR 6/30/98 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q / A No. 1 [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended: JUNE 30, 1998 or [ ] Transition Report Pursuant to Section 13 or 15(d) Of the Securities Exchange Act of 1934 Commission File Number: 001-12443 PEOPLES TELEPHONE COMPANY, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) NEW YORK 13-2626435 - ------------------------------- ---------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) I.D. No.) 2300 NORTHWEST 89TH PLACE, MIAMI, FLORIDA 33172 -------------------------------------------------- (Address of principal executive offices) (Zip Code) (305) 593-9667 --------------------------------------------------- (Registrant's telephone number, including area code) -------------------- 2 Part I, Item 1 of the Form 10-Q for the quarter ended June 30, 1998 is hereby amended in its entirety to read as follows: 2 3 Part I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PEOPLES TELEPHONE COMPANY, INC. CONSOLIDATED BALANCE SHEET (IN THOUSANDS, EXCEPT PER SHARE DATA)
JUNE 30, DECEMBER 31, ASSETS 1998 1997 ---------- ----------- (UNAUDITED) Current assets: Cash and cash equivalents................................... $ 6,223 $ 22,834 Restricted cash............................................. 929 920 Accounts receivable, net of allowance for doubtful accounts of $4,744 in 1998 and $4,936 in 1997............ 22,767 17,061 Prepaid expenses and other current assets................... 2,225 2,631 -------- -------- Total current assets.................................... 32,144 43,446 Property and equipment, net................................... 51,369 50,362 Location contracts, net....................................... 22,932 23,936 Intangible assets, net........................................ 633 824 Goodwill, net................................................. 8,900 4,084 Deferred income taxes......................................... 3,407 3,407 Other assets, net............................................ 4,972 5,258 -------- -------- Total assets............................................. $124,357 $131,317 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Notes payable and current maturities of long-term debt...... $ 210 $ 634 Current portion of obligations under capital leases......... 510 536 Accounts payable and accrued expenses....................... 23,506 22,722 Accrued interest payable.................................... 5,633 5,702 Income and other taxes payable.............................. 2,844 2,844 -------- -------- Total current liabilities................................ 32,703 32,438 Notes payable and long-term debt.............................. 100,000 100,000 Obligations under capital leases.............................. 947 275 -------- -------- Total liabilities........................................ 133,650 132,713 -------- -------- Commitments and contingencies ................................ -- -- Redeemable Preferred Stock: Cumulative convertible preferred stock; Series C, $.01 par value; 160 shares authorized; 150 shares issued and outstanding, $100 per share liquidation value.......... 13,790 13,711 Preferred stock dividends payable .......................... 3,432 2,573 -------- -------- Total preferred stock.................................. 17,222 16,284 -------- -------- Common shareholders' deficit: Preferred stock; $.01 par value; 4,240 shares authorized; none issued and outstanding............................. -- -- Convertible preferred stock; Series B, $.01 par value; 600 shares authorized; none issued and outstanding....... -- -- Common stock; $.01 par value; 75,000 shares authorized; 16,212 shares in 1998 and 16,209 shares in 1997 issued and outstanding.......................................... 162 162 Capital in excess of par value.............................. 58,360 59,291 Accumulated deficit ........................................ (82,522) (75,108) Accumulated other comprehensive loss........................ (2,515) (2,025) -------- -------- Total common shareholders' deficit....................... (26,515) (17,680) -------- -------- Total liabilities less shareholders' deficit............. $124,357 $131,317 ======== ========
The accompanying notes are an integral part of these consolidated financial statements. 3 4 PEOPLES TELEPHONE COMPANY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA)
FOR THE THREE MONTHS ENDED JUNE 30, -------------------------- 1998 1997 ------- ------- Revenues: Coin calls ............................................... $20,275 $19,293 Non-coin calls............................................ 9,079 10,173 ------- ------- Total revenues......................................... 29,354 29,466 Costs and expenses: Telephone charges......................................... 6,849 7,327 Commissions............................................... 8,458 7,998 Field service and collection.............................. 5,491 4,914 Depreciation and amortization............................. 5,624 5,352 Selling, general and administrative....................... 3,061 2,926 ------- ------- Total costs and expenses.............................. 29,483 28,517 ------- ------- Operating (loss) income................................... (129) 949 Other expenses: Interest expense, net.................................... 3,265 3,280 ------- ------- Loss from continuing operations before income taxes....................................... (3,394) (2,331) Income taxes ............................................... -- -- ------- ------- Loss from continuing operations............................. (3,394) (2,331) Loss from discontinued operations........................... -- (620) ------- ------- Net loss.................................................... (3,394) (2,951) Dividends and accretion on preferred stock.................. (636) (302) ------- ------- Net loss applicable to common shareholders.................. $(4,030) $(3,253) ======= ======= Loss per common share (basic and diluted): Loss from continuing operations.......................... $ (0.25) $ (0.16) Loss from discontinued operations........................ -- (0.04) ------- ------- Net loss.................................................... $ (0.25) $ (0.20) ======= ======= Weighted average common shares outstanding.................. 16,212 16,195 ======= =======
The accompanying notes are an integral part of these consolidated financial statements. 4 5 PEOPLES TELEPHONE COMPANY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA)
