-----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, Im/45x3d0gw/fK7okb6YbJk7O4PWgh5woJ2Di5H3td+o+s4pdo0ZEmyGPVce3CIU piDHqAfuOuzr6vhU0RHjtA== 0000950144-03-011924.txt : 20031029 0000950144-03-011924.hdr.sgml : 20031029 20031029060951 ACCESSION NUMBER: 0000950144-03-011924 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031029 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031029 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIED HOLDINGS INC CENTRAL INDEX KEY: 0000909950 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 580360550 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13867 FILM NUMBER: 03962164 BUSINESS ADDRESS: STREET 1: 160 CLAIRMONT AVE STREET 2: STE 200 CITY: DECATUR STATE: GA ZIP: 30030 BUSINESS PHONE: 4043701100 MAIL ADDRESS: STREET 1: 160 CLAIREMONT AVENUE SUITE 200 CITY: DECATUR STATE: GA ZIP: 30030 8-K 1 g85412e8vk.htm ALLIED HOLDINGS, INC. ALLIED HOLDINGS, INC.
 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Current Report for Event Occurring October 29, 2003

of

ALLIED HOLDINGS, INC.

a Georgia Corporation
IRS Employer Identification No. 58-0360550
SEC File Number 0-22276

160 Clairemont Avenue
Suite 200
Decatur, Georgia 30030
(404) 370-1100

 

 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (c)  Exhibits

     
99.1   Press Release of Allied Holdings, Inc. issued October 29, 2003.

Item 12. Results of Operations and Financial Condition.

     The information set forth under this Item 12, including the Exhibits attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

     On October 29, 2003, Allied Holdings, Inc. issued a press release reporting its financial results for the third quarter ended September 30, 2003. A copy of the press release is hereby attached as Exhibit 99.1 and incorporated herein by reference.

 

 

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 hereunto duly authorized.

         
Dated: October 29, 2003        
         
    ALLIED HOLDINGS, INC.
    By:   /s/ Daniel H. Popky
       
    Name:   Daniel H. Popky
    Title:   Senior Vice President and Chief Financial Officer

 

 

