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ARC Document Solutions Reports Results for Fourth Quarter and Full Year 2015


/EINPresswire.com/ -- WALNUT CREEK, CA -- (Marketwired) -- 02/23/16 -- ARC Document Solutions, Inc. (NYSE: ARC), the nation's leading document solutions provider for the architecture, engineering, and construction (AEC) industry, today reported its financial results for the fourth quarter and full year ended December 31, 2015.

2015 Annual Business Highlights:

  • Revenue grew by $4.9 million year-over-year, or 1.2%
  • Adjusted diluted earnings per share grew 40% to $0.35 vs. $0.25 in 2014
  • Gross margin increased 60 basis points year-over-year to 34.6%
  • Adjusted EBITDA was $72.2 million
  • Adjusted cash flow from operations grew more than 13% to $61.2 million
  • Total debt reduced by $30.9 million, or 15.2%
  • 2016 fully-diluted annual adjusted earnings per share projected to be in the range of $0.30 to $0.35; annual adjusted cash provided by operating activities projected to be in the range of $55 to $60 million; and annual adjusted EBITDA to be in the range of $66 million to $71 million


Financial Highlights:
                                                            Twelve Months
                                     Three Months Ended         Ended
                                        December 31,        December 31,
                                     ------------------  ------------------
(All dollar amounts in millions,
 except EPS)                           2015      2014      2015      2014
                                     --------  --------  --------  --------
Net Revenue                          $  104.5  $  107.6  $  428.7  $  423.8
Gross Margin                             33.8%     32.5%     34.6%     34.0%
Net income (loss) attributable to
 ARC                                 $    3.1  $   (2.3) $   97.0  $    7.3
Adjusted net income attributable to
 ARC                                 $    3.2  $    2.6  $   16.8  $   11.8
Diluted earnings (loss) per share    $   0.06  $  (0.05) $   2.04  $   0.15
Adjusted diluted earnings per share  $   0.07  $   0.06  $   0.35  $   0.25
Cash provided by operating
 activities                          $   16.9  $   13.0  $   60.0  $   50.0
Adjusted cash provided by operating
 activities                          $   16.9  $   13.1  $   61.2  $   54.0
EBITDA                               $   15.1  $    9.6  $   68.2  $   58.3
Adjusted EBITDA                      $   15.9  $   17.0  $   72.2  $   72.3
Capital Expenditures                 $   (2.7) $   (3.2) $  (14.2) $  (13.3)
Debt & Capital Leases (including
 current)                                                $  173.0  $  203.9

Management Commentary

"In 2015 we carved out a solid position for our new technology solutions, generated more than a million dollars of new sales from innovative technology-enabled services, and drove impressive growth in our Archiving and Information Management business," said K. "Suri" Suriyakumar, Chairman, President and CEO of ARC Document Solutions. "Our team also generated a consolidated gross margin of nearly 35 percent, paid down more than 10 percent of our senior debt obligations, generated strong cash flows and healthy EBITDA performance, and created the opportunity to produce strong returns on a share repurchase program. All of this was done in the face of our traditional business being challenged due to secular headwinds and a continuing industry trend toward reducing print."

"As we look at the next 24 to 36 months," said Mr. Suriyakumar, "we expect to deliver excellent cash generation, healthy gross margin performance, and continuing improvements to our capital structure as we capture new business, gain traction with our new business lines, and build upon them to offset the slow declines in our traditional business. We're building a new business, and as we do so, we believe our investors will recognize the fundamental value of our transformation."

2015 Fourth Quarter Supplemental Information:
Net sales were $104.5 million, a 2.8% decrease compared to the fourth quarter of 2014.

Days sales outstanding in Q4 2015 and 2014 were 52.

AEC customers comprised approximately 77% of our total net sales, while non-AEC customers made up 23% of our total net sales.

The number of MPS accounts has grown to approximately 9,000, a gain of approximately 500 contracts over Q4 2014.


