-----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, CuSg/IbcHF6qHYzpciJlGGXyodM0g16haXORwjRdzzviPLhK13WieTDwDzJ35BSw 6K1UvlLHgXCoxQCJzj1wmg== 0000950144-03-012382.txt : 20031106 0000950144-03-012382.hdr.sgml : 20031106 20031106171528 ACCESSION NUMBER: 0000950144-03-012382 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031106 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL PARKING CORP CENTRAL INDEX KEY: 0000949298 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] IRS NUMBER: 621052916 STATE OF INCORPORATION: TN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13950 FILM NUMBER: 03983046 BUSINESS ADDRESS: STREET 1: 2401 21ST AVE S STREET 2: STE 200 CITY: NASHVILLE STATE: TN ZIP: 37212 BUSINESS PHONE: 6152974255 8-K 1 g85695e8vk.htm CENTRAL PARKING CORP - FORM 8-K CENTRAL PARKING CORP - FORM 8-K
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 6, 2003


     
Exact name of Registrant as specified in its charter:   Central Parking Corporation
     
State or other jurisdiction of incorporation:   Tennessee
     
Commission File Number:   001-13950
     
IRS Employer Identification Number:   62-1052916
     
Address of principal executive offices:   2401 21st Avenue South
    Suite 200
    Nashville, TN 37212
     
Registrant’s telephone number, including area code:   (615) 297-4255
     
Former name or former address, if changed since last report:   Not applicable

 


ITEM 5. OTHER EVENTS
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EX-99.1 PRESS RELEASE 11/06/03


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ITEM 5. OTHER EVENTS

On November 5, 2003, the Registrant announced its operating results for the fourth quarter and the year ended September 30, 2003.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (c)  EXHIBITS

     Exhibit No. 99.1    Text of press release dated November 6, 2003

 


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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
    Central Parking Corporation
 
    /s/ MONROE J. CARELL, JR.

 
Date: November 6, 2003   By: Monroe J. Carell, Jr.
Chairman and Chief Executive Officer

