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| VVI > SEC Filings for VVI > Form 10-Q on 7-Nov-2008 | All Recent SEC Filings |
7-Nov-2008
Quarterly Report
Net income of $16.8 million versus $8.5 million in 2007
Diluted income per share of $0.81 versus $0.41 in 2007
Cash and cash equivalents totaled $152.9 million as of September 30, 2008
Debt was $12.9 million as of September 30, 2008
Viad repurchased 328,000 shares of its common stock for $10.1 million
Segment operating income of $7.9 million, compared to a loss of $2.7 million in 2007
Experiential Marketing Services
Revenues of $48.6 million, an increase of 81.0 percent from 2007
Segment operating loss of $3.6 million, compared to a loss of $6.2 million in 2007
Travel and Recreation Services
Revenues of $50.5 million, comparable to 2007 revenue of $50.3 million
Segment operating income of $21.7 million, a decrease of 1.8 percent from 2007
Non-GAAP Measure:
The following discussion includes a presentation of Adjusted EBITDA which is
utilized by management to measure the profit and performance of Viad's
operations and to facilitate period to period comparisons. "Adjusted EBITDA" is
defined by Viad as net income before interest expense, income taxes,
depreciation and amortization, impairment losses and recoveries, changes in
accounting principles and the effects of discontinued operations. Adjusted
EBITDA is considered a useful operating metric as potential variations arising
from taxes, depreciation, debt service costs, impairment losses and recoveries,
changes in accounting principles and the effects of discontinued operations are
eliminated, thus resulting in an additional measure considered to be indicative
of Viad's ongoing operations. The presentation of Adjusted EBITDA is
supplemental to results presented under GAAP and may not be comparable to
similarly titled measures used by other companies. This non-GAAP measure should
be considered in addition to, but not a substitute for, other measures of
financial performance and liquidity reported in accordance with GAAP.
Management believes that the presentation of Adjusted EBITDA provides useful
information to investors regarding Viad's results of operations for trending,
analyzing and benchmarking the performance and value of Viad's business.
Management uses Adjusted EBITDA primarily as a performance measure and believes
that the GAAP financial measure most directly comparable to this non-GAAP
measure is net income. Although Adjusted EBITDA is used as a financial measure
to assess the performance of the business, the use of Adjusted EBITDA is limited
because it does not consider material costs, expenses and other items necessary
to operate the business. These items include debt service costs, non-cash
depreciation and amortization expense associated with long-lived assets,
expenses related to U.S. federal, state, local and foreign income taxes,
impairment losses or recoveries, and the effects of accounting changes and
discontinued operations. Because Adjusted EBITDA does not consider the above
items, a user of Viad's financial information should consider net income as an
important measure of financial performance because it provides a more complete
measure of the Company's performance.
A reconciliation of Adjusted EBITDA to net income is as follows:
Three months ended September 30, Nine months ended September 30,
2008 2007 2008 2007
(in thousands)
Adjusted EBITDA $ 30,967 $ 16,722 $ 91,814 $ 80,929
Impairment recoveries - 72 - 172
Interest expense (430 ) (407 ) (1,308 ) (1,252 )
Income tax expense (6,235 ) (1,843 ) (22,532 ) (21,972 )
Depreciation and amortization (7,544 ) (5,969 ) (21,388 ) (16,965 )
Income (loss) from discontinued operations - (37 ) (210 ) 65
Net income $ 16,758 $ 8,538 $ 46,376 $ 40,977
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The increase in Adjusted EBITDA of $14.2 million for the third quarter of
2008 compared to the third quarter of 2007 was primarily driven by higher
segment operating results at GES and Experiential Marketing Services. The
increase in Adjusted EBITDA of $10.9 million for the first nine months of 2008
compared to 2007 was primarily due to higher segment operating results at GES
and Experiential Marketing Services and restructuring charges in 2007, partially
offset by lower interest income in 2008.