Sales from Services and Product Lines as a Percentage of Net Sales

                                                            Twelve Months
                                     Three Months Ended         Ended
                                        December 31,        December 31,
                                     ------------------  ------------------
Services and Product Line              2015      2014      2015      2014
                                     --------  --------  --------  --------
CDIM                                     50.7%     49.8%     51.6%     51.9%
MPS                                      33.8%     33.5%     33.6%     33.3%
AIM                                       3.2%      2.5%      3.1%      2.6%
Equipment and supplies sales             12.3%     14.2%     11.7%     12.2%

Outlook
ARC Document Solutions anticipates annual adjusted earnings per share in 2016 to be in the range of $0.30 to $0.35 on a fully diluted basis, and annual cash flow from operations to be in the range of $55 million to $60 million. The Company's outlook for 2016 annual adjusted EBITDA is expected to be in the range of $66 million to $71 million.

Teleconference and Webcast
ARC Document Solutions will host a conference call and audio webcast today at 2:00 P.M. Pacific Time (5:00 P.M. Eastern Time) to discuss results for the Company's fourth quarter of 2015. To access the live audio call, dial 888-378-0320. International callers may join the conference by dialing 719-325-2361. The conference ID number is 6449686. A live webcast will also be made available on the investor relations page of ARC Document Solution's website at ir.e-arc.com.

A replay of the call will be available for five days after the call's conclusion. To access the replay, dial 888-203-1112. International callers may access the replay by dialing 719-457-0820. The conference ID number is 6449686. The webcast will also be made available at www.e-arc.com for approximately 90 days following the call's conclusion.

About ARC Document Solutions (NYSE: ARC)
ARC Document Solutions is a leading document solutions company serving businesses of all types, with an emphasis on the non-residential segment of the architecture, engineering and construction industries. The Company helps more than 90,000 customers reduce costs and increase efficiency in the use of their documents, improve document access and control, and offers a wide variety of ways to print, produce, and store documents. ARC provides its solutions onsite in more than 8,500 of its customers' offices, offsite in service centers around the world, and digitally in the form of proprietary software and web applications. For more information please visit www.e-arc.com.

Forward-Looking Statements
This press release contains forward-looking statements that are based on current opinions, estimates and assumptions of management regarding future events and the future financial performance of the Company. Words such as "expect," "forecast," "project," "outlook," and similar expressions identify forward-looking statements and all statements other than statements of historical fact, including, but not limited to, any projections regarding earnings, revenues and financial performance of the Company, could be deemed forward-looking statements. We caution you that such statements are only predictions and are subject to certain risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. In addition to matters affecting the construction, managed print services, document management or reprographics industries, or the economy generally, factors that could cause actual results to differ from expectations stated in forward-looking statements include, among others, the factors described in the caption entitled "Risk Factors" in Item 1A in ARC Document Solution's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, Quarterly Reports on Form 10-Q, and other periodic filings and prospectuses. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.



ARC Document Solutions, Inc.
Consolidated Balance Sheets
(In thousands, except per share data)
(Unaudited)

