-----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, CLNJQquNJC8CA1cL5OSb3kaHz0mFfAZWBCB75bE6yKlm06HZuIkcbuPtIZKm7sX9 UZg0o5ATuC0Y5DCKsj2iIw== 0001047469-98-001007.txt : 19980115 0001047469-98-001007.hdr.sgml : 19980115 ACCESSION NUMBER: 0001047469-98-001007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19971130 FILED AS OF DATE: 19980114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SONIC CORP CENTRAL INDEX KEY: 0000868611 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 731371046 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-13109 FILM NUMBER: 98506296 BUSINESS ADDRESS: STREET 1: 101 PARK AVENUE STREET 2: STE 1400 CITY: OKLAHOMA CITY STATE: OK ZIP: 73102-7202 BUSINESS PHONE: 4052807654 MAIL ADDRESS: STREET 1: 101 PARK AVE STREET 2: 14TH FLOOR CITY: OKLAHOMA CITY STATE: OK ZIP: 73102 10-Q 1 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 14(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended Commission File Number November 30, 1997 0-18859 - ------------------------------ ---------------------- SONIC CORP. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 73-1371046 ------------------------ ---------------- (State of Incorporation) (I.R.S. Employer Identification No.) 101 Park Avenue Oklahoma City, Oklahoma 73102 ---------------------------------------- -------- (Address of Principal Executive Offices) Zip Code Registrant's telephone number, including area code: (405) 280-7654 ------------------- Indicate by check mark whether the Registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for the shorter period that the Registrant has had to file the reports), and (2) has been subject to the filing requirement for the past 90 days. Yes X. No . --- --- As of November 30, 1997, the Registrant had 12,760,005 shares of common stock issued and outstanding (excluding 807,080 shares of common stock held as treasury stock). SONIC CORP. INDEX Page Number ------ PART I. FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements Condensed Consolidated Balance Sheets at November 30, 1997 and August 31, 1997 3 Consolidated Statements of Income for the three months ended November 30, 1997 and 1996 4 Condensed Consolidated Statements of Cash Flows for the three months ended November 30, 1997 and 1996 5 Notes to Condensed Consolidated Financial Statements 6 Independent Accountants' Review Report 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. OTHER INFORMATION - -------------------------- Item 1. Legal Proceedings 13 Item 2. Changes in Securities 13 Item 3. Defaults Upon Senior Securities 13 Item 4. Submission of Matters to a Vote of Security Holders 13 Item 5. Other Information 13 Item 6. Exhibits and Reports on Form 8-K 13 2 SONIC CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data) (UNAUDITED) NOVEMBER 30, August 31, 1997 1997 ------------------------- ASSETS Current assets: Cash and cash equivalents $ 4,187 $ 7,334 Accounts and notes receivable, net 5,659 5,890 Other current assets 3,008 5,475 -------- --------- Total current assets 12,854 18,699 Property, equipment and capital leases 177,267 164,336 Less accumulated depreciation and amortization (30,567) (27,814) -------- --------- Property, equipment and capital leases, net 146,700 136,522 Trademarks, tradenames and other goodwill 21,254 21,124 Other intangibles and other assets 15,019 15,092 Less accumulated amortization (7,041) (6,596) -------- --------- Intangibles and other assets, net 29,232 29,620 -------- --------- Total assets $188,786 $ 184,841 -------- --------- -------- --------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 4,274 $ 4,635 Deposits from franchisees 700 780 Accrued liabilities 8,153 8,629 Obligations under capital leases and long-term debt due within one year 1,143 1,146 -------- -------- Total current liabilities 14,270 15,190 Obligations under capital leases due after one year 7,900 8,153 Long-term debt due after one year 37,489 37,517 Other noncurrent liabilities 5,339 5,807 Contingencies (Note 2) Stockholders' equity: Preferred stock, par value $.01; 1,000,000 shares authorized; none outstanding - - Common stock, par value $.01; 40,000,000 shares authorized; 13,567,085 shares issued (13,531,593 shares issued at August 31, 1997) 136 135 Paid-in capital 60,476 59,891 Retained earnings 74,694 69,666 -------- -------- 135,306 129,692 Treasury stock, at cost; 807,080 common shares at November 30 and August 31, 1997 (11,518) (11,518) -------- -------- Total stockholders'equity 123,788 118,174 -------- -------- Total liabilities and stockholders' equity $188,786 $184,841 -------- --------- -------- --------- See accompanying notes. 