See "Results of Operations" below for a discussion of fluctuations.
Results of Operations:
Comparison of Third Quarter of 2008 to the Third Quarter of 2007
Revenues for the third quarter of 2008 increased 32.1 percent to
$302.4 million from $228.8 million in the third quarter of 2007. Income before
income taxes and minority interest was $23.9 million for the third quarter of
2008 compared to $11.3 million in the third quarter of 2007. Viad's income from
continuing operations for the third quarter of 2008 was $16.8 million, or $0.81
per diluted share, up from $8.6 million, or $0.41 per diluted share, in the
third quarter of 2007. This was largely the result of positive show rotation as
well as new client wins at Exhibitgroup/Giltspur.
Net income for the third quarter of 2008 was $16.8 million, or $0.81 per
diluted share, compared to net income of $8.5 million, or $0.41 per diluted
share, in the third quarter of 2007, which included a loss from discontinued
operations of $37,000 primarily related to tax and other matters associated with
previously sold operations.
GES. Revenues for GES were $203.3 million for the third quarter of 2008, up
34.1 percent from $151.6 million in the third quarter of 2007. The increase in
revenue resulted primarily from positive show rotation revenue of $53 million.
Base same-show revenue declined 11.1 percent in the third quarter of 2008,
driven largely by two major retail shows. Excluding those retail shows, base
same-show revenue declined 3.0 percent, reflecting modest declines across all
industry sectors as a result of the economic slow down. Management defines base
same-show revenue growth as growth in exhibitions and events that occur in the
same quarter and same city every year. Base same-shows represented approximately
31 percent of GES' revenue in the third quarter of 2008.
Segment operating income was $7.9 million in the third quarter of 2008,
compared to a loss of $2.7 million in the third quarter of 2007. The increase
was primarily due to the increase in revenue.
In general, the exhibition and event industry is experiencing signs of the
economic slow-down, which is impacting trade show attendance and exhibitor
participation, particularly in retail and consumer shows. Additionally, the
pricing environment remains somewhat challenging. The prospects for individual
shows tend to be driven by the success of the industry related to those shows.
Although GES has a diversified revenue base and long-term contracts for future
shows, revenue growth is affected by general economic and industry-specific
conditions. In 2009, management expects show rotation to negatively impact
revenues by more than $60 million due to several major, non-annual shows that
occurred in 2008. Management remains focused on increasing productivity and
controlling costs, including the implementation of cost reduction efforts.
GES and Exhibitgroup/Giltspur are subject to multiple collective bargaining
agreements that affect labor costs, about one-third of which expire each year.
Although labor relations between the companies and labor are currently stable,
disruptions during future contract negotiations could occur, with the
possibility of an adverse impact on the operating results of GES and/or
Exhibitgroup/Giltspur.
Experiential Marketing Services. Revenues for Viad's Experiential Marketing
Services segment were $48.6 million in the third quarter of 2008, up
81.0 percent from $26.8 million in the third quarter of 2007. Included in the
2008 amount was $2.2 million of revenue earned by Becker Group. On an organic
basis (without Becker Group's revenue), revenue increased 72.9 percent to
$46.4 million as compared to $26.8 million in the third quarter of 2007 driven
by positive show rotation revenue of $13 million from the Farnborough
International Airshow and new business at Exhibitgroup/Giltspur. Segment
operating loss for the third quarter of 2008 was $3.6 million (including a loss
of $2.7 million from Becker Group) compared to an operating loss of $6.2 million
in the third quarter of 2007. On an organic basis (without Becker Group's
operating loss), segment operating results improved by $5.3 million to a loss of
$909,000 due to the revenue growth at Exhibitgroup/Giltspur.
Results of Viad's Experiential Marketing Services segment are affected by
seasonality. Exhibitgroup/Giltspur generally reports its highest revenues during
the second quarter of each year. Becker Group generates a substantial portion of
its full year revenues during the fourth quarter from the sale of large-scale,
holiday-themed events and experiences. As a result of seasonality, Becker Group
produced expected losses in each of the first three quarters. Management expects
Becker Group to produce a substantial profit in the fourth quarter.