                                                 December 31,  December 31,
                                                 ------------  ------------
Current assets:                                      2015          2014
                                                 ------------  ------------
  Cash and cash equivalents                      $     23,963  $     22,636
  Accounts receivable, net of allowances for
   accounts receivable of $2,094 and $2,413            60,085        62,045
  Inventories, net                                     16,972        16,251
  Deferred income taxes                                     -           278
  Prepaid expenses                                      4,555         4,767
  Other current assets                                  4,131         6,080
                                                 ------------  ------------
    Total current assets                              109,706       112,057
Property and equipment, net of accumulated
 depreciation of $202,457 and $214,697                 57,590        59,520
Goodwill                                              212,608       212,608
Other intangible assets, net                           17,946        23,841
Deferred financing fees, net                            1,586         2,440
Deferred income taxes                                  74,196         1,110
Other assets                                            2,492         2,492
                                                 ------------  ------------
    Total assets                                 $    476,124  $    414,068
                                                 ============  ============
Current liabilities:
  Accounts payable                               $     23,989  $     26,866
  Accrued payroll and payroll-related expenses         12,118        13,765
  Accrued expenses                                     19,194        22,793
  Current portion of long-term debt and capital
   leases                                              14,374        27,969
                                                 ------------  ------------
    Total current liabilities                          69,675        91,393
Long-term debt and capital leases                     158,604       175,916
Deferred income taxes                                  35,933        33,463
Other long-term liabilities                             2,778         3,458
                                                 ------------  ------------
    Total liabilities                                 266,990       304,230
                                                 ------------  ------------
Commitments and contingencies
Stockholders' equity:
ARC Document Solutions, Inc. stockholders'
 equity:
  Preferred stock, $0.001 par value, 25,000
   shares authorized; 0 shares issued and
   outstanding                                              -             -
  Common stock, $0.001 par value, 150,000 shares
   authorized; 47,130 and 46,800 shares issued
   and 47,029 and 46,723 shares outstanding                47            47
  Additional paid-in capital                          115,089       110,650
  Retained earnings (deficit)                          89,687        (7,353)
  Accumulated other comprehensive loss                 (2,097)         (161)
                                                 ------------  ------------
                                                      202,726       103,183
  Less cost of common stock in treasury, 101 and
   77 shares                                              612           408
                                                 ------------  ------------
    Total ARC Document Solutions, Inc.
     stockholders' equity                             202,114       102,775
Noncontrolling interest                                 7,020         7,063
                                                 ------------  ------------
    Total equity                                      209,134       109,838
                                                 ------------  ------------
    Total liabilities and equity                 $    476,124  $    414,068
                                                 ============  ============



ARC Document Solutions, Inc.
Consolidated Statements of Operations
(Dollars in thousands, except per share data)
(Unaudited)
                                  Three Months Ended    Twelve Months Ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------
Service sales                    $  91,593  $  92,329  $ 378,638  $ 371,884
Equipment and supplies sales        12,946     15,265     50,027     51,872
                                 ---------  ---------  ---------  ---------
  Total net sales                  104,539    107,594    428,665    423,756
Cost of sales                       69,238     72,680    280,541    279,478
                                 ---------  ---------  ---------  ---------
  Gross profit                      35,301     34,914    148,124    144,278
Selling, general and
 administrative expenses            26,877     26,952    107,280    107,672
Amortization of intangible
 assets                              1,336      1,489      5,642      5,987
Restructuring expense                    -         12         89        777
                                 ---------  ---------  ---------  ---------
  Income from operations             7,088      6,461     35,113     29,842
Other income, net                      (18)       (25)       (99)       (96)
Loss on extinguishment of debt          89      5,252        282      5,599
Interest expense, net                1,499      2,923      6,974     14,560
                                 ---------  ---------  ---------  ---------
  Income (loss) before income
   tax provision (benefit)           5,518     (1,689)    27,956      9,779
Income tax provision (benefit)       2,334        418    (69,432)     2,348
                                 ---------  ---------  ---------  ---------
  Net income (loss)                  3,184     (2,107)    97,388      7,431
Income attributable to
 noncontrolling interest              (123)      (220)      (348)      (156)
                                 ---------  ---------  ---------  ---------
  Net income (loss) attributable
   to ARC Document Solutions,
   Inc. shareholders             $   3,061  $  (2,327) $  97,040  $   7,275
                                 =========  =========  =========  =========
Income (loss) per share
 attributable to ARC Document
 Solutions, Inc. shareholders:
  Basic                          $    0.07  $   (0.05) $    2.08  $    0.16
                                 =========  =========  =========  =========
  Diluted                        $    0.06  $   (0.05) $    2.04  $    0.15
                                 =========  =========  =========  =========
Weighted average common shares
 outstanding:
  Basic                             46,722     46,393     46,631     46,245
  Diluted                           47,400     46,393     47,532     47,088



