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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 4, 2002
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
On November 4, 2002, the Registrant announced its operating results for the
fourth quarter and the year ended September 30, 2002.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
Exhibit No. 99.1 Text of press release dated November 4, 2002
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/ Hiram A.Cox
-----------------
Date: November 6, 2002 By: Hiram A. Cox
Chief Financial Officer
EXHIBIT 99.1
-------------
FOR IMMEDIATE RELEASE
-----------------------
Investor Contact: William J. Vareschi, Jr. or Hiram A. Cox
Vice Chairman and Senior Vice President and
Chief Executive Officer Chief Financial Officer
(615) 297-4255 (615) 297-4255
bvareschi@parking.com hcox@parking.com
--------------------- ----------------
Media Contact: Richard Jonardi
Communications Manager
(615) 297-4255
rjonardi@parking.com
--------------------
CENTRAL PARKING CORPORATION REPORTS FISCAL FOURTH QUARTER
AND FULL YEAR 2002 EARNINGS
NASHVILLE, TENN. (NOV. 4, 2002) -- Central Parking Corporation (NYSE: CPC) today
announced earnings for the fourth fiscal quarter ended September 30, 2002 before
property-related activities and non-recurring items (pro forma) of $7.8 million,
or $0.22 per share, an increase of 15% over prior year results of $6.8 million,
or $0.18 per share. For comparability purposes, prior year pro forma earnings
per share have been increased by $0.07 to reflect the discontinuation of
goodwill amortization relating to the Company's October 1, 2001 adoption of
Statement of Financial Accounting Standards No. 142.
Revenues (excluding reimbursed management costs) for the fourth quarter of
fiscal 2002 increased to $177.9 million, an increase of 2% over the $174.4
million recorded in the year-earlier period. As previously announced in the
fiscal third quarter of fiscal 2002, the Company adopted a new accounting
standard (EITF 01-14), which requires the recognition of both revenues and
expenses for costs directly reimbursed related to its management agreements.
Historically, expenses directly reimbursed under management agreements have been
netted against the reimbursement received. All prior periods presented have
been restated to conform to the new presentation. For the quarter ended
September 30, 2002, the impact is an increase of $100.6 million in revenues and
expenses.
Pro forma earnings for the year ended September 30, 2002 totaled $38.2
million, or $1.06 per share, a decrease of 9% versus earnings of $41.9 million,
or $1.16 per share, for fiscal 2001. Again, for comparability purposes, prior
year pro forma earnings have been adjusted upward by $0.30 per share to reflect
the discontinuation of goodwill amortization. Revenues (excluding reimbursed
management costs) for fiscal 2002 totaled $716.9 million, an increase of 2%,
versus $705.2 million in the year earlier period.
During the fourth fiscal quarter of 2002, the Company finalized the
adoption of the new accounting standard regarding goodwill (SFAS 142), which
requires that goodwill and intangible assets with indefinite useful lives no
longer be amortized, but instead be tested for impairment at least annually. As
a result of this adoption, the Company recorded a cumulative effect of
accounting change of $9.3 million, net of taxes, to reflect the goodwill
impairment under the new accounting standard as of October 1, 2001.
Reported earnings (GAAP) for the quarter ended September 30, 2002 were
$0.12 per share versus $0.03 in the prior year period. Reported earnings (GAAP)
for the year ended September 30, 2002 were $0.93 per share, an increase of 29%
over prior year earnings of $0.72 per share.
Total year cash flow from operating activities totaled $74.8 million, an
increase of $27.6 million (58%) over prior year. A portion of cash flow was used
to reduce debt and preferred stock obligations a total of $33.7 million. The
debt-to-total capital ratio at September 30, 2002 improved to 0.449 versus 0.494
a year ago.
William J. Vareschi, Jr., CEO, said, "Earnings for the fourth quarter of
fiscal 2002 were in line with our July guidance. Pro forma earnings exceeded
last year's level by 15%, a period that was negatively impacted by the events of
September 11th. We continue to build earnings momentum despite a challenging
economic environment. Same-store business volumes in New York City improved
during the fourth quarter with transient revenues exceeding the same period last
year, however, monthly parking levels continue to be down slightly, primarily
due to job losses in Manhattan. Same-store revenues for the balance of the
country remain somewhat stable with pricing flat to down 1% and volume off 1%-2%
as unemployment remains relatively high. Despite the economic impact on
same-store volume, total fourth quarter revenues grew 2% verses the same period
last year bolstered by the efficient integration of profitable acquisitions and
another quarter of successful marketing efforts as evidenced by a new/lost
business ratio of 1.4.