In response to a challenging exhibit construction market, management is
focused on repositioning Exhibitgroup/Giltspur as an experience marketing agency
to capture a greater share of clients' marketing budgets by delivering
comprehensive, innovative, value-added solutions that enable clients to generate
a higher return on their face-to-face marketing investments. Management is also
focused on improving the sales pipeline and win rate to drive profitable revenue
growth, as well as cost control, productivity enhancements and increased
capacity utilization in order to improve profitability in future years.
Revenue growth is affected by general economic and industry-specific
conditions and visibility over future revenues continues to be poor. Although
the Experiential Marketing Services segment has a diversified revenue base, a
portion of the segment's revenue is generated from sales to regional shopping
malls and lifestyle centers, including sales of holiday-themed
events and experiences provided by Becker Group as well as retail merchandising
units sold by Exhibitgroup/Giltspur. As a result of the economic slow-down, some
shopping center clients have reduced their planned holiday dιcor spending for
the fourth quarter of 2008.
Travel and Recreation Services. Revenues of the travel and recreation
services businesses were $50.5 million, up slightly compared to third quarter
2007 revenues of $50.3 million. Segment operating income was $21.7 million for
the third quarter of 2008, down slightly from $22.1 million in the 2007 quarter.
Brewster experienced a decline in passenger volumes as a result of reduced
international travel to Canada. Glacier Park realized improved occupancy and
room revenue at its inns and lodges due to stronger domestic travel.
For the full year 2007, approximately 75 percent of revenue and 85 percent of
operating income generated in the Travel and Recreation Services segment was
derived through its Canadian operations. These operations are largely affected
by foreign customer visitation, and, accordingly, increases in the value of the
Canadian dollar compared to other currencies could adversely affect customer
volumes, and, therefore, revenue and operating income in the Travel and
Recreation Services segment.
The operating results related to Viad's Canadian travel and recreation
subsidiaries were translated into U.S. dollars at weighted-average exchange
rates of 0.96 and 0.95 for the third quarters of 2008 and 2007, respectively.
Accordingly, Viad's consolidated third quarter results of operations were
favorably impacted by the strengthening of the Canadian dollar relative to the
U.S. dollar as it relates to the translation of its Canadian operations.
Decreases in the exchange rates may adversely impact overall expected
profitability and historical period to period comparisons when operating results
are translated into U.S. dollars.
Glacier Park operates the concession portion of its business under concession
contracts with the U.S. National Park Service (the "Park Service") for Glacier
National Park and with the Canadian Government for Waterton Lakes National Park.
Glacier Park's 42-year lease with the Canadian Government expires in 2010 with
Glacier Park having an option to renew for two additional terms of 42 years
each. Glacier Park's original 25-year concession contract with the Park Service
that was to expire on December 31, 2005, was extended for three one-year periods
and now expires on December 31, 2008. The Park Service, in its sole discretion,
may continue extending Glacier Park's concession contract in one-year
increments. The Park Service has indicated that the contract will be extended
through December 31, 2009. When this contract ultimately expires, Glacier Park
will have the opportunity to bid on a new concession contract. If Glacier Park
does secure a new contract, possible terms would be for 10, 15 or 20 years. If a
new concessionaire is selected by the Park Service, Glacier Park's remaining
business would consist of the operations at Waterton Lakes National Park and
East Glacier, Montana. In such a circumstance, Glacier Park would be entitled to
an amount equal to its "possessory interest," which generally means the value of
the structures acquired or constructed, fixtures installed and improvements made
to the concession property at Glacier National Park during the term of the
concessions contract. This value would be based on the reconstruction cost of a
new unit of like kind, less physical depreciation, but not to exceed fair market
value. Glacier Park generated approximately 20 percent of Travel and Recreation
Services' full year 2007 segment operating income.