ARC Document Solutions, Inc.
Non-GAAP Measures
Reconciliation of cash flows provided by operating activities to EBIT,
 EBITDA and Adjusted EBITDA
(Dollars in thousands)
(Unaudited)
                                  Three Months Ended    Twelve Months Ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------
Cash flows provided by operating
 activities                      $  16,864  $  12,963  $  59,981  $  50,012
  Changes in operating assets
   and liabilities, net of
   effect of business
   acquisitions                     (2,338)       453      4,905      4,438
  Non-cash expenses, including
   depreciation, amortization
   and restructuring               (11,342)   (15,523)    32,502    (47,019)
  Income tax (benefit) provision     2,334        418    (69,432)     2,348
  Interest expense, net              1,499      2,923      6,974     14,560
  Income attributable to
   noncontrolling interest            (123)      (220)      (348)      (156)
                                 ---------  ---------  ---------  ---------
EBIT                                 6,894      1,014     34,582     24,183
  Depreciation and amortization      8,171      8,574     33,661     34,135
                                 ---------  ---------  ---------  ---------
EBITDA                              15,065      9,588     68,243     58,318
  Loss on extinguishment of debt        89      5,252        282      5,599
  Trade secret litigation costs
   (1)                                   -        979         34      3,766
  Restructuring expense                  -         12         89        777
  Stock-based compensation             773      1,184      3,512      3,802
                                 ---------  ---------  ---------  ---------
Adjusted EBITDA                  $  15,927  $  17,015  $  72,160  $  72,262
                                 =========  =========  =========  =========

(1) On February 1, 2013, we filed a civil complaint against a competitor and
    a former employee in the Superior Court of California for Orange County,
    which alleged, among other claims, the misappropriation of ARC trade
    secrets; namely, proprietary customer lists that were used to
    communicate with ARC customers in an attempt to unfairly acquire their
    business. In prior litigation with the competitor based on related
    facts, in 2007 the competitor entered into a settlement agreement and
    stipulated judgment, which included an injunction. We instituted this
    suit to stop the defendant from using similar unfair business practices
    against us in the Southern California market. The case proceeded to
    trial in May 2014, and a jury verdict was entered for the defendants. In
    the first quarter of 2015, we entered into a settlement and paid the
    defendant. Legal fees associated with the litigation were recorded as
    selling, general and administrative expense.



ARC Document Solutions, Inc.
Non-GAAP Measures
Reconciliation of cash flows provided by operating activities to adjusted
 cash flows provided by operating activities
(Dollars in thousands)
(Unaudited)
                                   Three Months Ended   Twelve Months Ended
                                      December 31,          December 31,
                                 --------------------- ---------------------
                                    2015       2014       2015       2014
                                 ---------- ---------- ---------- ----------
Cash flows provided by operating
 activities                      $   16,864 $   12,963 $   59,981 $   50,012
  Payments related to trade
   secret litigation costs                -        130      1,033      2,744
  Payments related to
   restructuring expenses                11          9        165      1,203
                                 ---------- ---------- ---------- ----------
Adjusted cash flows provided by
 operating activities            $   16,875 $   13,102 $   61,179 $   53,959
                                 ========== ========== ========== ==========