"Looking forward, for fiscal year 2003 we expect revenues (excluding
reimbursed management costs) to be approximately $757 to $771 million, an
increase of about 6-8%. Our assumption is that economic growth will be 2-2.5%
resulting in only modest price increases in the 1% range. The balance of our
revenue growth will come from new business and improved revenue management
through technology and process improvements. Based on this revenue growth, we
estimate earnings for the year to total $1.18 to $1.23 per share before
property-related activities (pro forma) compared to $1.06 per share in fiscal
2002. This is consistent with our expectations of growing earnings at a rate
approximately twice revenue growth, reflecting the lower cost benefits
associated with "Operational Excellence." Operational Excellence is our one
corporate-wide initiative which is designed to deliver high quality service to
our customers at the lowest cost levels in the industry.
"For the first quarter of fiscal 2003, we expect revenues (excluding
reimbursed management costs) to be approximately $184-$187 million and pro forma
earnings of $0.30-$0.33 per share. This forecast is based on our expectations
that economic growth will be modest over the next several months as the country
works it way through the uncertainty with Iraq and diminished consumer
confidence. Nonetheless, we are projecting revenue growth based on our
successful marketing efforts during 2002. In fact, these efforts are
accelerating as we closed new opportunities in October which will add
approximately $10 million to revenues on an annualized basis."
Vareschi concluded, "We are beginning to see improvement in our margin
rates and in our operating results. Although Operational Excellence is in the
early innings, the returns are beginning to flow through to the bottom line. We
are optimistic that fiscal 2003 will produce solid improvement in results as we
focus on executing "Operational Excellence."
Central Parking Corporation, headquartered in Nashville, Tennessee, is a
leading provider of parking and transportation services. The Company operates
approximately 3,900 parking facilities containing approximately 1.6 million
spaces at locations in 39 states, the District of Columbia, Canada, Puerto Rico,
the United Kingdom, the Republic of Ireland, Chile, Columbia, Peru, Germany,
Switzerland, Mexico, Poland, Spain, Venezuela and Greece.
This press release contains projections and other forward-looking
statements within the meaning of Section21E of the Securities and Exchange Act
of 1934. These projections and statements reflect the Company's current views
with the respect to future events and financial performance. No assurance can be
given, however, that these events will occur or that these projections will be
achieved and actual results could differ materially from those projected as a
result of certain factors. A discussion of these factors is included in the
Company's periodic reports filed with the Securities and Exchange Commission.
CENTRAL PARKING CORPORATION AND SUBSIDIARIES
FINANCIAL HIGHLIGHTS
(UNAUDITED)
Amounts in thousands, except per share data
THREE MONTHS ENDED TWELVE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
2002 2001 2002 2001
---------- ---------- ---------- ----------
Total revenues (a) $ 177,898 $ 174,415 $ 716,948 $ 705,159
Total cost and expenses (a) (b) (163,315) (160,318) (645,871) (622,508)
Interest expense, net (995) (2,332) (6,369) (13,717)
Other income (expenses), net (330) (548) (901) (811)
Income taxes (c) (4,220) (3,159) (20,704) (21,985)
Minority interest, net of tax (1,222) (1,277) (4,874) (4,246)
---------- ---------- ---------- ----------
Earnings (pro forma) 7,816 6,781 38,229 41,892
Property-related gains (losses), net of tax (3,385) (3,050) (667) (4,902)
Gain on repurchase of mandatorily redeemable
convertible securities of a subsidiary trust,
net of tax -- -- 5,547 --
Amortization of goodwill, net of tax -- (2,773) -- (10,879)
Cumulative effect of account change, net of tax -- -- (9,341) (258)
---------- ---------- ---------- ----------
Net earnings (GAAP) $ 4,431 $ 958 $ 33,768 $ 25,853
========== ========== ========== ==========
Pro forma earnings $ 0.22 $ 0.19 $ 1.07 $ 1.17
Basic $ 0.22 $ 0.18 $ 1.06 $ 1.16
Diluted
Net earnings per share (GAAP)
Basic $ 0.12 $ 0.03 $ 0.94 $ 0.72
Diluted $ 0.12 $ 0.03 $ 0.93 $ 0.72
Weighted average common shares:
Basic 35,945 35,757 35,849 35,803
Diluted 36,275 36,924 36,211 36,015
(a) Excludes revenues and expenses for amounts directly reimbursed by
management clients.