3 SONIC CORP. CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share data) (UNAUDITED) THREE MONTHS ENDED ---------------------------- NOVEMBER 30, November 30, 1997 1996 ---------------------------- Revenues: Sales by Company-owned restaurants $41,235 $33,586 Franchised restaurants: Franchise royalties 7,902 6,557 Franchise fees 440 270 Other 295 560 ------- ------- 49,872 40,973 Cost and expenses: Company-owned restaurants: Food and packaging 11,529 9,768 Payroll and other employee benefits 11,780 9,804 Other operating expenses 7,483 6,103 ------- ------- 30,792 25,675 Selling, general and administrative 5,048 3,886 Depreciation and amortization 3,810 2,815 Minority interest in earnings of restaurant partnerships 1,575 1,357 Provision for impairment of long-lived assets 15 23 ------- ------- 41,240 33,756 ------- ------- Income from operations 8,632 7,217 Interest expense 772 337 Interest income (153) (146) ------- ------- Net interest expense 619 191 ------- ------- Income before income taxes 8,013 7,026 Provision for income taxes 2,985 2,617 ------- ------- Net income $ 5,028 $ 4,409 ------- ------- ------- ------- Net income per share $ 0 .38 $ 0.32 ------- ------- ------- ------- Weighted average shares outstanding 13,134 13,766 ------- ------- ------- -------
See accompanying notes. 4 SONIC CORP. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (UNAUDITED) THREE MONTHS ENDED NOVEMBER 30, November 30, 1997 1996 ----------------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 5,028 $ 4,409 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,810 2,815 Other (723) (317) Decrease in operating assets 1,936 44 Increase (decrease) in operating liabilities (831) 1,907 -------- ------- Total adjustments 4,192 4,449 -------- ------- Net cash provided by operating activities 9,220 8,858 CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (13,068) (9,781) Other 399 (99) -------- ------- Net cash used in investing activities (12,669) (9,880) CASH FLOWS FROM FINANCING ACTIVITIES: Payments on long-term borrowings (7,028) (6,069) Proceeds from long-term borrowings 7,000 8,000 Other 330 163 -------- ------- Net cash provided by financing activities 302 2,094 Net increase (decrease) in cash and cash equivalents (3,147) 1,072 Cash and cash equivalents at beginning of period 7,334 7,706 -------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 4,187 $ 8,778 -------- ------- -------- -------
See accompanying notes. 5 SONIC CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOVEMBER 30, 1997 AND 1996 NOTE 1 The unaudited Condensed Consolidated Financial Statements include all adjustments, consisting of normal, recurring accruals, which Sonic Corp. (the "Company") considers necessary for a fair presentation of the financial position and the results of operations for the indicated periods. The notes to the condensed consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company's Form 10-K for the fiscal year ended August 31, 1997. The results of operations for the three months ended November 30, 1997, are not necessarily indicative of the results to be expected for the full year ending August 31, 1998. NOTE 2 On April 18, 1996, the Texas Court of Appeals reversed the district court's judgment notwithstanding the verdict and reinstated the jury's verdict in the amount of $781,600 of actual damages, $1,000,000 of punitive damages, and pre- and post-judgment interest in an action in which the plaintiffs claim a subsidiary of the Company interfered with contractual relations of the plaintiffs. The Company has appealed the court of appeals' reversal to the Supreme Court of Texas. The Company continues to believe that the findings of the jury and the court of appeals have no merit and will defend its position vigorously during the appellate process. A final resolution is not expected to have a material adverse effect on the Company's financial position or future results of operations. The Company is a party to several additional legal actions arising in the conduct of its business. Management of the Company believes that the ultimate resolution of those actions will not have a material adverse effect on the Company's financial position or results of operations. 6 INDEPENDENT ACCOUNTANTS' REVIEW REPORT The Board of Directors Sonic Corp. We have reviewed the accompanying condensed consolidated balance sheet of Sonic Corp. as of November 30, 1997, and the related consolidated statements of income for the three-month periods ended November 30, 1997 and 1996, and the condensed consolidated statements of cash flows for the three-month periods ended November 30, 1997 and 1996. These financial statements are the responsibility of the Company's management. We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, which will be performed for the full year with the objective of expressing an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our reviews, we are not aware of any material modifications that should be made to the accompanying condensed consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Sonic Corp. as of August 31, 1997, and the related consolidated statements of income, stockholders' equity, and cash flows for the year then ended (not presented herein) and in our report dated October 17, 1997, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of August 31, 