UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
AND EXCHANGE ACT OF 1934
Date of
Report (Date of Earliest Event Reported) April 22, 2009
HUB GROUP, INC.
(Exact
name of registrant as specified in its charter)
DELAWARE
(State or
Other Jurisdiction of Incorporation)
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0-27754
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36-4007085
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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3050 Highland Parkway, Suite
100
Downers Grove, Illinois
60515
(Address,
including zip code, of principal executive offices)
(630) 271-3600
(Registrant’s
telephone number, including area code)
NOT
APPLICABLE
(Former
Name or Former Address, If Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant any of the following
provisions:
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o
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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o
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL
CONDITION
On April
22, 2009, Hub Group, Inc. issued a press
release announcing its first quarter 2009 operating results. The
press release is furnished as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND
EXHIBITS
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(a) Not
Applicable.
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(b) Not
Applicable.
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(c) Not
Applicable.
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(d) A
list of exhibits filed herewith is contained on the
Exhibit
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Index which immediately precedes such exhibits and is |
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incorporated herein by reference. |
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SIGNATURES
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.
HUB GROUP, INC.
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DATE: April
23, 2009
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/s/ Terri A.
Pizzuto
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By: Terri
A. Pizzuto
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Title: Executive
Vice President, Chief
Financial
Officer and
Treasurer
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EXHIBIT INDEX
Exhibit
No.
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99.1
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Press
release, issued on April 22, 2009, announcing first quarter
2009 operating results for Hub Group, Inc.
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EXHIBIT 99.1
Hub
Group, Inc. Reports First Quarter 2009 Earnings
DOWNERS
GROVE, IL, April 22, 2009, -- Hub Group, Inc. (NASDAQ: HUBG) today reported
income for the quarter ended March 31, 2009 of $6.2 million. Hub
Group’s diluted earnings per share was $0.17 for the first quarter of
2009.
Hub
Group’s revenue decreased 17% to $352 million compared to $425 million in the
first quarter of 2008. First quarter intermodal revenue decreased 19%
to $246 million. The decrease was attributable to a 5% volume
decrease and a 14% decrease related mostly to fuel. Truck brokerage
revenue decreased 24% to $68 million this quarter. First quarter
logistics revenue increased 18% to $38 million.
Hub Group
generated $29 million of cash flow from operations and ended the quarter with
$113 million in cash.
“We are
pleased that we have been able to maintain our market share and generate strong
cash flow, despite the challenging freight market,” said David P. Yeager,
Chairman and Chief Executive Officer. “We remain focused on providing
excellent service to our customers as we drive multiple initiatives to improve
efficiency and increase productivity. We are confident that we have
the right strategy and team to weather this current economic downturn and thrive
when conditions improve.”
CONFERENCE
CALL
Hub will
hold a conference call at 5:00 p.m. Eastern Time on Wednesday, April 22, 2009 to
discuss its first quarter results.
Hosting
the conference call will be David P. Yeager, Chairman and Chief Executive
Officer and Terri A. Pizzuto, Executive Vice-President, Chief Financial Officer
and Treasurer.
This call
is being webcast and can be accessed through the Investors link on Hub Group’s
Web site at www.hubgroup.com
.. Those interested in participating in the question and answer
session should follow the telephone dial-in instructions below.
To
participate in the conference call by telephone, please call ten minutes early
by dialing (888) 680-0865. The conference call participant code is
15068357. Participants may pre-register for the call at
https://www.theconferencingservice.com/prereg/key.process?key=PX96NYBH7. Pre-registrants
will be issued a pin number to use when dialing into the live call which will
provide quick access to the conference, bypassing the operator. The
call will be limited to 60 minutes, including questions and
answers.
An audio
replay will be available through the Investors link on the Company's Web site at
www.hubgroup.com.
This replay will be available for 30 days.