  EX-99.1 3 g85695exv99w1.txt EX-99.1 PRESS RELEASE 11/06/03 EXHIBIT 99.1 (CENTRAL PARKING LOGO) NEWS 2401 21st Avenue South, Suite 200, Nashville, TN 37212 (615) 297-4255 Fax: (615) 297-6240 Investor Contact: Mark Shapiro Media Contact: Richard Jonardi Senior Vice President and Communications Manager Chief Financial Officer (615) 297-4255 (615) 297-4255 rjonardi@parking.com mshapiro@parking.com
CENTRAL PARKING CORPORATION REPORTS FISCAL FOURTH QUARTER AND FULL-YEAR 2003 RESULTS NASHVILLE, TN. (NOV. 5, 2003) -- Central Parking Corporation (NYSE: CPC) today announced net earnings of $2.9 million, or $0.08 per diluted share for the fourth quarter ended September 30, 2003. This compares with net earnings for the fourth quarter ended September 30, 2002 of $4.4 million, or $0.12 per diluted share. Earnings from continuing operations were $0.0 million or $0.0 per diluted share for the fourth quarter ended September 30, 2003 compared to $4.1 million or $0.11 per diluted share for the fourth quarter ended September 30, 2002. Total revenues (excluding reimbursed management costs) increased 2.7 percent for the fourth quarter of 2003 to $179.8 million compared with $175.1 million in the year earlier period. Fourth quarter 2003 results from continuing operations were reduced by $1.0 million in severance costs and $1.1 million in property-related impairment costs. The Company also increased its workers' compensation and general liability reserves by $3.7 million due to higher claims and changes in its actuarial estimates. Fourth quarter earnings from continuing operations for 2002 were reduced by $6.0 million of property-related impairment costs. Fourth quarter 2003 results included cash proceeds of $8.3 million from the sale of properties. The net gain, after taxes, was $5.4 million and was recognized in discontinued operations. For the full year ended September 30, 2003, the company reported a net loss of $4.5 million, or $0.13 per diluted share compared with net earnings of $33.8 million, or $0.93 per diluted share for fiscal 2002. Loss from continuing operations for the full year 2003 was $6.2 million or $0.17 per diluted share compared with earnings from continuing operations of $42.2 million or $1.17 per diluted share for the full year 2002. Revenues for fiscal 2003 (excluding reimbursed management costs) were $718.3 million, an increase of 1.8 percent over revenues for 2002 of $705.7 million. Full year 2003 results from continuing operations were reduced by $7.2 million in severance costs and property-related impairment costs of $4.8 million. Earnings were also affected by increases in insurance claims, legal expenses, property taxes, bad debt expense and sales taxes as well as changes in actuarial estimates for workers' compensation and general liability claims. -MORE- Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 2 November 5, 2003 "Although the results for the fourth quarter of 2003 reflect a sequential improvement over the third quarter, it is clear that the largest factor affecting our revenue and earnings is the weakness in the economy," said Monroe J. Carell, Jr., Chairman and Chief Executive Officer. "Since I resumed the leadership of this corporation in May, we have begun to make steady improvement in a number of areas of the company. Operationally, morale has improved and we continue to win new contracts. "We have also made progress from a financial viewpoint, highlighted by a fourth quarter reduction of our loan balance by $13 million. We successfully completed the amendment to our $350 million senior secured credit facility under terms we believe are reasonable to the company. Our goal is to continue to increase cash flow from operating activities by reducing costs, reducing accounts receivable and improving profitability. "Looking ahead to fiscal 2004, we intend to build on the positive trends we have established both operationally and financially. Parking industry conditions remain very price competitive, but we believe our results will gradually improve as the economy recovers. Based on our current outlook we expect net earnings for fiscal 2004, excluding property-related gains or losses, to recover to the range of $0.45 to $0.55 per share. Given the clouded visibility attributed to uncertain economic conditions, we are cautious in our 2004 outlook, yet remain optimistic and confident in our ability to continue profitability," Carell concluded. To provide additional color on the full fiscal year outlook, the Company released the assumptions underlying its financial guidance for 2004: Operating Earnings: Parking segment $50 - $55 million Operating Earnings: Management segment $60 - $65 million Total General and Administrative $70 - $75 million Interest Expense $16 - $18 million Depreciation & Amortization $34 - $36 million Effective tax rate 36% Outstanding shares 36 million Capital Expenditures $17 - $20 million