1997, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. ERNST & YOUNG LLP Oklahoma City, Oklahoma January 7, 1998 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS From time to time, the Company may publish forward-looking statements relating to certain matters including anticipated financial performance, business prospects, the future opening of Company-owned and franchised restaurants, anticipated capital expenditures, and other similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of that safe harbor, the Company notes that a variety of factors could cause the Company's actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company's forward-looking statements. In addition, the Company disclaims any intent or obligation to update those forward-looking statements. RESULTS OF OPERATIONS The Company derives its revenues primarily from sales by Company-owned restaurants and royalty fees from franchisees. The Company also receives revenues from initial franchise fees, area development fees, and the leasing of signs and real estate. Costs of Company-owned restaurant sales and minority interest in earnings of restaurant partnerships relate directly to Company-owned restaurant sales. Other expenses, such as depreciation, amortization and general and administrative expenses, relate to both Company-owned restaurant operations, as well as the Company's franchising operations. The Company's revenues and expenses are directly affected by the number and sales volumes of Company-owned restaurants. The Company's revenues and, to a lesser extent, expenses also are affected by the number and sales volumes of franchised restaurants. Initial franchise fees are directly affected by the number of franchised restaurant openings. The following table sets forth the percentage relationship to total revenues, unless otherwise indicated, of certain items included in the Company's statements of income. The table also sets forth certain restaurant data for the periods indicated. 8 PERCENTAGE RESULTS OF OPERATIONS AND RESTAURANT DATA THREE MONTHS ENDED NOVEMBER 30, ------------------------ 1997 1996 ------------------------ INCOME STATEMENT DATA: Revenues: Sales by Company-owned restaurants 82.7% 82.0% Franchised restaurants: Franchise royalties 15.8 16.0 Franchise fees 0.9 0.7 Other 0.6 1.3 ------------------------ 100.0% 100.0% ------------------------ ------------------------ Costs and expenses: Company-owned restaurants (1) Food and packaging 28.0% 29.1% Payroll and other employee benefits 28.6 29.2 Other operating expenses 18.1 18.1 ------------------------ 74.7 76.4 Selling, general and administrative 10.1 9.5 Depreciation and amortization 7.6 6.9 Minority interest in earnings of restaurant partnerships (1) 3.8 4.0 Income from operations 17.3 17.6 Net interest expense 1.2 0.5 Net income 10.1% 10.8% RESTAURANT OPERATING DATA ($ IN THOUSANDS): Company-owned restaurants (2) Core markets 172 154 Developing markets 95 76 ------------------------ All markets 267 230 Franchised restaurants (2) 1,450 1,357 ------------------------ Total 1,717 1,587 System-wide sales $ 305,972 $256,822 Percentage increase (3) 19.1% 12.2% Average sales per restaurant: Company-owned $ 158 $ 149 Franchise 184 165 System-wide 179 162 Change in comparable restaurant sales (4): Company-owned restaurants: Core markets 8.4% 4.7% Developing markets (3.8) (9.3) ------------------------ All markets 5.4% 1.4% Franchise 9.4 5.1 System-wide 8.9 4.4 - ------------------ (1) As a percentage of sales by Company-owned restaurants. (2) Number of restaurants open at end of period. (3) Represents percentage increase from the comparable period in the prior year. (4) Represents percentage increase for restaurants open in both the reported and prior years. 9 COMPARISON OF THE FIRST FISCAL QUARTER OF 1998 TO THE FIRST FISCAL QUARTER OF 1997. Total revenues increased 21.7% to $49.9 million in the first fiscal quarter of 1998 from $41.0 million in the first fiscal quarter of 1997. Sales by Company-owned restaurants increased 22.8% to $41.2 million in the first fiscal quarter of 1998 from $33.6 million in the first fiscal quarter of 1997. Of the $7.6 million increase, $5.8 million was due to the net addition of 36 Company-owned restaurants since the beginning of fiscal 1997. Average sales increases of approximately 5.4% by stores open the full reporting periods of fiscal 1997 and 1998 accounted for $1.8 million of the increase. Franchise fee revenues increased $170,000 due to the opening of 26 franchise restaurants in the first fiscal quarter of 1998, compared to the opening of 20 franchise restaurants in the first fiscal quarter of 1997. Franchise royalties increased 20.5% to $7.9 million in the first fiscal quarter of 1998, compared to $6.6 million in the first fiscal quarter of 1997. Increased sales by comparable franchised restaurants resulted in an increase in royalties of approximately $0.8 million and resulted from the franchise same-store sales growth of 9.4% over the first fiscal quarter of 1997. One