FOR THE SIX MONTHS ENDED JUNE 30, -------------------------- 1998 1997 ------- ------- Revenues: Coin calls ............................................... $39,528 $37,233 Non-coin calls............................................ 17,720 20,284 ------- ------- Total revenues......................................... 57,248 57,517 Costs and expenses: Telephone charges......................................... 14,147 14,740 Commissions............................................... 16,287 15,564 Field service and collection.............................. 10,568 9,660 Depreciation and amortization............................. 11,102 10,608 Selling, general and administrative....................... 6,063 5,861 ------- ------- Total costs and expenses.............................. 58,167 56,433 ------- ------- Operating (loss) income................................... (919) 1,084 Other expenses: Interest expense, net.................................... 6,495 6,628 ------- ------- Loss from continuing operations before income taxes....................................... (7,414) (5,544) Income taxes ............................................... -- -- ------- ------- Loss from continuing operations............................. (7,414) (5,544) Loss from discontinued operations........................... -- (1,305) ------- ------- Net loss.................................................... (7,414) (6,849) Dividends and accretion on preferred stock.................. (937) (603) ------- ------- Net loss applicable to common shareholders.................. $(8,351) $(7,452) ======= ======= Loss per common share (basic and diluted): Loss from continuing operations.......................... $ (0.52) $ (0.38) Loss from discontinued operations........................ -- (0.08) ------- ------- Net loss.................................................... $ (0.52) $ (0.46) ======= ======= Weighted average common shares outstanding.................. 16,212 16,195 ======= =======
The accompanying notes are an integral part of these consolidated financial statements. 5 6 PEOPLES TELEPHONE COMPANY, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED, IN THOUSANDS)
FOR THE SIX MONTHS ENDED JUNE 30, ---------------------------------- 1998 1997 -------- ------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss................................................... $ (7,414) $(6,849) Adjustments to reconcile net loss to net cash (used in) provided by operating activities: Depreciation and amortization.............................. 11,102 10,608 Amortization of deferred financing costs................... 393 510 Changes in operating assets and liabilities: Accounts receivable.................................. (5,706) (7,247) Prepaid expenses and other current assets............ 406 36 Other assets......................................... (596) 219 Accounts payable and accrued expenses................ 784 1,457 Accrued interest payable............................. (69) 8 Income and other taxes payable....................... -- (32) Net effect of discontinued operations and assets held for sale...................................... -- 1,350 -------- ------- Net cash (used in) provided by operating activities........ (1,100) 60 CASH FLOWS FROM INVESTING ACTIVITIES Property and equipment additions........................... (1,719) (1,381) Proceeds from sale of assets............................... -- 233 Payments for acquisition of Indiana Telcom assets.......... (11,317) -- Payments for certain contracts............................. (1,598) (2,234) Restricted cash............................................ (9) (886) -------- ------- Net cash used in investing activities...................... (14,643) (4,268) CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on long-term debt....................... (424) (285) Principal payments under capital lease obligations......... (451) (641) Exercise of stock options and warrants..................... 7 2 -------- ------- Net cash used in financing activities...................... (868) (924) -------- ------- Net decrease in cash and cash equivalents.................. (16,611) (5,132) Cash and cash equivalents at beginning of period........... 22,834 12,556 -------- ------- Cash and cash equivalents at end of period................. $ 6,223 $ 7,424 ======== =======
The accompanying notes are an integral part of these consolidated financial statements. 6 7 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) NOTE 1 - UNAUDITED INTERIM INFORMATION The accompanying interim consolidated financial data for Peoples Telephone Company, Inc. (the "Company") and subsidiaries, are unaudited; however, in the opinion of management, the interim data include all adjustments necessary for a fair presentation of the results for the interim periods. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the three months and six months ended June 30, 1998 are not necessarily indicative of the results to be expected for the year ending December 31, 1998. The interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 1997 as set forth in the Company's 1997 Annual Report on Form 10-K as amended by Form 10-K/A No. 1. NOTE 2 - INVESTMENTS AND OTHER COMPREHENSIVE LOSS Investments in debt and equity securities are accounted for in accordance with Statement of Financial Accounting Standards ("SFAS") No. 115, ACCOUNTING FOR CERTAIN INVESTMENTS IN DEBT AND EQUITY SECURITIES ("SFAS 115"). The Company's investment in Global Telecommunications Solutions, Inc. ("GTS") is classified as "available for sale", and reported at fair value with unrealized gains or losses, net of tax, recorded as a separate component of shareholders' deficit. The Company's investment in GTS common stock at June 30, 1998 was approximately $0.6 million, net of approximately $2.5 million of unrealized losses. As of January 1, 1998, the Company adopted SFAS No. 130, REPORTING COMPREHENSIVE INCOME ("SFAS 130"). SFAS 130 establishes new rules for the reporting and display of comprehensive income and its components; however, the adoption of SFAS 130 had no impact on the Company's net loss or shareholders' deficit. SFAS 130 requires unrealized gains or losses on the Company's available-for-sale securities, which, prior to adoption, were reported separately in shareholders' deficit, to be included in other comprehensive loss. Prior year financial statements have been reclassified to conform to the requirements of SFAS 130. The components of the comprehensive loss are as follows (in thousands):
FOR THE THREE MONTHS ENDED JUNE 30, ------------------------ 1998 1997 ------- ------- Net loss................................................................... $(3,394) $(2,951) Unrealized loss on investment ............................................. (617) (682) ------- ------- Comprehensive loss......................................................... $(4,011) $(3,633) ======= =======
FOR THE SIX MONTHS ENDED JUNE 30, ----------------------- 1998 1997 ------- ------ Net loss................................................................... $(7,414) $(6,849) Unrealized (loss) gain on investment....................................... (490) 554 ------- ------- Comprehensive loss......................................................... $(7,904) $(6,295) ======= =======
7 8 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) NOTE 3 - EARNINGS PER SHARE For the quarter and six months ended June 30, 1998 and 1997, the treasury stock method was used to determine the dilutive effect of options and warrants on earnings per share data. The following table summarizes the loss from continuing operations and the weighted average number of shares outstanding used in the computation of loss from continuing operations per common share in accordance with SFAS No. 128, EARNINGS PER SHARE (in thousands, except per share data).