ABOUT HUB
GROUP: Hub Group, Inc. is a leading asset-light freight transportation
management company providing comprehensive intermodal, truck brokerage and
logistics services. The Company operates through a network of over 30 offices
throughout the United States, Canada and Mexico.
CERTAIN
FORWARD-LOOKING STATEMENTS: Statements in this press release that are not
historical, including statements about Hub Group's or management's earnings
guidance, intentions, beliefs, expectations, representations, projections, plans
or predictions of the future, are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements are inherently uncertain and subject to risks. Such statements should
be viewed with caution. Actual results or experience could differ materially
from the forward-looking statements as a result of many factors. Factors that
could cause actual results to differ materially include the factors listed from
time to time in Hub Group's SEC reports including, but not limited to, the
annual report on Form 10-K for the year ended December 31, 2008. Hub
Group assumes no liability to update any such forward-looking
statements.
SOURCE:
Hub Group, Inc.
CONTACT:
Amy Lisek of Hub Group, Inc., +1-630-795-2214
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HUB
GROUP, INC.
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UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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||||||||
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(in
thousands, except per share amounts)
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Three
Months
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||||||||
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Ended
March 31,
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2009
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2008
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Revenue
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$ | 351,695 | $ | 424,995 | ||||
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Transportation
costs
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306,526 | 367,493 | ||||||
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Gross
margin
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45,169 | 57,502 | ||||||
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Costs
and expenses:
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Salaries
and benefits
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23,214 | 25,363 | ||||||
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General
and administrative
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10,123 | 10,150 | ||||||
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Depreciation
and amortization
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1,156 | 1,001 | ||||||
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Total
costs and expenses
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34,493 | 36,514 | ||||||
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Operating
income
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10,676 | 20,988 | ||||||
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Other
income (expense):
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Interest
expense
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(25 | ) | (26 | ) | ||||
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Interest
and dividend income
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55 | 338 | ||||||
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Other,
net
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10 | 95 | ||||||
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Total
other income
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40 | 407 | ||||||
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Income
before provision for income taxes
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10,716 | 21,395 | ||||||
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Provision
for income taxes
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4,538 | 8,260 | ||||||
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Net
income
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$ | 6,178 | $ | 13,135 | ||||
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Basic
earnings per common share
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$ | 0.17 | $ | 0.35 | ||||
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Diluted
earnings per common share
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$ | 0.17 | $ | 0.35 | ||||
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Basic
weighted average number of shares outstanding
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37,321 | 37,101 | ||||||
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Diluted
weighted average number of shares outstanding
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37,412 | 37,405 | ||||||
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HUB
GROUP, INC.
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CONDENSED CONSOLIDATED
BALANCE SHEETS
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(in
thousands, except share amounts)
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March
31,
2009
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December
31,
2008
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ASSETS
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(unaudited)
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CURRENT
ASSETS:
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Cash
and cash equivalents
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$ | 112,673 | $ | 85,799 | ||||
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Accounts
receivable
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Trade,
net
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132,751 | 145,362 | ||||||
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Other
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7,435 | 10,318 | ||||||
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Prepaid
taxes
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123 | 123 | ||||||
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Deferred
taxes
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4,213 | 5,430 | ||||||
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Prepaid
expenses and other current assets
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3,762 | 4,346 | ||||||
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TOTAL
CURRENT ASSETS
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260,957 | 251,378 | ||||||
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Restricted
investments
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6,573 | 6,118 | ||||||
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Property
and equipment, net
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31,486 | 32,713 | ||||||
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Other
intangibles, net
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6,499 | 6,610 | ||||||
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Goodwill,
net
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233,056 | 233,110 | ||||||
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Other
assets
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1,690 | 1,747 | ||||||
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TOTAL
ASSETS
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$ | 540,261 | $ | 531,676 | ||||
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LIABILITIES
AND STOCKHOLDERS' EQUITY
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CURRENT
LIABILITIES:
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Accounts
payable
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Trade