(b) Excludes amortization of goodwill of $2,903 and $11,399 for the three
and twelve months ended September 30, 2001, respectively. The Company adopted
SFAS 142, "Goodwill and Intangible Assets," as of October 1, 2001, and therefore
no longer amortizes goodwill.
(c) Income tax expense for the three and twelve months ended September 30,
2002 excludes income tax benefits on net property-related losses of $2,256 and
$239, respectively, and income tax expense on gain on repurchase of mandatorily
redeemable convertible securities of $0 and $3,698, respectively. Income tax
expense for the three and twelve months ended September 30, 2001 excludes income
tax benefit on net property-related losses of $1,628 and $2,353, respectively,
and income tax benefit on goodwill amortization of $130 and $520, respectively.
CENTRAL PARKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
Amounts in thousands, except per share data
THREE MONTHS ENDED
SEPTEMBER 30,
2002 2001
--------- ---------
Revenues:
Parking $147,032 $148,631
Management contract and other 30,866 25,784
--------- ---------
177,898 174,415
Reimbursement of management contract expenses 100,601 99,936
--------- ---------
Total revenues 278,499 274,351
Costs and expenses:
Cost of parking 133,404 134,391
Cost of management contracts 11,416 9,996
General and administrative 18,402 15,796
Goodwill and non-compete amortization 93 3,038
--------- ---------
163,315 163,221
Reimbursed management contract expenses 100,601 99,936
--------- ---------
Total costs and expenses 263,916 263,157
Property-related gains (losses), net (5,641) (4,678)
--------- ---------
Operating earnings 8,942 6,516
Other income (expenses):
Interest income 2,032 1,466
Interest expense (3,027) (3,798)
Dividends on company-obligated mandatorily
redeemable convertible securities (1,045) (1,471)
Equity in partnership and joint venture earnings 715 923
--------- ---------
Earnings before income taxes and minority interest 7,617 3,636
Income tax expense (1,964) (1,401)
Minority interest, net of tax (1,222) (1,277)
--------- ---------
Net earnings $ 4,431 $ 958
========= =========
Basic earnings per share:
Net earnings $ 0.12 $ 0.03
Diluted earnings per share:
Net earnings $ 0.12 $ 0.03
CENTRAL PARKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
Amounts in thousands, except per share data
TWELVE MONTHS ENDED
SEPTEMBER 30,
2002 2001
----------- -----------
Revenues:
Parking $ 595,836 $ 603,416
Management contract and other 121,112 101,743
----------- -----------
716,948 705,159
Reimbursement of management contract expenses 390,306 373,413
----------- -----------
Total revenues 1,107,254 1,078,572
Costs and expenses:
Cost of parking 525,336 513,571
Cost of management contracts 49,159 41,188
General and administrative 70,973 67,107
Goodwill and non-compete amortization 403 12,041
----------- -----------
645,871 633,907
Reimbursed management contract expenses 390,306 373,413
----------- -----------
Total costs and expenses 1,036,177 1,007,320
Property-related gains (losses), net (906) (7,255)
----------- -----------
Operating earnings 70,171 63,997
Other income (expenses):
Interest income 6,119 5,807
Interest expense (12,488) (19,524)
Dividends on company-obligated mandatorily
redeemable convertible securities (4,868) (5,886)
Gain on repurchase of company-obligated
mandatorily redeemable convertible securities 9,245 --
Equity in partnership and joint venture earnings 3,967 5,075
----------- -----------
Earnings before income taxes, minority interest
and cumulative effect of accounting change 72,146 49,469
Income tax expense (24,163) (19,112)
Minority interest, net of tax (4,874) (4,246)
----------- -----------
Earnings before cumulative effect of accounting change 43,109 26,111
Cumulative effect of accounting change, net of tax (9,341) (258)
----------- -----------
Net earnings $ 33,768 $ 25,853
=========== ===========
Basic earnings per share:
Earnings before cumulative effect of accounting change $ 1.20 $ 0.73
Cumulative effect of accounting change, net of tax (0.26) (0.01)
----------- -----------
Net earnings $ 0.94 $ 0.72
=========== ===========
Diluted earnings per share:
Earnings before cumulative effect of accounting change $ 1.19 $ 0.73
Cumulative effect of accounting change, net of tax (0.26) (0.01)
----------- -----------
Net earnings $ 0.93 $ 0.72
=========== ===========
CENTRAL PARKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