FOR THE THREE MONTHS ENDED JUNE 30, ---------------------- 1998 1997 ------- ------ Loss from continuing operations ........................................... $(3,394) $(2,331) Deduct: Cumulative preferred stock dividend requirement................... (263) (263) Cumulative adjustment for preferred stock dividend compounding....................................... (334) -- Preferred stock issuance cost accretion........................... (39) (39) ------- ------- Loss from continuing operations applicable to common shareholders.......................... $(4,030) $(2,633) ======= ======= Weighted average common shares outstanding........................ 16,212 16,195 ======= ======= Basic and diluted loss per share from continuing operations....... $ (0.25) $ (0.16) ======= =======
FOR THE SIX MONTHS ENDED JUNE 30, ----------------------- 1998 1997 ------- ------- Loss from continuing operations ........................................... $(7,414) $(5,544) Deduct: Cumulative preferred stock dividend requirement................... (525) (525) Cumulative adjustment for preferred stock dividend compounding....................................... (334) -- Preferred stock issuance cost accretion........................... (78) (78) ------- ------- Loss from continuing operations applicable to common shareholders.......................... $(8,351) $(6,147) ======= ======= Weighted average common shares outstanding........................ 16,212 16,195 ======= ======= Basic and diluted loss per share from continuing operations....... $ (0.52) $ (0.38) ======= =======
Diluted loss per share is equal to basic loss per share since the conversion of preferred shares and the exercise of outstanding options and warrants would be anti-dilutive for all periods presented. 8 9 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) NOTE 4 - LONG-TERM DEBT During June 1998, the Company executed an amendment to the Fourth Amended and Restated Loan and Security Agreement which modified the Company's financial covenants in the Company's $20 million credit facility with Creditanstalt Corporate Finance, Inc., formerly known as "Creditanstalt-Bankverein", (the "Credit Facility") as of June 30, 1998. The interest rate on balances outstanding under the Credit Facility varies based upon the leverage ratio maintained by the Company. Outstanding principal balances are due in full in the year 2000. Interest is payable monthly for loans based on the prime rate and quarterly for loans based on the LIBOR rate. A commitment fee of 1/2 of 1% is charged on the aggregate daily available balance of the Credit Facility. The Credit Facility is secured by substantially all of the Company's assets and contains certain covenants which, among other things, require the Company to maintain certain cash flow levels and interest coverage ratios and places certain restrictions on the payment of dividends. At June 30, 1998, the Company had no amounts borrowed under the Credit Facility and was in compliance with the financial covenants. NOTE 5 - INCOME TAXES For the three and six months ended June 30, 1998, the Company recorded deferred tax assets and deferred tax asset valuation allowances of approximately $1.3 and $2.8 million, respectively. Valuation allowances were provided to reduce the deferred tax assets to a level which, more likely than not, will be realized. NOTE 6 - LOSS FROM DISCONTINUED OPERATIONS In the fourth quarter of 1997, the Company sold the operating assets of its inmate telephone division. The accompanying Consolidated Statement of Operations for the three and six months ended June 30, 1997 and the Consolidated Statement of Cash Flows for the six months ended June 30, 1997 have been restated to present results of the former inmate telephone division as discontinued operations. For the three months and six months ended June 30, 1997, the Company reported approximately $0.6 million and $1.3 million in losses from discontinued operations, respectively. NOTE 7 - ACQUISITION OF INDIANA TELCOM CORPORATION On January 12, 1998, the Company acquired the operating assets of Indiana Telcom Corporation for approximately $11.3 million in cash. The results of operations for the Company include the operations of Indiana Telcom from January 12, 1998 forward. The acquisition was accounted for as a purchase, and, accordingly, the preliminary purchase price was allocated to the assets acquired based on appraisals and other estimates of their underlying fair values. The allocation of the purchase price is preliminary, pending finalization of appraisals and other estimates. The fair value of the assets acquired included $5.4 million of installed payphones and related equipment and $0.3 million in location contracts. No liabilities were assumed in the transaction. The excess of the purchase price over the fair value of net assets acquired of $5.6 million was recorded as goodwill and is being amortized over 5 years. 9 10 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) The following summarizes unaudited pro forma consolidated results of operations for the six months ending June 30, 1997 assuming that the Indiana Telcom acquisition occurred at the beginning of 1997. These pro forma results are provided for comparative purposes only and do not purport to be indicative of the results that would have been obtained if this acquisition had been effected on the date indicated or which may be obtained in the future (in thousands, except per share data). Six months ended June 30, 1997: Total revenues.............................................$60,255 Loss from continuing operations.............................(5,789) Loss from continuing operations per common share.............(0.39) NOTE 8 - MERGER AGREEMENT WITH DAVEL COMMUNICATIONS GROUP On July 5, 1998, the Company entered into a definitive merger agreement with Davel Communications Group, Inc. and Davel Holdings, Inc. (collectively "Davel"). Under the terms of the agreement, which has been approved by the Board of Directors of each company, holders of common stock of the Company will receive 0.235 of a share of Davel common stock for each outstanding share of Company common stock and the Company will become a wholly owned subsidiary of Davel (the "Merger"). The transaction, which is intended to close in the fourth quarter of 1998, is subject to the approval of the shareholders of both companies, receipt of required regulatory approvals and other customary conditions. Consummation of the Merger is conditioned on its eligibility for pooling-of-interests accounting treatment. The transaction is also subject to conversion of the Company's Series C Cumulative Convertible Preferred Stock into common stock and receipt by Davel of financing for, and successful consummation of, a cash tender offer for the Company's 12 1/4% Senior Notes due 2002 (the "Senior Notes"), pursuant to which a minimum of 85% of the aggregate outstanding principal amount of $100 million shall have been tendered. Davel plans to refinance the Senior Notes through a combination of high-yield debt and a new senior credit facility. No assurance can be given that all of the conditions for the consummation of the proposed Merger will be satisfied. As of June 