hundred and fourteen additional franchised restaurants in operation since the beginning of fiscal 1997 resulted in an increase in royalties of approximately $0.5 million. Approximately $0.1 million of the increase resulted from the progressive nature of the company's franchise agreements that require a higher royalty percentage as average monthly sales volumes increase. Restaurant cost of operations, as a percentage of sales by Company-owned restaurants, was 74.7% in the first fiscal quarter of 1998, compared to 76.4% in the first fiscal quarter of 1997. Management believes the improvement in restaurant operating margins resulted from a 3.5% average price increase implemented October 1, 1996, and reductions in food and packaging costs due to consolidation of purchasing distribution functions and renegotiation of pricing terms. The decrease in labor and benefits costs, as a percentage of sales by Company-owned restaurants, resulted from the leveraging of additional sales at existing stores and from an increased focus on labor hours at the restaurant-level. This improvement occurred despite a minimum wage increase which was effective September 1, 1997. Other operating expenses remained unchanged as a percentage of sales by Company-owned restaurants. Operational cost controls and leveraging of sales at existing stores were offset by a 15% increase in marketing expenditures, as a percentage of sales by Company-owned restaurants, which reflects the Company's commitment to increased media penetration through its system of advertising cooperatives. Minority interest in earnings of restaurant partnerships decreased, as a percentage of sales by Company-owned restaurants, to 3.8% in the first fiscal quarter of 1998, compared to 4.0% in the first fiscal quarter of 1997. This decrease occurred primarily due to the minority partners' sharing of costs associated with the roll-out of a point-of-sale system which is reflected in depreciation expense in the Company's statement of income. Selling, general and administrative expenses, as a percentage of total revenues, increased to 10.1% in the first fiscal quarter of 1998, compared with 9.5% in the first fiscal quarter of 1997. This increase resulted from headcount additions and an accrual for performance bonuses in the first fiscal quarter of 1998 for which there was no similar accrual in the first fiscal quarter of 1997. Management expects selling, general and administrative expenses to decline in future periods, as a percentage of total revenues, because the Company expects a significant portion of future revenue growth to be attributable to Company-owned restaurants. Company-owned 10 restaurants require a lower level of selling, general and administrative expenses, as a percentage of revenues, than the Company's franchising operations since most of these expenses are reflected in restaurant cost of operations and minority interest in restaurant operations. Many of the managers and supervisors of Company-owned restaurants own a minority interest in the restaurants, and their compensation flows through the minority interest in earnings of restaurant partnerships. Depreciation and amortization expense increased approximately $1.0 million due to the purchase of buildings, equipment and point-of-sale systems for new and existing restaurants and corporate furniture and information systems upgrades. Management expects this trend to continue due to increased capital expenditures planned for fiscal 1998. Income from operations increased 19.6% to $8.6 million from $7.2 million in the first fiscal quarter of 1997. Net interest expense increased approximately $0.4 million in the first fiscal quarter of 1998 compared to the comparable quarter in 1997. This increase was the result of additional borrowings to partially fund capital additions and stock repurchases. The Company expects interest expense to continue to increase in fiscal 1998. Provision for income taxes reflects an effective federal and state tax rate of 37.25% for the first fiscal quarter of 1998. Net income for the first fiscal quarter of 1998 increased 14.0% to $5.0 million, compared to $4.4 million in the comparable period of fiscal 1997. Earnings per share increased to $ .38 per share in the first fiscal quarter of 1998, compared to $ .32 per share in the first fiscal quarter of 1997, for an increase of 18.8%. LIQUIDITY AND SOURCES OF CAPITAL During the first fiscal quarter of 1998, the Company opened eleven newly-constructed restaurants. The Company funded total capital additions for the first fiscal quarter of 1998 of $13.1 million (which included the cost of newly-opened restaurants, restaurants under construction, new furniture and equipment for existing restaurants, and general corporate use) from cash generated by operating activities and through borrowings under the Company's line of credit. During the first fiscal quarter of 1998, the Company purchased the real estate on all eleven newly-constructed restaurants. The Company expects