EXHIBIT INDEX

     
99.1   Press Release of Allied Holdings, Inc. issued October 29, 2003.

  EX-99.1 3 g85412exv99w1.txt EX-99.1 PRESS RELEASE CONTACT Daniel H. Popky Sr. Vice President & CFO 404/370-4277 ALLIED HOLDINGS REPORTS IMPROVED THIRD QUARTER RESULTS DECATUR, GEORGIA, OCTOBER 29, 2003 - ALLIED HOLDINGS, INC. (AMEX:AHI) TODAY REPORTED IMPROVED RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2003. The Company reported revenues of $197.1 million in the third quarter of 2003, versus revenues of $213.0 million in the third quarter last year, a decline of $15.9 million or 7.5 percent. The Company experienced a net loss of $2.0 million in the third quarter of 2003, versus a net loss of $6.5 million in the third quarter of 2002, an improvement of $4.5 million, or 69.2 percent. Adjusted EBITDA (1) for the third quarter of 2003 was $14.3 million compared to $12.1 million of Adjusted EBITDA reported during the third quarter last year, an improvement of $2.2 million, or 18.2 percent. Adjusted EBITDA improved in the third quarter of 2003 compared to the same period last year despite a drop in revenues. The revenue decline was the result of lower vehicle deliveries primarily due to lower new vehicle production in the third quarter this year compared to the third quarter last year. However, the impact from lower revenues and vehicle deliveries was offset by the economic benefit of the Company's internal initiatives. During the quarter, the Company successfully reduced the number of worker injuries and cargo claims compared to the prior year. In addition, during the third quarter, the Company took steps to offset the impact of lower revenues by reengineering terminal, linehaul, and dispatch operations to improve operating efficiency for deliveries of product in high-density zones. Adjusted EBITDA is presented because management believes it provides useful information to investors regarding the Company's ability to generate cash flows that can be used to service debt and provide for capital expenditures. Adjusted EBITDA is also a component of certain financial covenants in Allied's debt agreements. A reconciliation of Adjusted EBITDA to Net Loss is provided in the financial schedules attached to this press release. Commenting on the results, Hugh E. Sawyer, Allied's President and Chief Executive Officer, said, "I am pleased that improved execution yielded operational improvements during the quarter. Initiatives by management to improve quality and safety led to a $2.6 million, or 18 percent decrease in the amount expensed for cargo damage and worker injuries in the third quarter of 2003 compared to the prior year." Mr. Sawyer added, "The third quarter is seasonally challenging to our operations due to our customer's plant vacation downtime, model changeovers and product launches. Historically this has been our weakest quarter; however, we were able to adapt and adjust our operations to generate improvements in our business system." "I am also pleased to report that this quarter we renewed our vehicle delivery agreement with American Honda Motor Company. The agreement will run through March 2004 and will renew annually thereafter," commented Mr. Sawyer. Mr. Sawyer added, "During the third quarter, we ceased delivering General Motors vehicles from our Jessup, Maryland terminal and we will cease delivering a portion of the traffic we currently transport from GM's Saturn Spring Hill, Tennessee vehicle manufacturing plant during the fourth quarter. Both pieces of traffic were non-performing, having aggregate annual revenues of $16.6 million and each generating an operating loss." (1) Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, gains and losses on disposal of assets, gain on early extinguishment of debt, foreign exchange gains and losses, investment income and losses, cumulative effect of accounting changes and other income. Allied Holdings, Inc. October 29, 2003 Revenues for the nine months ended September 30, 2003 were $640.8 million versus $665.2 million for the same nine-month period in 2002, a decline of 3.7 percent. Adjusted EBITDA for the first nine months of 2003 was $44.3 million compared to Adjusted EBITDA of $52.0 million during the first nine months of 2002, a decline of 14.8 percent. Allied experienced a net loss of $4.3 million in the first nine months of 2003, versus a net loss of $9.6 million for the same period in 2002, a 55.2 percent reduction in the Company's net loss for the nine month period. Results for the first nine months of 2003 include a $2.0 million pre-tax gain from the settlement of litigation with Ryder System recorded during the third quarter of 2003. Results for the first nine months of 2002 include a $2.8 million pre-tax gain on the early extinguishment of the Company's subordinated notes and a $4.1 million after-tax charge ($5.2 million pre-tax) related to the impairment of goodwill at the Company's Axis Group subsidiary. During the third quarter of 2003, the Company amended its Senior Credit Facility to extend the maturity, increase liquidity