ARC Document Solutions, Inc.
Non-GAAP Measures
Reconciliation of net (loss) income attributable to ARC to unaudited
 adjusted net income attributable to ARC
(In thousands, except per share data)
(Unaudited)
                                  Three Months Ended    Twelve Months Ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------
Net income (loss) attributable
 to ARC Document Solutions, Inc. $   3,061  $  (2,327) $  97,040  $   7,275
  Loss on extinguishment of debt        89      5,252        282      5,599
  Restructuring expense                  -         12         89        777
  Trade secret litigation costs          -        979         34      3,766
  Income tax benefit related to
   above items                         (33)    (2,434)      (158)    (3,953)
  Deferred tax valuation
   allowance and other discrete
   tax items                            41      1,141    (80,513)    (1,657)
                                 ---------  ---------  ---------  ---------
Unaudited adjusted net income
 attributable to ARC Document
 Solutions, Inc.                 $   3,158  $   2,623  $  16,774  $  11,807
                                 =========  =========  =========  =========

Actual:
Income (loss) per share
 attributable to ARC Document
 Solutions, Inc. shareholders:
  Basic                          $    0.07  $   (0.05) $    2.08  $    0.16
                                 =========  =========  =========  =========
  Diluted                        $    0.06  $   (0.05) $    2.04  $    0.15
                                 =========  =========  =========  =========
Weighted average common shares
 outstanding:
  Basic                             46,722     46,393     46,631     46,245
  Diluted                           47,400     46,393     47,532     47,088

Adjusted:
Earnings per share attributable
 to ARC Document Solutions, Inc.
 shareholders:
  Basic                          $    0.07  $    0.06  $    0.36  $    0.26
                                 =========  =========  =========  =========
  Diluted                        $    0.07  $    0.06  $    0.35  $    0.25
                                 =========  =========  =========  =========
Weighted average common shares
 outstanding:
  Basic                             46,722     46,393     46,631     46,245
  Diluted                           47,400     47,595     47,532     47,088



ARC Document Solutions, Inc.
Non-GAAP Measures
Reconciliation of net (loss) income attributable to ARC to EBIT, EBITDA and
 Adjusted EBITDA
(Dollars in thousands)
(Unaudited)
                                  Three Months Ended    Twelve Months Ended
                                     December 31,           December 31,
                                 --------------------  ---------------------
                                    2015       2014       2015       2014
                                 ---------- ---------  ---------  ----------
Net income (loss) attributable
 to ARC Document Solutions, Inc. $    3,061 $  (2,327) $  97,040  $    7,275
Interest expense, net                 1,499     2,923      6,974      14,560
Income tax provision (benefit)        2,334       418    (69,432)      2,348
                                 ---------- ---------  ---------  ----------
EBIT                                  6,894     1,014     34,582      24,183
Depreciation and amortization         8,171     8,574     33,661      34,135
                                 ---------- ---------  ---------  ----------
EBITDA                               15,065     9,588     68,243      58,318
Loss on extinguishment of debt           89     5,252        282       5,599
Trade secret litigation costs             -       979         34       3,766
Restructuring expense                     -        12         89         777
Stock-based compensation                773     1,184      3,512       3,802
                                 ---------- ---------  ---------  ----------
Adjusted EBITDA                  $   15,927 $  17,015  $  72,160  $   72,262
                                 ========== =========  =========  ==========



ARC Document Solutions, Inc.
Net Sales by Product Line
(Dollars in thousands)
(Unaudited)
                                   Three Months Ended   Twelve Months Ended
                                      December 31,          December 31,
                                 --------------------- ---------------------
                                    2015       2014       2015       2014
                                 ---------- ---------- ---------- ----------
Service Sales
CDIM                             $   52,987 $   53,530 $  221,174 $  219,764
MPS                                  35,310     36,097    144,244    141,313
AIM                                   3,296      2,702     13,220     10,807
                                 ---------- ---------- ---------- ----------
  Total services sales               91,593     92,329    378,638    371,884
Equipment and supplies sales         12,946     15,265     50,027     51,872
                                 ---------- ---------- ---------- ----------
  Total net sales                $  104,539 $  107,594 $  428,665 $  423,756
                                 ========== ========== ========== ==========

Non-GAAP Financial Measures.