A conference call regarding this release is scheduled for Thursday, November 6, 2003, beginning at 10:00 a.m. (ET). Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at www.parking.com or www.fulldisclosure.com Central Parking Corporation, headquartered in Nashville, Tennessee, is a leading global provider of parking and transportation management services. The Company operates approximately 3,700 parking facilities containing more than 1.6 million spaces at locations in 39 states, the District of Columbia, Canada, Puerto Rico, the United Kingdom, the Republic of Ireland, Mexico, Chile, Peru, Colombia, Venezuela, Germany, Switzerland, Poland, Spain and Greece. This press release contains historical and forward-looking information. The words "believe," "anticipate," "project," "plan," "expect," "estimate," "objective," "outlook," " assumptions," "guidance," "forecast," "goal," "intend," "will likely result," or "will continue" and similar -MORE- Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 3 November 5, 2003 expressions identify forward looking statements. The forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company believes the assumptions underlying these forward-looking statements are reasonable; however, any of the assumptions could be inaccurate, and therefore, actual results may differ materially from those projected in the forward-looking statements. The factors that may result in actual results differing from such forward-looking information include, but are not limited to: the Company's ability to achieve the goals described in this release, including but not limited to, increased cash flow by reducing operating costs and accounts receivable and further reduction in the Company's indebtedness; the loss or renewal on less favorable terms, of management contracts and leases; the timing of pre-opening, start-up and break-in costs of parking facilities; the Company's ability to cover the fixed costs of its leased and owned facilities and its overall ability to maintain adequate liquidity through its cash resources and credit facilities; the Company's ability to comply with the terms of the Company's credit facilities (or obtain waivers for non-compliance); interest rate fluctuations; a deterioration in general economic conditions; acts of war or terrorism; temporary changes in demand due to weather patterns; higher premium and claims costs relating to the Company's insurance programs, including medical, liability and workers' compensation; the Company's ability to renew and obtain performance and surety bonds on favorable terms; and the impact of litigation, including but not limited to, the putative securities class action lawsuits pending against the Company; and increased regulation or taxation of parking operations. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to publicly update or revise any forward-looking statements contained herein to reflect events or circumstances occurring after the date of this release or to reflect the occurrence of unanticipated events. We have provided additional information in our Annual Report on Form 10-K for our fiscal year ended September 30, 2002, and Form 10-Q for our fiscal quarter ended June 30, 2003, filed with the Securities and Exchange Commission, which readers are encouraged to review, concerning other factors that could cause actual results to differ materially from those indicated in the forward-looking statements. Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 4 November 5, 2003 CENTRAL PARKING CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
Amounts in thousands, except per share data YEAR ENDED SEPTEMBER 30, QUARTER ENDED SEPTEMBER 30, 2003 2002 2003 2002 ----------- ----------- --------- --------- Revenues: Parking $ 595,252 $ 585,369 $ 147,438 $ 144,478 Management contracts 123,040 120,341 32,380 30,631 ----------- ----------- --------- --------- 718,292 705,710 179,818 175,109 Reimbursement of management contract expenses 418,058 390,306 108,719 100,601 ----------- ----------- --------- --------- Total revenues 1,136,350 1,096,016 288,537 275,710 Costs and expenses: Cost of parking 551,824 515,480 136,932 130,947 Cost of management contracts 67,285 49,155 18,622 11,417 General and administrative 85,716 70,973 18,919 18,401 Non-compete amortization 165 403 8 92 ----------- ----------- --------- --------- 704,990 636,011 174,481 160,857 Reimbursed management contract expenses 418,058 390,306 108,719 100,601 ----------- ----------- --------- --------- Total costs and expenses 1,123,048 1,026,317 283,200 261,458 Property-related losses, net (8,076) (1,251) (1,113) (5,986) ----------- ----------- --------- --------- Operating earnings 5,226 68,448 4,224 8,266 Other income (expenses): Interest income 4,735 6,313 1,246 2,079 Interest expense (17,887) (12,487) (4,498) (3,028) Dividends on Company-obligated mandatorily redeemable convertible securities of a subsidiary trust (4,179) (4,868) (1,045) (1,045) Gain on repurchase of Company-obligated mandatorily redeemable convertible securities of a subsidiary trust -- 9,245 -- -- Gain on sale of non-operating assets 3,279 -- -- -- Equity in partnership and joint venture earnings 2,244 3,967 893 715 ----------- ----------- --------- --------- (Loss) earnings from continuing operations before minority interest, income taxes and cumulative effect of accounting change (6,582) 70,618 820 6,987 Minority interest, net of tax (4,064) (4,874) (821) (1,222) ----------- ----------- --------- --------- (Loss) earnings from continuing operations before income taxes and cumulative effect of accounting change (10,646) 65,744 (1) 5,765 Income tax benefit (expense) 4,427 (23,552) 8 (1,712) ----------- ----------- --------- --------- (Loss) earnings from continuing operations before cumulative effect of accounting change (6,219) 42,192 7 4,053 Cumulative effect of accounting change, net of tax -- (9,341) -- -- ----------- ----------- --------- --------- (Loss) earnings from continuing operations (6,219) 32,851 7 4,053 ----------- ----------- --------- --------- Discontinued operations, net of tax 1,692 917 2,879 378 ----------- ----------- --------- --------- Net (loss) earnings $ (4,527) $ 33,768 $ 2,886 $ 4,431 =========== =========== ========= ========= Basic (loss) earnings per share: (Loss) earnings from continuing operations before cumulative effect of accounting change $ (0.17) $ 1.18 $ -- $ 0.11 Cumulative effect of accounting change, net of tax -- (0.26) -- -- Discontinued operations, net of tax 0.05 0.03 0.08 0.01 ----------- ----------- --------- --------- Net (loss) earnings $ (0.13) $ 0.94 $ 0.08 $ 0.12 =========== =========== ========= ========= Diluted earnings per share: (Loss) earnings from continuing operations before cumulative effect of accounting change $ (0.17) $ 1.17 $ -- $ 0.11 Cumulative effect of accounting change, net of tax -- (0.26) -- -- Discontinued operations, net of tax 0.05 0.03 0.08 0.01 ----------- ----------- --------- --------- Net (loss) earnings $ (0.13) $ 0.93 $ 0.08 $ 0.12 =========== =========== ========= ========= Weighted average shares used for basic per share data 36,034 35,849 36,102 35,817 Effect of dilutive common stock options -- 362 26 373 ----------- ----------- --------- --------- Weighted average shares used for dilutive per share data 36,034 36,211 36,128 36,190 =========== =========== ========= =========
-MORE- Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 5 November 5, 2003 CENTRAL PARKING CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED)
Amounts in thousands SEPTEMBER 30, SEPTEMBER 30, 2003 2002 ------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 31,572 $ 33,498 Management accounts receivable 34,174 39,664 Accounts receivable - other 15,440 15,714 Current portion of notes receivable 8,220 11,549 Prepaid expenses 11,424 9,835 Assets held for sale 32,993 -- Refundable income taxes 5,483 -- Deferred income taxes -- 72 --------- --------- Total current assets 139,306 110,332 Notes receivable, less current portion 40,879 41,210 Property, equipment and leasehold improvements, net 420,689 434,733 Contract and lease rights, net 102,315 108,406 Goodwill, net 230,312 242,141 Investment in and advances to partnerships and joint ventures 13,649 12,836 Other assets 42,297 49,226 --------- --------- Total Assets $ 989,447 $ 998,884 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current portion of long-term debt and capital lease obligations $ 3,623 $ 53,318 Accounts payable 80,128 73,638 Accrued expenses 43,661 43,659 Management accounts payable 22,392 22,671 Income taxes payable -- 9,851 --------- --------- Total current liabilities 149,804 203,137 Long-term debt and capital lease obligations, less current portion 266,961 207,098 Deferred rent 27,569 29,104 Deferred income taxes 3,010 13,825 Other liabilities 16,303 20,259 --------- --------- Total liabilities 463,647 473,423 --------- --------- Company-obligated mandatorily redeemable convertible securities of a subsidiary trust holding solely parent debentures 78,085 78,085 Minority interest 31,189 31,572 Shareholders' equity: Common stock 362 360 Additional paid-in capital 246,559 242,112 Accumulated other comprehensive income (loss), net 78 (2,377) Retained earnings 170,232 176,924 Other (705) (1,215) --------- --------- Total shareholders' equity 416,526 415,804 --------- --------- Total Liabilities and Shareholders' Equity $ 989,447 $ 998,884 ========= =========
-MORE- Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 6 November 5, 2003 CENTRAL PARKING CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