and adjust financial covenants. In connection with the debt amendment, the Company paid approximately $3.0 million in fees and other expenses. During the third quarter of 2003, the Company borrowed $3.0 million of long-term debt and capital expenditures were $3.1 million. For the first nine months of 2003, the Company had net borrowings of $5.8 million and capital expenditures were $11.5 million. That compares to debt repayments of $28.0 million and capital expenditures of $13.3 million during the first nine months of 2002. Long-term debt has increased in 2003 due to reduced Adjusted EBITDA, lower cash proceeds from asset sales, and increased funding of the Company's captive insurance company because of a change in primary insurance carriers. During the first nine months of 2002, the Company received $5.7 million of proceeds from the sale of assets and joint ventures. The Company anticipates capital expenditures of approximately $15-20 million in fiscal 2003 driven primarily by Allied's fleet remanufacturing program. "We have achieved several important milestones in 2003 despite difficult external conditions. We have successfully negotiated a five-year agreement with the Teamsters in the United States, renewed our Honda contract, and amended our senior credit facility to provide more favorable financial covenants, increase availability and extend the maturity date of the facility. Moreover, effective execution of key initiatives relating to reducing worker injuries and cargo damage and improving load efficiency and driver productivity generated improved operating performance despite challenging market conditions," commented Mr. Sawyer. "Calendar 2003 promises to be an important transition year for Allied as we have not yet reached our goal of sustained positive net earnings. Nevertheless, there are signs of progress in our turnaround and we will strive to position Allied to benefit from any potential improvement in market or competitive conditions, as we remain focused on our core value drivers." ABOUT ALLIED HOLDINGS Allied Holdings, Inc. is the parent company of several subsidiaries engaged in providing distribution and transportation services of new and used vehicles to the automotive industry. The services of Allied's subsidiaries span the finished vehicle distribution continuum, and include car-hauling, intramodal transport, inspection, accessorization, and dealer prep. Allied, through its subsidiaries, is the leading company in North America specializing in the delivery of new and used vehicles. Statements in this press release that are not strictly historical are "forward looking" statements. Such statements include, without limitations, any statements containing the words "believe," "anticipate," "estimate," "expect," "intend," "plan," "seek," and similar expressions. Investors are cautioned that such statements, including statements regarding improvement of the Company's operating performance, the ability of the Company to execute key initiatives, and the amount of capital expenditures for 2003, are subject to certain risks and uncertainties that could cause actual results to differ materially. Without limitation, these risks and uncertainties include economic recessions or extended or more severe downturns in new vehicle production or sales, the highly competitive nature of the automotive distribution industry, the ability of the Company to comply with the terms of its current debt agreements, the ability of the Company to obtain Allied Holdings, Inc. October 29, 2003 financing in the future and the Company's highly leveraged financial position. Investors are urged to carefully review and consider the various disclosures made by the Company in this press release and in the Company's reports filed with the Securities and Exchange Commission. NOTE: The information in this press release will be discussed by management today on a conference call that can be accessed at the following links: www.companyboardroom.com or www.alliedholdings.com beginning at 10:30 a.m. EST. ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2003 THIRD QUARTER EARNINGS RELEASE (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
FOR THE THREE MONTHS ENDED SEPTEMBER 30, ------------------------------- 2003 2002 --------- --------- Revenues $ 197,089 $ 212,985 Net loss $ (1,975) $ (6,482) Net loss per share - Basic and Diluted $ (0.23) $ (0.78) Weighted average common shares outstanding 8,507 8,324
FOR THE NINE MONTHS ENDED SEPTEMBER 30, ----------------------------- 2003 2002 -------- -------- Revenues $640,759 $665,228 Loss before cumulative effect of change in accounting principle $ (4,267) $ (5,529) Net loss $ (4,267) $ (9,621) Loss per share before cumulative effect of change in accounting principle - Basic and Diluted $ (0.50) $ (0.67) Net loss per share - Basic and Diluted $ (0.50) $ (1.16) Weighted average common shares outstanding 8,459 8,282
ALLIED HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