to own the land and building for approximately 80% of its future newly-constructed restaurants. The Company has an agreement with a group of banks which provides the Company with an $80 million line of credit expiring in July of 2000. The Company will use the line of credit to finance the opening of newly-constructed restaurants, acquisitions of existing restaurants, and other general corporate purposes. As of November 30, 1997, the Company's outstanding borrowings under the line of credit were $37.0 million, as well as $0.2 million in outstanding letters of credit. The available line of credit as of November 30, 1997, was $42.8 million. As of November 30, 1997, the Company's total cash and cash equivalents balance of $4.2 million reflected the impact of the cash generated by operating activities, line of credit activity, and capital expenditures mentioned above. The Company plans capital expenditures of approximately $50 million in fiscal 1998, excluding potential acquisitions. Those capital expenditures primarily relate to the development of additional Company-owned restaurants, maintenance and remodeling of Company- owned restaurants, and enhancements to existing financial and operating information systems. 11 The Company expects to fund those capital expenditures through borrowings under its existing unsecured revolving credit facility and cash flow from operations. The Company believes that existing cash and funds generated from internal operations, as well as borrowings under the line of credit, will meet the Company's needs for the foreseeable future. IMPACT OF INFLATION Though increases in labor, food or other operating costs could adversely affect the Company's operations, management does not believe that inflation has had a material effect on income during the past several years. During fiscal 1997, however, Company-owned restaurants increased prices for its Company-owned restaurants primarily because of higher labor costs resulting from increases in the federal minimum wage. SEASONALITY The Company does not expect seasonality to affect its operations in a materially adverse manner. The Company's results during its second fiscal quarter, comprising the months of December, January and February will generally be lower than its other quarters due to the climate of the locations of a number of its restaurants. 12 PART II ITEM 1. LEGAL PROCEEDINGS During the fiscal quarter ended November 30, 1997, Sonic Corp. (the "Company") did not have any new material legal proceedings brought against it, its subsidiaries, or their properties. In addition, no material developments occurred in connection with any previously reported legal proceedings against the Company, its subsidiaries, or their properties during the last fiscal quarter. ITEM 2. CHANGES IN SECURITIES None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. ITEM 5. OTHER INFORMATION None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K EXHIBITS. The Company has filed the following exhibits with this report: 15.01. Letter re: Unaudited Interim Financial Information. 27.01. Financial Data Schedules FORM 8-K REPORTS. The Company did not file any Form 8-K reports during the fiscal quarter ended November 30, 1997. 13 SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Company has caused the undersigned, duly authorized, to sign this report on behalf of the Company. SONIC CORP. By: \s\W. Scott McLain ------------------------------- W. Scott McLain, Vice President and Chief Financial Officer Date: January 13, 1998
EX-15.01 2 EX 15.01 Exhibit 15.01 The Board of Directors Sonic Corp. We are aware of the incorporation by reference in the Registration Statement (Form S-8 No. 333-26359) pertaining to the Sonic Corp. Savings and Profit Sharing Plan, the Registration Statement (Form S-8 No. 33-40987) pertaining to the 1991 Sonic Corp. Directors' Stock Option Plan, the Registration Statement (Form S-8 No. 33-40988) pertaining to the 1991 Sonic Corp. Stock Purchase Plan, the Registration Statements (Forms S-8 No. 333-09373, No. 33-40989 and No. 33-78576) pertaining to the 1991 Sonic Corp. Stock Option Plan and the Registration Statement (Form S-3 No. 33-95716) for the registration of 1,420,000 shares of its common stock, and the related Prospectuses of our report dated January 7, 1998 relating to the unaudited condensed consolidated interim financial statements of Sonic Corp. which are included in its Form 10-Q for the quarter ended November 30, 1997. Pursuant to Rule 436(c) of the Securities Act of 1933 our report is not a part of the registration statements prepared or certified by accountants within the meaning of Section 7 or 11 of the Securities Act of 1933. ERNST & YOUNG LLP Oklahoma City, Oklahoma January 7,1998 EX-27.01 3 EX-27.01
5 3-MOS AUG-31-1998 SEP-01-1997 NOV-30-1997 4,187 0 5,659 0 0 12,854 177,267 (30,567) 188,786 14,270 37,489 0 0 136 123,652 188,786 41,235 49,872 30,792 41,240 0 0 619 8,013 2,985 5,028 0 0 0 5,028 .38 .38
-----END PRIVACY-ENHANCED MESSAGE-----