30, 1998, the Company had incurred approximately $0.6 million in accounting, legal and advisory costs relating to the pending business combination. These costs have been recorded in other assets on the Company's Consolidated Balance Sheet and will be recognized in results of operations upon the consummation of the Merger. NOTE 9 - DIAL-AROUND COMPENSATION Effective November 6, 1996, pursuant to FCC regulations, the Company derived additional revenues from dial-around calls placed from its public payphones. Under the 1996 Payphone Order, from November 6, 1996 to June 30, 1997, the Company recorded gross dial-around revenue at the then-mandated rate of $45.85 per 10 11 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) payphone per month, as compared with the flat fee of $6.00 per payphone per month in place prior to November 6, 1996. Pursuant to the Remand Order, in the period from July 1 to October 6 of 1997, the Company recorded gross dial-around compensation revenue at a rate of $37.20 per payphone per month and recorded a charge of approximately $2.1 million in the third quarter of 1997 for the retroactive reduction in the dial-around compensation rate from $45.85 to $37.20 per payphone per month, applicable to the November 6, 1996 to June 30, 1997 period. From October 7, 1997 to October 6, 1999, the Company is entitled to receive dial-around compensation at a per-call rate of $0.284 based on the actual number of dial-around calls placed from each of its payphones (or such other number of calls as may be ultimately permitted by the FCC or the courts). Thereafter, the dial-around compensation rate is anticipated to be at a per-call rate equal to the local coin call rate less $0.066. For the period from October 7, 1997 to June 30, 1998, the Company recorded dial-around compensation revenue using an estimated 131 calls per month per payphone. The Company has based its compensation on an estimated number of calls (131) per payphone per month because actual call counts are not available from the IXCs until four to nine months after the calls are made. From October 7, 1997 forward, the estimated amount may be adjusted for actual call counts provided by the IXCs. The FCC, in its Order issued April 3, 1998, left in place the requirement for payment of per-call compensation for payphones that do not transmit the requisite payphone-specific coding digits, but gave the IXC's a choice for computing the amount of compensation for payphones on local exchange carrier lines not transmitting the payphone-specific coding digits of either accurately computing per-call compensation from their databases or paying per-phone, flat-rate compensation computed by multiplying the $0.284 per call rate by the nationwide average number of 800 and 888 subscriber and access code calls placed from regional Bell operating company payphones for corresponding payment periods. Accurate payments made at the flat rate are not subject to subsequent adjustment for actual call counts from the applicable payphone. Based on the information available to it, including actual payments from IXCs for the fourth quarter of 1997, the Company does not believe application of this order will result in any material adjustment to the dial-around compensation revenues recorded for the period from October 7, 1997 forward. On May 15, 1998, the Court again remanded the per-call compensation rate to the FCC for further explanation without vacating the $0.284 per call rate. The Court stated that any resulting overpayment would be subject to refund and directed the FCC to conclude its proceedings within a six-month period from the effective date of the Court's decision. The Company believes that the FCC will issue its ruling in the current proceeding within the six-month period established by the Court. Based on the information available to it, the Company does not believe that it is reasonably possible that the amount of compensation for dial-around calls will be materially reduced from the amount recorded as dial-around compensation. While the amount of $0.284 per call constitutes the Company's position on the minimum appropriate level of fair compensation, certain IXCs have challenged this rate level, asserting that the appropriate level of fair compensation should be lower than $0.284 per call. 11 12 PEOPLES TELEPHONE COMPANY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 1998 AND JUNE 30, 1997 (UNAUDITED) NOTE 10 - COMMITMENTS AND CONTINGENCIES In December 1995, Cellular World filed a complaint in Dade County Circuit Court against the Company and its subsidiary, PTC Cellular, Inc., alleging wrongful interference with Cellular World's advantageous business relationship with Alamo Rent-A-Car, and alleged misappropriation of Cellular World's trade secrets concerning Cellular World's proprietary cellular car phone rental system equipment. Cellular World is seeking damages alleged to exceed $10 million. The Company successfully obtained dismissal of one count of the complaint early in the proceedings, but the court allowed the remaining two counts to proceed through discovery. Formal discovery is nearly completed. On July 31, 1998, the court granted a summary judgment in the Company's favor, dismissing one of the two remaining counts. Trial has been reset for February 1999. Based on the discovery conducted to date, the Company continues to believe that it has several meritorious legal and factual defenses. Based upon the incomplete status of discovery, the Company is unable to predict the final outcome of the litigation. 12 13 Item 2 for the Form 10-Q for the quarter ended June 30, 1998 is amended in its entirety to read as follows: ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis compares the quarter and six months ended June 30, 1998 to the quarter and six months ended June 30, 1997 and should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q and in conjunction with Management's Discussion and Analysis appearing in the Company's Annual Report on Form 10-K for the year ended December 31, 1997. Statements in Management's Discussion and Analysis relating to matters that are not historical facts are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such known and unknown risks, uncertainties and other factors include, but are not limited to, the following: the impact of competition, especially in a deregulated environment (including the ability of the Company to implement higher market-based rates for local coin calls as well as competition from alternative telecommunications services, such as wireless communications), uncertainties with respect to the implementation and effect of the Telecommunications Act of 1996, including any new rule-making by the Federal Communications Commission ("FCC") or litigation which may seek to modify or overturn the FCC orders implementing such act or portions thereof, particularly in the area of Dial-Around Compensation (as defined below), the ongoing ability of the Company to deploy its public payphones in favorable locations, the Company's ability to continue to implement operational improvements, the ability of the Company to efficiently integrate acquisitions of other telephone companies and the Company's ability to