SEPTEMBER 30, DECEMBER 31, 2003 2002 ------------- ------------ (UNAUDITED) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 83,349 $ 10,253 Short-term investments -- 60,732 Receivables, net of allowance for doubtful accounts of $3,389 and $5,587 respectively 58,078 58,512 Inventories 4,874 5,071 Deferred tax assets 24,034 39,826 Prepayments and other current assets 27,118 28,685 --------- --------- Total current assets 197,453 203,079 --------- --------- PROPERTY AND EQUIPMENT, NET 158,539 176,663 --------- --------- GOODWILL, NET 88,998 85,241 --------- --------- OTHER 19,359 20,525 --------- --------- Total assets $ 464,349 $ 485,508 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Current maturities of long-term debt $ 13,500 $ 10,785 Trade accounts payable 27,817 36,585 Accrued liabilities 95,677 92,881 --------- --------- Total current liabilities 136,994 140,251 --------- --------- LONG-TERM DEBT, LESS CURRENT MATURITIES 240,730 237,690 --------- --------- POSTRETIREMENT BENEFITS OTHER THAN PENSIONS 6,530 7,467 --------- --------- DEFERRED INCOME TAXES 11,364 27,746 --------- --------- OTHER LONG-TERM LIABILITIES 57,397 62,040 --------- --------- STOCKHOLDERS' EQUITY: Preferred stock, no par value; 5,000 shares authorized, none outstanding -- -- Common stock, no par value; 20,000 shares authorized, 8,722 and 8,421 shares outstanding at September 30, 2003 and December 31, 2002, respectively -- -- Additional paid-in capital 47,373 46,801 Treasury stock at cost, 139 shares at September 30, 2003 and December 31, 2002 (707) (707) Accumulated deficit (30,687) (26,420) Accumulated other comprehensive loss, net of tax (4,645) (9,360) --------- --------- Total stockholders' equity 11,334 10,314 --------- --------- Total liabilities and stockholders' equity $ 464,349 $ 485,508 ========= =========
ALLIED HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, --------------------------- --------------------------- 2003 2002 2003 2002 --------- --------- --------- --------- REVENUES $ 197,089 $ 212,985 $ 640,759 $ 665,228 --------- --------- --------- --------- OPERATING EXPENSES: Salaries, wages and fringe benefits 107,369 117,804 348,446 363,853 Operating supplies and expenses 29,960 33,257 103,108 100,068 Purchased transportation 24,082 25,331 74,632 72,438 Insurance and claims 8,260 10,844 29,094 34,344 Operating taxes and licenses 6,992 7,638 22,989 24,731 Depreciation and amortization 11,011 13,142 34,688 40,087 Rents 1,579 1,685 4,819 4,895 Communications and utilities 1,745 1,425 5,213 5,290 Other operating expenses 2,791 2,859 8,175 7,607 Loss (gain) on disposal of operating assets, net 153 367 612 (347) --------- --------- --------- --------- Total operating expenses 193,942 214,352 631,776 652,966 --------- --------- --------- --------- Operating income (loss) 3,147 (1,367) 8,983 12,262 --------- --------- --------- --------- OTHER INCOME (EXPENSE): Interest expense (7,366) (7,611) (22,120) (23,343) Investment income (losses) (398) 203 2,935 1,090 Gain on early extinguishment of debt -- -- -- 2,750 Foreign exchange gains (losses), net (62) 124 2,386 157 Other, net 1,976 (57) 1,976 (264) --------- --------- --------- --------- (5,850) (7,341) (14,823) (19,610) --------- --------- --------- --------- LOSS BEFORE INCOME TAXES AND CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (2,703) (8,708) (5,840) (7,348) INCOME TAX BENEFIT 728 2,226 1,573 1,819 --------- --------- --------- --------- LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (1,975) (6,482) (4,267) (5,529) CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX -- -- -- (4,092) --------- --------- --------- --------- NET LOSS $ (1,975) $ (6,482) $ (4,267) $ (9,621) ========= ========= ========= ========= BASIC AND DILUTED LOSS PER COMMON SHARE: LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE $ (0.23) $ (0.78) $ (0.50) $ (0.67) CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX -- -- -- $ (0.49) --------- --------- --------- --------- NET LOSS $ (0.23) $ (0.78) $ (0.50) $ (1.16) ========= ========= ========= ========= WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 8,507 8,324 8,459 8,282 ========= ========= ========= =========
ALLIED HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, --------------------------- 2003 2002 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (4,267) $ (9,621) Reconciliation of net loss to net cash provided by operating activities: Gain on early extinguishment of debt -- (2,750) Interest expense paid in kind 1,065 746 Amortization of deferred financing costs 3,007 3,013 Depreciation and amortization 34,688 40,087 Loss (gain) on disposal of assets and other, net 612 (83) Foreign exchange gains, net (2,386) (157) Cumulative effect of change in accounting principle -- 4,092 Deferred income taxes (3,402) (2,569) Compensation expense related to stock options and grants 290 (210) Amortization of Teamsters Union contract costs 1,000 1,800 Change in operating assets and liabilities: Receivables, net of allowance for doubtful accounts 1,840 12,276 Inventories 336 55 Prepayments and other current assets 1,913 1,556 Short-term