Amounts in thousands YEAR ENDED SEPTEMBER 30, 2003 2002 --------- -------- Cash flows from operating activities: Net (loss) earnings $ (4,527) $ 33,768 Earnings from discontinued operations (1,692) (917) --------- -------- (Loss) earnings from continuing operations (6,219) 32,851 Adjustments to reconcile net (loss) earnings from continuing operations to net cash provided by operating activities - continuing operations: Depreciation and amortization 35,173 34,500 Equity in partnership and joint venture earnings (2,244) (3,967) Distributions from partnerships and joint ventures 1,375 3,938 Gain on sale of non operating assets (3,279) -- Property-related losses (gains), net 3,450 906 Gain on repurchase of company-obligated mandatorily redeemable convertible securities of a subsidiary trust -- (9,245) Loss on derivatives related to refinancing 918 -- Decrease in fair value of derivatives 12 -- Cumulative effect of accounting change, net of tax -- 9,341 Deferred income taxes (11,999) (1,739) Minority interest, net of tax 4,064 4,874 Changes in operating assets and liabilities (net of acquisitions): Management accounts receivable 5,490 (4,967) Accounts receivable - other 274 1,001 Prepaid expenses (1,589) (2,896) Other assets 9,090 (288) Accounts payable, accrued expenses and other liabilities 1,186 (1,583) Management accounts payable (279) 1,692 Deferred rent (1,535) 6,794 Refundable income taxes (5,483) -- Income taxes payable (9,851) 2,691 --------- -------- Net cash provided by operating activities - continuing operations 18,554 73,903 Net cash provided by operating activities - discontinued operations 1,692 917 --------- -------- Net cash provided by operating activities 20,246 74,820 --------- -------- Cash flows from investing activities: Proceeds from disposition of property and equipment 26,147 16,651 Proceeds from sale of investment in partnership interests -- 18,399 Purchase of property, equipment and leasehold improvements (53,924) (36,522) Purchase of contract and lease rights (7,186) (18,948) Acquisitions, net of cash acquired (1,997) (17,788) Other investing activities 5,823 698 --------- -------- Net cash provided (used) by investing activities (31,137) (37,510) --------- -------- Cash flows from financing activities: Dividends paid (2,165) (2,152) Net (repayments) borrowings under revolving credit agreement (87,500) 33,500 Proceeds from issuance of notes payable, net of issuance costs 176,332 1,136 Principal repayments on long-term debt and capital lease obligations (78,664) (54,214) Payment to minority interest partners (4,116) (4,563) Repurchase of common stock -- (488) Repurchase of mandatorily redeemable securities -- (21,823) Proceeds from issuance of common stock and exercise of stock options 4,449 3,373 --------- -------- Net cash provided (used) by financing activities 8,336 (45,231) --------- -------- Foreign currency translation 629 (430) --------- -------- Net decrease in cash and cash equivalents (1,926) (8,351) Cash and cash equivalents at beginning of period 33,498 41,849 --------- -------- Cash and cash equivalents at end of period $ 31,572 $ 33,498 ========= ========
-MORE- Central Parking Corporation Reports Fiscal Fourth Quarter and Full-Year 2003 Results Page 7 November 5, 2003 Key Financial Metrics (In thousands)
Year Ended September 30, Quarter Ended September 30, 2003 2002 2003 2002 Net (loss) earnings ($ 4,527) $ 33,768 $ 2,886 $ 4,431 Interest expense 22,066 17,355 5,543 4,073 Income tax (benefit) expense (3,079) 24,163 1,919 1,963 Depreciation/amortization 32,908 33,284 8,633 8,336 Minority interest, net of tax 4,064 4,874 821 1,222 Cumulative effect in accounting change 9,341 -------- -------- ------- ------- EBITDA $ 51,432 $122,785 $19,802 $20,025 ======== ======== ======= =======
In addition to disclosing financial results prepared in accordance with GAAP, the Company discloses information regarding EBITDA. EBITDA is a non-GAAP financial measure defined as earnings before interest, taxes, depreciation/ amortization, minority interest, and cumulative effect in accounting changes. The Securities and Exchange Commission ("SEC") recently adopted new rules concerning the use of non-GAAP financial measures. As required by the SEC, the Company provides the above reconciliation to net loss which is the most directly comparable GAAP measure. The Company presents EBITDA as it is a common alternative measure of performance which is used by management as well as investors when analyzing the financial position and operating performance of the Company. As EBITDA is a non-GAAP financial measure, it should not be considered in isolation or as a substitute for net loss or any other GAAP measure. Because EBITDA is not calculated in the same manner by all companies, the Company's definition of EBITDA may not be consistent with that of other companies. -END-
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