EBIT, EBITDA and related ratios presented in this report are supplemental measures of our performance that are not required by or presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These measures are not measurements of our financial performance under GAAP and should not be considered as alternatives to net income, income from operations, or any other performance measures derived in accordance with GAAP or as an alternative to cash flows from operating, investing or financing activities as a measure of our liquidity.

EBIT represents net income before interest and taxes. EBITDA represents net income before interest, taxes, depreciation and amortization. EBIT margin is a non-GAAP measure calculated by dividing EBIT by net sales. EBITDA margin is a non-GAAP measure calculated by dividing EBITDA by net sales.

We have presented EBIT, EBITDA and related ratios because we consider them important supplemental measures of our performance and liquidity. We believe investors may also find these measures meaningful, given how our management makes use of them. The following is a discussion of our use of these measures.

We use EBIT and EBITDA to measure and compare the performance of our operating segments. Our operating segments' financial performance includes all of the operating activities except debt and taxation which are managed at the corporate level for U.S. operating segments. As a result, we believe EBIT is the best measure of operating segment profitability and the most useful metric by which to measure and compare the performance of our operating segments. We use EBITDA to measure performance for determining consolidated-level compensation. In addition, we use EBIT and EBITDA to evaluate potential acquisitions and potential capital expenditures.

EBIT, EBITDA and related ratios have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are as follows:

  • They do not reflect our cash expenditures, or future requirements for capital expenditures and contractual commitments;

  • They do not reflect changes in, or cash requirements for, our working capital needs;

  • They do not reflect the significant interest expense, or the cash requirements necessary, to service interest or principal payments on our debt;

  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA does not reflect any cash requirements for such replacements; and

  • Other companies, including companies in our industry, may calculate these measures differently than we do, limiting their usefulness as comparative measures.

Because of these limitations, EBIT, EBITDA, and related ratios should not be considered as measures of discretionary cash available to us to invest in business growth or to reduce our indebtedness. We compensate for these limitations by relying primarily on our GAAP results and using EBIT, EBITDA and related ratios only as supplements.

Our presentation of adjusted net income, adjusted EBITDA, and adjusted cash flows from operations over certain periods is an attempt to provide meaningful comparisons to our historical performance for our existing and future investors. The unprecedented changes in our end markets over the past several years have required us to take measures that are unique in our history and specific to individual circumstances. Comparisons inclusive of these actions make normal financial and other performance patterns difficult to discern under a strict GAAP presentation. Each non-GAAP presentation, however, is explained in detail in the reconciliation tables above. For more information, see our 2014 Annual Report on Form 10-K.

Specifically, we have presented adjusted net income attributable to ARC and adjusted earnings per share attributable to ARC shareholders for the three and twelve months ended December 31, 2015 and 2014 to reflect the exclusion of loss on extinguishment of debt, restructuring expense, trade secret litigation costs, and changes in the valuation allowances related to certain deferred tax assets and other discrete tax items. We have presented adjusted cash flows from operating activities for the three and twelve months ended December 31, 2015 and 2014 to reflect the exclusion of cash payments related to trade secret litigation costs and cash payments related to restructuring expenses. This presentation facilitates a meaningful comparison of our operating results for the three and twelve months ended December 31, 2015 and 2014. We believe these charges were the result of the current macroeconomic environment, our capital restructuring, or other items which are not indicative of our actual operating performance.

We have presented adjusted EBITDA for the three and twelve months ended December 31, 2015 and 2014 to exclude loss on extinguishment of debt, trade secret litigation costs, stock-based compensation expense, and restructuring expense. The adjustment of EBITDA for these items is consistent with the definition of adjusted EBITDA in our credit agreement; therefore, we believe this information is useful to investors in assessing our financial performance.