consummate the planned business combination with Davel Communications Group, Inc. Such factors and others are set forth more fully in the Company's 1997 Annual Report on Form 10-K and the consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q. OVERVIEW On January 12, 1998, the Company acquired the operating assets of Indiana Telcom Corporation ("Indiana Telcom") for approximately $11.3 million in cash. This transaction added approximately 2,600 public pay telephones, located primarily in Indiana and adjacent Midwestern states, and was largely financed with the proceeds from the sale of the Company's inmate division assets in December 1997. On July 5, 1998, the Company entered into a definitive merger agreement with Davel Communications Group, Inc. and Davel Holdings, Inc. (collectively "Davel"). Under the terms of the agreement, which has been approved by the Board of Directors of each company, holders of common stock of the Company will receive 0.235 of a share of Davel common stock for each outstanding share of Company common stock and the Company will become a wholly owned subsidiary of Davel (the "Merger"). The transaction, which is intended to close in the fourth quarter of 1998, is subject to the approval of the shareholders of both companies, receipt of required regulatory approvals and other customary conditions. Consummation of the Merger is conditioned on its eligibility for pooling-of-interests accounting treatment. The transaction is also subject to conversion of the Company's Series C Cumulative Convertible Preferred Stock into common stock and receipt by Davel of financing for, and successful consummation of, a cash tender offer for the Company's 12 1/4% Senior Notes due 2002 (the "Senior Notes"), pursuant to which a minimum of 85% of the aggregate outstanding principal amount of $100 million shall have been tendered. Davel plans to 13 14 refinance the Senior Notes through a combination of high yield debt and a senior credit facility. No assurance can be given that all of the conditions necessary for the consummation of the proposed Merger will be satisfied. As of June 30, 1998, the Company had incurred approximately $0.6 million in accounting, legal and advisory costs relating to the pending business combination. These costs have been recorded in other assets on the Company's Consolidated Balance Sheet and will be recognized in results of operations upon the consummation of the Merger. DIAL-AROUND COMPENSATION Effective November 6, 1996, pursuant to FCC regulations, the Company derived additional revenues from access code and 1-800 subscriber, or dial-around, calls placed from its public payphones. Under the Initial Payphone Orders, from November 6, 1996 to June 30, 1997, the Company recorded gross dial-around revenue at the then-mandated rate of $45.85 per payphone per month, as compared with the flat fee of $6.00 per payphone per month in place prior to November 6, 1996. Pursuant to the Remand Order, in the period from July 1 to October 6 of 1997, the Company recorded gross dial-around compensation revenue at a rate of $37.20 per payphone per month and recorded a charge of approximately $2.1 million in the third quarter of 1997 for the retroactive reduction in the dial-around compensation rate from $45.85 to $37.20 per payphone per month, applicable to the November 6, 1996 to June 30, 1997 period. (See "Management's Discussion and Analysis of Financial Condition and Results of Operations" appearing in the Company's 1997 Form 10-K.) From October 7, 1997 to October 6, 1999, the Company is entitled to receive dial-around compensation at a per-call rate of $0.284 based on the actual number of dial-around calls placed from each of its payphones (or such other number of calls as may be ultimately permitted by the FCC or the courts). Thereafter, the dial-around compensation rate is anticipated to be at a per-call rate equal to the local coin call rate less $0.066. For the period from October 7, 1997 to June 30, 1998, the Company recorded dial-around compensation revenue using an estimated 131 calls per month per payphone. The Company has based its compensation on an estimated number of calls per payphone per month because actual call counts are not provided by the IXCs for as much as nine months after the calls are made. From October 7, 1997 forward, the estimated amount may be adjusted for actual call counts provided by the IXCs. For the period from October 7, 1997 to December 31, 1997, Peoples did not begin to receive detail call count reporting from the carriers until July 1998. That reporting is still not complete. AT&T, in particular, has not provided accurate call count reporting for this period and has therefore agreed to pay Peoples on all of its payphones at a surrogate flat rate for this period. Until detailed information is available to support higher estimates, Peoples continues to accrue dial-around compensation at an estimated 131 call average per payphone per month based on the FCC's original industry average figures. The FCC, in its Order issued April 3, 1998, left in place the requirement for payment of per-call compensation for payphones that do not transmit the requisite payphone-specific coding digits, but gave the IXCs a choice for computing the amount of compensation for payphones on LEC lines not transmitting the payphone-specific coding digits of either accurately computing per-call compensation from their databases or paying per-phone, flat-rate compensation computed by multiplying the $0.284 per call rate by the nationwide average number of 800 and 888 subscriber and access code calls placed from RBOC payphones for corresponding payment periods. Accurate payments made at the flat rate are not subject to subsequent adjustment for actual call counts from the applicable payphone. Based on the information available to it, including actual payments from IXCs for the fourth quarter of 1997, the Company does not believe application of this order will result in any material adjustment to the dial-around compensation revenues recorded for the period from October 7, 1997 forward. On May 15, 1998, the Court again remanded the per-call compensation rate to the FCC for further explanation without vacating the $0.284 per call rate. The Court stated that any resulting overpayment would 14 15 be subject to refund and directed the FCC to conclude its proceedings within a six-month period from the effective date of the Court's decision. The Company believes that the FCC will issue its ruling in the current proceeding within the six-month period established by the Court. Based on the information available to it, the Company does not believe that it is reasonably possible that the amount of compensation for dial-around calls will be materially reduced from the amount recorded as dial-around compensation. While the amount of $0.284 per call constitutes the Company's position on the minimum appropriate level of fair compensation, certain IXCs have challenged this rate level asserting that the appropriate level of fair compensation should be lower than $0.284 per call. As part of the non-coin revenue, the Company recorded dial-around compensation revenue of approximately $3.2 million for the period from