investments 60,732 2,367 Trade accounts payable (9,676) (4,057) Accrued liabilities (4,150) 8,533 -------- -------- Net change in operating assets and liabilities 50,995 20,730 -------- -------- Net cash provided by operating activities 81,602 55,078 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (11,547) (13,313) Proceeds from sale of property and equipment 287 3,005 Proceeds from sale of equity investment in joint venture -- 2,700 Decrease in the cash surrender value of life insurance 2 1,341 -------- -------- Net cash used in investing activities (11,258) (6,267) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Additions to (repayments of) revolving credit facilities, net (20,280) (62,384) Additions to long-term debt 99,875 82,750 Repayment of long-term debt (74,905) (46,360) Payment of deferred financing costs (3,031) (9,262) Proceeds from issuance of common stock 282 262 Other, net 65 549 -------- -------- Net cash provided by (used in) financing activities 2,006 (34,445) -------- -------- EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS 746 16 NET INCREASE IN CASH AND CASH EQUIVALENTS 73,096 14,382 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 10,253 10,543 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 83,349 $ 24,925 ======== ========
ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2003 THIRD QUARTER EARNINGS RELEASE OPERATING DATA (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, --------------------------------- ------------------------------- 2003 2002 2003 2002 ------------ ------------ ------------ ------------ ALLIED HOLDINGS, EXCLUDING AAG - CANADA & AXIS: REVENUES $160,121,000 $171,849,000 $504,508,000 $529,668,000 OPERATING INCOME (LOSS) $ 2,733,000 $ (3,853,000) $ 382,000 $ (1,990,000) OPERATING RATIO 98.29% 102.24% 99.92% 100.38% VEHICLES DELIVERED 1,546,444 1,751,320 5,011,161 5,306,665 LOADS DELIVERED 198,272 220,012 645,093 660,921 VEHICLES PER LOAD 7.80 7.96 7.77 8.03 REVENUE PER VEHICLE $ 103.54 $ 98.13 $ 100.68 $ 99.81 PERCENT DAMAGE FREE DELIVERY 99.7% 99.5% 99.7% 99.6% NUMBER OF AVERAGE ACTIVE RIGS 2,685 2,982 2,926 3,042 AVERAGE EMPLOYEES DRIVERS 2,840 3,112 3,035 3,193 OTHERS 1,551 1,642 1,582 1,806 ALLIED AUTOMOTIVE GROUP - CANADA: REVENUES $ 30,411,000 $ 33,830,000 $115,324,000 $114,101,000 OPERATING INCOME (LOSS) $ (472,000) $ 1,115,000 $ 6,051,000 $ 11,287,000 OPERATING RATIO 101.55% 96.70% 94.75% 90.11% VEHICLES DELIVERED 411,998 510,357 1,591,507 1,735,319 LOADS DELIVERED 55,269 66,765 212,768 224,142 VEHICLES PER LOAD 7.45 7.64 7.48 7.74 REVENUE PER VEHICLE $ 73.81 $ 66.29 $ 72.46 $ 65.75 PERCENT DAMAGE FREE DELIVERY 99.7% 99.6% 99.7% 99.7% NUMBER OF AVERAGE ACTIVE RIGS 691 747 796 741 AVERAGE EMPLOYEES DRIVERS 886 959 995 957 OTHERS 403 462 404 490 AXIS GROUP: REVENUES $ 6,557,000 $ 7,306,000 $20,927,000 $ 21,459,000 OPERATING INCOME $ 886,000 $ 1,371,000 $ 2,550,000 $ 2,965,000
CERTAIN PRIOR YEAR AMOUNTS IN THE INFORMATION PRESENTED ABOVE HAVE BEEN RECLASSIFIED TO CONFORM TO THE CURRENT YEAR PRESENTATION. ALLIED HOLDINGS, INC. AND SUBSIDIARIES 2003 THIRD QUARTER EARNINGS RELEASE NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ----------------------------- ----------------------------- 2003 2002 2003 2002 ------------ ------------ ------------ ------------ RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA: NET LOSS $ (1,975,000) $ (6,482,000) $ (4,267,000) $ (9,621,000) INCOME TAX BENEFIT (728,000) (2,226,000) (1,573,000) (1,819,000) INTEREST EXPENSE 7,366,000 7,611,000 22,120,000 23,343,000 INVESTMENT LOSSES (INCOME) 398,000 (203,000) (2,935,000) (1,090,000) GAIN ON EARLY EXTINGUISHMENT OF DEBT -- -- -- (2,750,000) FOREIGN EXCHANGE LOSSES (GAINS), NET 62,000 (124,000) (2,386,000) (157,000) OTHER, NET (1,976,000) 57,000 (1,976,000) 264,000 CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF TAX -- -- -- 4,092,000 LOSS (GAIN) ON DISPOSAL OF OPERATING ASSETS 153,000 367,000 612,000 (347,000) DEPRECIATION AND AMORTIZATION 11,011,000 13,142,000 34,688,000 40,087,000 ------------ ------------ ------------ ------------ ADJUSTED EBITDA $ 14,311,000 $ 12,142,000 $ 44,283,000 $ 52,002,000 ============ ============ ============ ============
ADJUSTED EBITDA REPRESENTS EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION, GAINS AND LOSSES ON DISPOSAL OF ASSETS, GAIN ON EARLY EXTINGUISHMENT OF DEBT, FOREIGN EXCHANGE GAINS AND LOSSES, INVESTMENT INCOME AND LOSSES, CUMULATIVE EFFECT OF ACCOUNTING CHANGES AND OTHER INCOME. THE COMPANY'S NET LOSS IS THE CLOSEST FINANCIAL MEASURE IN THE COMPANY'S FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, ("GAAP"), IN TERMS OF COMPARABILITY TO ADJUSTED EBITDA. AS SUCH, A RECONCILIATION OF ADJUSTED EBITDA FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002 ARE PROVIDED ABOVE. BECAUSE ADJUSTED EBITDA IS NOT A MEASUREMENT DETERMINED IN ACCORDANCE WITH GAAP AND IS THUS SUSCEPTIBLE TO VARYING CALCULATIONS, ADJUSTED EBITDA AS PRESENTED ABOVE MAY NOT BE COMPARABLE TO OTHER SIMILARLY TITLED MEASURES OF OTHER COMPANIES. -----END PRIVACY-ENHANCED MESSAGE-----