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$ | 110,070 | $ | 105,064 | ||||
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Other
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7,401 | 6,107 | ||||||
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Accrued
expenses
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Payroll
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7,131 | 9,988 | ||||||
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Other
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24,282 | 26,388 | ||||||
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TOTAL
CURRENT LIABILITIES
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148,884 | 147,547 | ||||||
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Non-current
liabilities
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8,595 | 9,535 | ||||||
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Deferred
taxes
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61,227 | 59,410 | ||||||
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STOCKHOLDERS'
EQUITY:
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Preferred
stock, $.01 par value; 2,000,000 shares
authorized; no shares issued or outstanding in 2009 and
2008
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- | - | ||||||
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Common
stock
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Class
A: $.01 par value; 97,337,700 shares authorized and
41,224,792 shares issued in 2009 and 2008; 37,163,730 shares
outstanding in 2009 and 36,970,347 shares outstanding in
2008
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412 | 412 | ||||||
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Class
B: $.01 par value; 662,300 shares authorized; 662,296 shares
issued and outstanding in 2009 and 2008
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7 | 7 | ||||||
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Additional
paid-in capital
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169,572 | 174,355 | ||||||
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Purchase
price in excess of predecessor basis, net of tax benefit of
$10,306
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(15,458 | ) | (15,458 | ) | ||||
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Retained
earnings
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271,465 | 265,287 | ||||||
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Treasury
stock; at cost, 4,061,062 shares in 2009 and 4,254,445 shares in
2008
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(104,443 | ) | (109,419 | ) | ||||
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TOTAL
STOCKHOLDERS' EQUITY
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321,555 | 315,184 | ||||||
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TOTAL
LIABILITIES AND STOCKHOLDERS' EQUITY
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$ | 540,261 | $ | 531,676 | ||||
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HUB
GROUP, INC.
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UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
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(in
thousands)
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Three
Months Ended March 31,
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2009
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2008
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Cash
flows from operating activities:
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Net
income
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$ | 6,178 | $ | 13,135 | ||||
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Adjustments
to reconcile net income to net cash provided by operating
activities:
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Depreciation
and amortization
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2,184 | 1,706 | ||||||
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Deferred
taxes
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3,088 | 3,232 | ||||||
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Compensation
expense related to share-based compensation plans
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1,078 | 1,171 | ||||||
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(Gain)
loss on sale of assets
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(27 | ) | 29 | |||||
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Changes
in operating assets and liabilities:
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Restricted
investments
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(455 | ) | (2,246 | ) | ||||
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Accounts
receivable, net
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15,494 | (723 | ) | |||||
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Prepaid
expenses and other current assets
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584 | 578 | ||||||
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Other
assets
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57 | 136 | ||||||
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Accounts
payable
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6,300 | 2,499 | ||||||
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Accrued
expenses
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(4,401 | ) | (14,085 | ) | ||||
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Non-current
liabilities
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(940 | ) | (196 | ) | ||||
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Net
cash provided by operating activities
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29,140 | 5,236 | ||||||
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Cash
flows from investing activities:
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Proceeds
from sale of equipment
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48 | 29 | ||||||
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Purchases
of property and equipment
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(1,429 | ) | (849 | ) | ||||
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Cash
used in acquisition of Comtrak, Inc.
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- | (5,000 | ) | |||||
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Net
cash used in investing activities
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(1,381 | ) | (5,820 | ) | ||||
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Cash
flows from financing activities:
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Proceeds
from stock options exercised
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40 | 315 | ||||||
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Purchase
of treasury stock
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(1,042 | ) | (672 | ) | ||||
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Excess
tax benefits from share-based compensation
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117 | 1,817 | ||||||
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Net
cash (used in) provided by financing activities
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(885 | ) | 1,460 | |||||
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Net
increase in cash and cash equivalents
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26,874 | 876 | ||||||
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Cash
and cash equivalents beginning of period
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85,799 | 38,002 | ||||||
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Cash
and cash equivalents end of period
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$ | 112,673 | $ | 38,878 | ||||