November 7, 1996 through December 31, 1996, approximately $17.2 million for the period from January 1, 1997 through December 31, 1997, and approximately $9.6 million for the period from January 1, 1998 through June 30, 1998. REVENUES The Company primarily derives its revenues from coin and non-coin calls. Coin revenue is generated exclusively from calls made by depositing coins in the Company's public pay telephones. Coin revenue represented approximately 69.1% and 65.5% of total revenues for the quarters ended June 30, 1998 and 1997, respectively, and 69.0% and 64.7% of total revenues for the six months ended June 30, 1998 and 1997, respectively. Coin revenue increased 5.1% to $20.3 million during the quarter ended June 30, 1998, and increased approximately 6.2% to $39.5 million for the six months ended June 30, 1998, as compared to the same periods in 1997. The Company's average installed public pay telephone base was approximately 42,700 phones and 38,600 phones for the six month periods ended June 30, 1998 and 1997, respectively. Coin revenue on a per phone basis decreased by 4.8% and 3.8% for the quarter and the six months ended June 30, 1998, respectively, as compared to the same periods in 1997. The decrease in coin revenue on a per phone basis is primarily attributable to the higher than expected call suppression resulting from the implementation of higher market-based local calling rates following local coin rate deregulation. The Company believes that the magnitude of the call suppression should decrease as public payphone consumers become accustomed to the market-based local coin rates, although there can be no assurances that this will occur. The Company also believes that the decrease is the result of, among other things, the increased usage of alternative methods of calling such as prepaid calling cards and wireless technologies and the operation of more public pay telephones in close proximity to the Company's telephones. A significant portion of the Company's revenues is derived from compensation mandated by the FCC under the Telecommunications Act of 1996 for access code and 1-800 subscriber calls ("Dial-Around Compensation"). In accordance with the FCC's initial orders thereunder, the Company recorded Dial-Around Compensation at the rate of $45.85 per pay phone per month (an assumed 131 calls multiplied by $0.35 per call) during the first and second quarters of 1997. As a result of court challenges, the FCC modified this rate during the fourth quarter of 1997 to $0.284 per call for per call compensation from October 7, 1997 forward. The FCC also tentatively concluded that the same $0.284 per call rate should govern compensation obligations during the period from November 7, 1996 through October 6, 1997 and that the allocation method between long-distance carriers would be determined in a separate order. The Company recorded the net effect of this rate change as a Provision for Dial-Around Compensation Adjustment in the third quarter of 1997. For the period from November 7, 1996 through October 6, 1997, the Company has collected approximately $10.1 million from carriers for Dial-Around Compensation. At June 30, 1998, the Company's accounts receivable include approximately $6.3 million of accrued revenue for Dial-Around Compensation from this period which will be 15 16 billed after final resolution of the allocation obligations of the IXCs as determined by the FCC. A future order from the FCC to resolve the allocation of compensation obligations among the carriers is expected during the first six months of 1999. See "Business - Public Pay Telephone Industry Overview", "Business - Regulation" and "Management's Discussion and Analysis of Financial Condition and Results of Operations - Provision for Dial-Around Compensation Adjustment" appearing in the Company's Form 10-K for the year ended December 31, 1997 for a more complete discussion. Non-coin revenue, in addition to Dial-Around Compensation, is derived from calling card calls, credit card calls, collect calls and third-party billed calls placed from the Company's public pay telephones. The Company currently uses AT&T and Sprint to act as its primary national operator service providers. When the call is completed through the third-party operator service provider, the Company records as revenue the amount it receives from the third-party operator service provider which represents a negotiated percentage of the total amount the caller pays for the call. Effective July 1, 1998, new FCC rules regarding Billed Party Preference require payphone operators to give payphone users the option of receiving a rate quote before a call is connected when making a O+ interstate call. These rules could reduce revenues earned by the Company on long-distance calls placed from payphones by encouraging more consumers to dial around the OSP utilized by the Company. The Company cannot currently assess what impact the new rules will have on its financial performance. The Company is continuing to experience a shift in call traffic from operator service calls, for which the Company receives a percentage of the revenue generated by those calls, to access code calls for which the Company receives a flat rate per phone or per call Dial-Around Compensation amount. Due to aggressive advertising campaigns by long-distance companies promoting the use of access code calls, the Company believes that the decrease in non-coin revenue due to the changes in call traffic patterns is likely to continue. Subject to possible changes resulting from the appeal of the FCC's Dial-Around Compensation orders, these decreases in non-coin revenue are currently being offset to some extent by changes in the amount of compensation due to the Company for Dial-Around Compensation. Non-coin revenue represented approximately 30.9 % and 34.5% of total revenues for the quarters ended June 30, 1998 and 1997, respectively, and approximately 31.0% and 35.3% for the six months ended June 30, 1998 and 1997, respectively. For the quarter ended June 30, 1998, revenues from non-coin calls decreased 10.8%, to approximately $9.1 million, compared to the quarter ended June 30, 1997. For the six months ended June 30, 1998 and 1997, non-coin revenues decreased 12.6%, to approximately $17.7 million from $20.3 million. These decreases were primarily attributable to the decrease in the rate for Dial-Around Compensation as noted above. After adjusting for the rate change for Dial-Around Compensation from $0.35 to $0.284 per call, revenues for the six months ended June 30, 1997 would have been $2.0 million lower than originally reported and revenues for the quarter ended June 30, 1997 would have been $1.0 million lower than originally reported. Using these adjusted figures, non-coin revenues in the first six months of 1998 would have been approximately $0.5 million, or 2.9%, lower than for the first six months of 1997 and non-coin revenues for the quarter ended June 30, 1998 would have been approximately $0.1 million, or 0.9%, lower than for the quarter ended June 30, 1997, primarily due to the lower revenue per call received by the Company for dial-around calls compared to operator service calls. OPERATING EXPENSES Operating