ARC Document Solutions
Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)

                                  Three Months Ended   Twelve Months Ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------
Cash flows from operating
 activities
Net income (loss)                $   3,184  $  (2,107) $  97,388  $   7,431
Adjustments to reconcile net
 income (loss) to net cash
 provided by operating
 activities:
  Allowance for accounts
   receivable                           48        102        340        546
  Depreciation                       6,835      7,085     28,019     28,148
  Amortization of intangible
   assets                            1,336      1,489      5,642      5,987
  Amortization of deferred
   financing costs                     129        171        589        758
  Amortization of discount on
   long-term debt                        -        108          -        764
  Stock-based compensation             773      1,184      3,512      3,802
  Deferred income taxes              1,952       (843)    10,173      5,429
  Deferred tax valuation
   allowance                           213      1,100    (80,669)    (3,552)
  Loss on early extinguishment
   of debt                              89      5,252        282      5,599
  Other non-cash items, net            (33)      (125)      (390)      (462)
  Changes in operating assets
   and liabilities, net of
   effect of business
   acquisitions:
    Accounts receivable              4,366      1,526        729     (6,898)
    Inventory                          808       (149)      (967)    (2,220)
    Prepaid expenses and other
     assets                           (645)    (1,521)     2,296     (1,830)
    Accounts payable and accrued
     expenses                       (2,191)      (309)    (6,963)     6,510
                                 ---------  ---------  ---------  ---------
Net cash provided by operating
 activities                         16,864     12,963     59,981     50,012
                                 ---------  ---------  ---------  ---------
Cash flows from investing
 activities
Capital expenditures                (2,728)    (3,242)   (14,245)   (13,269)
Payments for businesses
 acquired, net of cash acquired          -          -       (142)      (342)
Other                                   75       (690)       731       (185)
                                 ---------  ---------  ---------  ---------
Net cash used in investing
 activities                         (2,653)    (3,932)   (13,656)   (13,796)
                                 ---------  ---------  ---------  ---------
Cash flows from financing
 activities
Proceeds from stock option
 exercises                             112         26        673      1,227
Proceeds from issuance of common
 stock under Employee Stock
 Purchase Plan                          28         17        111         82
Share repurchases - shares
 surrendered for tax withholding         -        (89)      (204)      (240)
Contingent consideration on
 prior acquisitions                    (54)         -       (413)         -
Proceeds from borrowings on
 long-term debt agreements               -    175,000          -    175,000
Early extinguishment of long-
 term debt                          (3,625)  (182,000)   (14,500)  (194,500)
Payments on long-term debt
 agreements and capital leases      (7,287)    (2,780)   (27,329)   (19,217)
Net borrowings (repayments)
 under revolving credit
 facilities                              -        926     (1,888)        98
Payment of deferred financing
 costs                                   -     (2,281)       (25)    (2,735)
Payment of hedge premium                 -          -       (632)         -
Dividends paid to noncontrolling
 interest                                -          -          -       (486)
                                 ---------  ---------  ---------  ---------
Net cash used in financing
 activities                        (10,826)   (11,181)   (44,207)   (40,771)
                                 ---------  ---------  ---------  ---------
Effect of foreign currency
 translation on cash balances         (246)       (49)      (791)      (171)
                                 ---------  ---------  ---------  ---------
Net change in cash and cash
 equivalents                         3,139     (2,199)     1,327     (4,726)
Cash and cash equivalents at
 beginning of period                20,824     24,835     22,636     27,362
                                 ---------  ---------  ---------  ---------
Cash and cash equivalents at end
 of period                       $  23,963  $  22,636  $  23,963  $  22,636
                                 =========  =========  =========  =========
Supplemental disclosure of cash
 flow information:
Noncash financing activities:
  Capital lease obligations
   incurred                      $   3,490  $   4,146  $  13,157  $  19,055
  Liabilities in connection with
   the acquisition of businesses $       -  $     658  $       -  $   1,768
  Liabilities in connection with
   deferred financing costs      $       -  $       8  $       -  $       8

Contact Information:
David Stickney
VP Corporate Communications & Investor Relations
925-949-5114