Amounts in thousands
SEPTEMBER 30, SEPTEMBER 30,
2002 2001
--------------- ---------------
ASSETS
Current assets:
Cash and cash equivalents $ 33,498 $ 41,849
Management accounts receivable 39,664 32,613
Accounts receivable - other 15,714 16,149
Current portion of notes receivable 11,549 6,836
Prepaid expenses 9,835 6,939
Deferred income taxes 72 259
--------------- ---------------
Total current assets 110,332 104,645
Notes receivable, less current portion 41,210 42,931
Property, equipment and leasehold improvements, net 434,733 415,405
Contract and lease rights, net 108,406 88,094
Goodwill, net 242,141 250,630
Investment in and advances to partnerships and joint ventures 12,836 30,704
Other assets 49,226 54,472
--------------- ---------------
Total Assets $ 998,884 $ 986,881
=============== ===============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt and capital lease obligations $ 53,318 $ 53,337
Accounts payable 73,638 77,887
Accrued expenses 43,659 24,997
Management accounts payable 22,671 20,541
Income taxes payable 9,851 7,134
--------------- ---------------
Total current liabilities 203,137 183,896
Long-term debt and capital lease obligations, less current portion 207,098 208,885
Deferred rent 29,104 22,310
Deferred income taxes 13,825 15,757
Minority interest 31,572 31,121
Other liabilities 20,259 33,466
--------------- ---------------
Total liabilities 504,995 495,435
--------------- ---------------
Company-obligated mandatorily redeemable securities of subsidiary
holding solely parent debentures 78,085 110,000
Shareholders' equity:
Common stock 360 358
Additional paid-in capital 242,112 238,464
Accumulated other comprehensive loss, net (2,377) (1,979)
Retained earnings 176,924 145,308
Other shareholders' equity (1,215) (705)
--------------- ---------------
Total shareholders' equity 415,804 381,446
--------------- ---------------
Total Liabilities and Shareholders' Equity $ 998,884 $ 986,881
=============== ===============
CENTRAL PARKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Amounts in thousands
TWELVE MONTHS ENDED
SEPTEMBER 30,
2002 2001
--------- ---------
Cash flows from operating activities:
Net earnings $ 33,768 $ 25,853
Depreciation and amortization 34,500 44,263
Equity in partnership and joint venture earnings (3,967) (5,075)
Distributions from partnerships and joint ventures 3,938 3,300
Property-related (gains) losses, net 906 7,255
Gain on sale of mandatorily redeemable convertible securities (9,245) --
Cumulative effect of accounting change, net of tax 9,341 258
Deferred income taxes (1,738) (7,350)
Minority interest 4,874 4,246
Changes in operating assets and liabilities (net of acquisitions):
Management accounts receivable (4,967) (819)
Accounts receivable - other 1,001 (1,154)
Prepaid expenses (2,896) 2,773
Other assets (288) (10,051)
Accounts payable, accrued expenses and other liabilities (1,584) (4,966)
Management accounts payable 1,692 (12,911)
Deferred rent 6,794 2,703
Income taxes payable 2,691 (1,145)
--------- ---------
Net cash provided by operating activities 74,820 47,180
--------- ---------
Cash flows from investing activities:
Proceeds from disposition of property and equipment 16,651 30,800
Proceeds from sale of investment in partnership 18,399 --
Purchase of property, equipment and leasehold improvements (36,522) (28,639)
Purchase of contract and lease rights (18,948) (2,583)
Acquisitions, net of cash acquired (17,788) --
Other investing activities 698 1,596
--------- ---------
Net cash (used( provided by investing activities (37,510) 1,174
--------- ---------
Cash flows from financing activities:
Dividends paid (2,152) (2,163)
Net borrowings under revolving credit agreement 33,500 22,488
Principal repayments on notes payable and capital leases (54,214) (55,629)
Proceeds from notes payable 1.136 --
Payment to minority interest partners (4,563) (4,233)
Repurchase of common stock (488) (12,848)
Repurchase of mandatorily redeemable securities (21,823) --
Issuance of common stock and exercise of stock options 3,373 2,490
--------- ---------
Net cash used by financing activities (45,231) (49,895)
--------- ---------
Foreign currency translation (430) 176
--------- ---------
Net decrease in cash and cash equivalents (8,351) (1,365)
Cash and cash equivalents at beginning of period 41,849 43,214
--------- ---------
Cash and cash equivalents at end of period $ 33,498 $ 41,849
========= =========