expenses include telephone charges, commissions, field service and collection expenses and selling, general and administrative expenses. Telephone charges consist of local line charges paid to Local Exchange Carriers which include the costs of basic service and transport of local coin calls, long-distance 16 17 transmission charges and network costs and billing, collection and validation costs. Commissions represent payments to property owners for revenues generated by the Company's telephones located on their properties. Field service and collection expenses represent the costs of servicing and maintaining the telephones on an ongoing basis, costs of collecting coin from the telephones and other related operational costs. Selling, general and administrative expenses primarily consist of payroll and related costs, legal and other professional fees, promotion and advertising expenses, property, gross receipts and certain other taxes, corporate travel and entertainment and various other expenses. Total operating expenses were approximately 81.3% and 78.6% of total revenues for the quarters ended June 30, 1998 and 1997, respectively. For the six months ended June 30, 1998, total operating expenses were 82.2% of total revenue as compared to 79.7% for the same period in 1997. Telephone charges decreased as a percentage of total revenues to 23.4% for the quarter ended June 30, 1998, compared to 24.9% for the same period in 1997. For the six months ended June 30, 1998 and 1997, telephone charges were 24.7% and 25.6% of total revenues, respectively. The Company continues to experience decreased telephone charges as a result of regulatory changes and competition within the local/intraLATA service market. Commissions as a percentage of total revenues for the three months ended June 30, 1998 increased to approximately 28.8% as compared to 27.1% for the same period of the prior year. For the six months ended June 30, 1998 and 1997, commissions were approximately 28.4% and 27.1% of total revenues, respectively. The increase in commissions as a percentage of revenues for the three months and six months ended June 30, 1998 and 1997 was primarily attributable to increased commission rates for new and renewed contracts. Field service and collection expenses as a percentage of total revenues were 18.7% and 16.7% for the second quarters of 1998 and 1997, respectively, and 18.5% and 16.8% for the six months ended June 30, 1998 and 1997, respectively. Field service and collection expenses increased as a percent of revenue primarily as a result of the higher amount recorded for Dial-Around Compensation revenue in the first six months of 1997, as discussed above. Field service and collection expenses increased approximately 11.8%, to approximately $5.5 million for the second quarter of 1998, as compared to the same period in 1997 and approximately 9.4%, to approximately $10.6 million for the six months ended June 30, 1998, as compared to the same period in 1997, due to the increase in the average number of phones. Field service and collection expenses on a per phone basis decreased by approximately 1.0% for the six months ended June 30, 1998 as compared to the same period in the prior year as a result of certain initiatives intended to achieve operational efficiencies. Selling, general and administrative expenses were slightly higher at approximately $3.1 million and $2.9 million for the second quarter of 1998 and 1997, respectively, and $6.1 million and $5.9 million for the six months ended June 30, 1998 and 1997, respectively. DEPRECIATION AND AMORTIZATION Depreciation is based on the cost of the telephones, booths, pedestals and other enclosures, related installation costs and line interconnection charges and is calculated on a straight-line method using a ten-year useful life for public pay telephones. Amortization is primarily based on acquisition costs including location contracts, goodwill, non-competition provisions, signing bonuses and sales commissions which are calculated on a straight-line method using estimated useful lives ranging from three to twenty years. Depreciation and amortization increased to $5.6 million for the quarter ended June 30, 1998, compared to $5.4 million for the same period in 1997. For the six months ended June 30, 1998 and 1997, depreciation and amortization expense was approximately $11.1 million and $10.6 million, respectively. These increases are primarily attributable to additional depreciation and amortization expenses related to the Indiana Telcom acquisition and to the renewal costs of location contracts. 17 18 INTEREST EXPENSE For the second quarter of 1998, net interest expense was approximately $3.3 million, which was the same as interest expense in the same quarter in 1997. For the first six months of 1998, net interest expense remained consistent with net interest expense in the same period of 1997, at approximately $6.5 million and $6.6 million, respectively. BENEFIT FROM INCOME TAXES The Company currently records valuation allowances for 100% of the deferred tax assets generated from operating losses. The Company recorded deferred tax assets and deferred tax asset valuation allowances of approximately $1.3 million and $2.8 million for the three and six months ended June 30, 1998. NET LOSS Net loss for the three months ended June 30, 1998 was approximately $3.4 million as compared to $3.0 million for the second quarter of 1997. After adjusting for the rate change for Dial-Around Compensation, 1997's second quarter net loss would have been approximately $0.8 million greater. Using this adjusted figure for comparison, the net loss for the second quarter of 1998 would have been approximately $0.4 million, or 9.8%, lower than the second quarter of 1997. For the six months ended June 30, 1998 and 1997, the Company had net losses of approximately $7.4 million and $6.8 million, respectively. After adjusting for the rate change for Dial-Around Compensation, 1997's six month net loss would have been approximately $1.6 million greater. Using this adjusted figure for comparison, the net loss for the first six months of 1998 would have been approximately $1.1 million, or 12.5%, lower than the first six months of 1997. LIQUIDITY AND CAPITAL RESOURCES During the second quarter of 1998, the Company continued to finance its operations from current and prior period operating cash flow. For the six months ended June 30, 1998, the Company's operating cash flow was $(1.1) million compared to $0.1 million for the same period in 1997, due primarily to a higher net loss and an increase in other assets related to costs incurred in connection with the Merger. Accounts receivable, primarily due from carriers for Dial-Around Compensation, increased during the six months ended June 30, 1998, primarily due to payment delays as carriers implemented new payment systems for per-call compensation under the FCC's Dial-Around Compensation orders. Subsequent to June 30, the Company has received approximately $6.1 million in Dial-Around Compensation payments from various carriers with respect to fourth quarter 1997 and first quarter 1998 obligations. The allowance for doubtful accounts decreased by approximately $0.2 million, primarily as a result of the write-off of a portion of uncollectible inmate division accounts, offset somewhat by an increase in the allowance for uncollectible Dial-Around Compensation receivables. The Company's net working capital was approximately ($0.6) million, with a current ratio of 0.98 to 1.0, at June 30, 1998. This compares with a net working capital of $11.0 million at December 31, 1997. The Company used $11.3 million of cash in January, 1998 to acquire the assets of Indiana Telcom. Under terms of the Company's Series C Cumulative Convertible Preferred Stock Agreement, the Preferred Stock cumulates dividends at an annual rate of 7%. The dividends are payable in cash, or, at the Company's option during the first three years, will cumulate. The Company's Indenture Agreement for its Senior Notes due 2002 allows cash payment of these dividends only in the event that the Company's fixed charge coverage ratio exceeds a certain value. As of June 30, 1998, the fixed charge coverage ratio did not 18 19 exceed that value. As a result, and as permitted under the Preferred Stock Agreement, these dividends will continue to cumulate, until the Company's fixed charge coverage ratio exceeds that value. During June, 1998, the Company executed an amendment to the Fourth Amended and Restated Loan and Security Agreement modifying certain financial covenants. At June 30, 1998, the Company was in compliance with the amended covenants and had no amounts borrowed under this $20 million credit facility. Based upon current expectations, the Company believes that cash flow from operations, together with amounts which may be borrowed under the amended credit facility, will be adequate for it to meet its working capital requirements, pursue its business strategy and service its obligations with respect to its 12 1/4% Senior Notes through December 31, 1999, although there can be no assurances that it will be able to do so. The preceding forward looking information is subject to a variety of factors and uncertainties, including the impact of competition on the Company's operations, the ultimate implementation and effect of the Telecommunications Act of 1996, the collectibility of amounts owed for Dial-Around Compensation and the ongoing ability of the Company to deploy its phones in favorable locations and to continue to implement operational improvements. IMPACT OF YEAR 2000 The Year 2000 Issue is the result of computer programs using two digits rather than four to define the applicable year. Any of the Company's computer programs that have time-sensitive software may recognize a date using "00" as the year 1900 rather than the year 2000. This could result in a system failure, disruption of operations, and/or a temporary inability to conduct normal business activities. The Company's Year 2000 project is broken into seven major sub-projects, including: 1) Telecommunications Equipment, 2) Computer Equipment, 3) Software, 4) Databases, 5) Data Services, 6) Network Infrastructure, and 7) Telephone Equipment. Each sub-project is divided into 4 phases: a) Analysis/Assessment, b) Plan Development, c) Implementation, and d) Testing. As each phase and sub-project is completed, project progress will be tracked against planned targets, and resource adjustments made as necessary. Two subprojects, Telecommunications Equipment and Software, began in the third quarter of 1998. The remaining sub-projects will all be underway by the fourth quarter of 1998. The project is estimated to be complete by August of 1999, which is prior to any anticipated impact on the Company's operating systems. The Company believes that, with modifications to existing software, conversions to new software and replacement or modification of certain embedded systems, the Year 2000 issue will not pose significant operational problems. However, if such modifications and conversions are not made, or are not completed on a timely basis, the Year 2000 issue would have a material adverse impact on the Company's business, financial condition and results of operations. In addition, formal communications with all significant suppliers and customers have been initiated to determine the extent to which related interfaces with the Company's systems are vulnerable if these third parties fail to remediate their own Year 2000 issues. There can be no assurance that these third parties' systems will be converted on a timely basis and will not adversely affect the Company's systems. The Company has completed the initial assessment of the Year 2000 issue with respect to internal business systems, and believes that it has secured sufficient resources to implement new and modified computer systems to address the issue. As a result, the Company has not identified a need for contingency planning with respect to those systems at this time. The assessment of embedded systems is nearing completion and, due to the manageable quantity of embedded devices encountered in the Company's facilities, the Company does not believe that findings in the assessment warrant contingency planning at this time. The assessment of third parties external to the Company is underway, and may reveal the need for contingency planning based on the progress and findings of the Year 2000 project. 19 20 The Company will utilize both internal and external resources to complete and test the Year 2000 project. At the present time, the total estimated cost of this project is in a range of $0.5 million to $1.0 million and is being funded through operating cash flows. Approximately 20% of the total will relate to purchased software and hardware and will be capitalized. The remainder will be expensed as incurred. Through June 30, 1998, related costs incurred were not material. Project costs and the targeted completion date are based on management's best estimates, which were derived utilizing numerous assumptions of future events, including the continued availability of certain resources, the ability to locate and correct all relevant computer codes, third party modification plans and other factors. There can be no assurance these estimates will be achieved or that the actual results will not differ materially from those anticipated. 20 21 Part II, Item 6 of the Form 10-Q for the quarter ended June 30, 1998 is hereby amended in its entirety to read as follows: 21 22 PART II OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) EXHIBITS: EXHIBIT DESCRIPTION - ------- ----------- 27 Financial Data Schedule (B) REPORTS ON FORM 8-K: None 22 23 SIGNATURE 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. PEOPLES TELEPHONE COMPANY, INC. REGISTRANT Date: November 6, 1998 /s/ WILLIAM A. BAUM --------------------------------- William A. Baum On behalf of the registrant and as Chief Financial Officer 23 EX-27.1 2 FINANCIAL DATA SCHEDULE
5 0000819694 PEOPLES TELEPHONE COMPANY, INC. 6-MOS DEC-31-1998 JAN-01-1998 JUN-30-1998 6,223,000 0 27,511,000 (4,744,000) 0 32,144,000 135,388,000 (84,019,000) 124,357,000 32,703,000 100,000,000 0 17,222,000 162,000 (26,515,000) 124,357,000 57,248,000 57,248,000 47,065,000 58,167,000 0 0 6,495,000 (7,414,000) 0 (7,414,000) 0 0 0 (7,414,000) (0.52) (0.52)
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