Corporate Activities. Corporate activities totaled $2.7 million in the third
quarter of 2008, compared to $2.3 million in the third quarter of 2007. The
increase was primarily due to higher share-based compensation expense.
Interest Income. Interest income totaled $809,000 in the third quarter of
2008, compared to $1.5 million in the third quarter of 2007. The decrease was
primarily due to lower interest rates as well as lower cash balances.
Income Taxes. The effective tax rate in the third quarter of 2008 on income
before taxes and minority interest was 26.1 percent, compared to 16.3 percent in
the third quarter of 2007. The low rates were primarily due to the net favorable
resolution of tax matters of $2.3 million and $1.9 million in 2008 and 2007,
respectively.
Comparison of First Nine Months of 2008 to the First Nine Months of 2007
Revenues for the first nine months of 2008 increased 16.1 percent to
$915.0 million from $788.2 million in 2007. The increase was primarily driven by
positive show rotation at GES, new business and increased client spending at
Exhibitgroup/Giltspur and an additional month of results from the February 1,
2007 acquisition of Melville Exhibition and Event Services Limited and
affiliated company, Corporate Technical Services Limited (collectively
"Melville"). Income before income taxes and minority interest was $69.8 million
for the first nine months of 2008, up 9.5 percent from $63.7 million for the
comparable period in 2007. Income from continuing operations for the first nine
months of 2008 was $46.6 million, or $2.25 per diluted share, compared to $40.9
million, or $1.95 per diluted share in the comparable period in 2007. These
results reflect higher segment operating income at Exhibitgroup/Giltspur and
GES, partially offset by the seasonal operating losses at Becker Group.
Additionally, 2007 results include pre-tax income of $3.9 million at GES from
the favorable resolution of a contract dispute.
Net income for the first nine months of 2008 was $46.4 million, or $2.24 per
diluted share, which included a loss from discontinued operations of $210,000,
or $0.01 per diluted share, related to certain obligations associated with
previously sold operations. This compares to net income of $41.0 million, or
$1.95 per diluted share, for the first nine months of 2007, which
included income from discontinued operations of $65,000 primarily related to tax
and other matters associated with previously sold operations.
GES. Revenues for GES were $676.6 million for the first nine months of 2008,
an increase of 14.8 percent as compared to $589.3 million in the first nine
months of 2007. The increase was primarily due to positive show rotation revenue
of $71 million, growth in exhibitor discretionary revenue and $8.7 million from
an additional month of results from Melville. Base same-show revenue declined
2.7 percent in the first nine months of 2008. Base same-shows represented
approximately 35 percent of GES' revenue in the first nine months of 2008.
Segment operating income was $57.7 million in the first nine months of 2008,
up 12.1 percent from $51.5 million in the 2007 period. Segment operating margins
were 8.5 percent in the first nine months of 2008, compared to 8.7 percent in
the 2007 period. The slight decline in segment operating margins was primarily
due to $3.9 million of pre-tax income from a 2007 contract dispute, shifts in
the mix of second quarter shows from higher margin to lower margin geographies
and a decline in exhibitor participation at two major retail shows during the
first and third quarters of 2008, partially offset by higher margins on rotating
shows and the implementation of cost reduction efforts.
Experiential Marketing Services. Revenues for Viad's Experiential Marketing
Services segment were $158.2 million in the first nine months of 2008, up
28.9 percent from $122.7 million in the comparable period in 2007. Included in
the 2008 amount was $4.0 million of revenue earned by Becker Group. On an
organic basis (without Becker Group's revenue), revenue increased 25.7 percent
to $154.2 million as compared to $122.7 million in the 2007 period, driven by
increased client spending and new business at Exhibitgroup/Giltspur. Segment
operating loss in the first nine months of 2008 was $5.8 million (including a
loss of $7.5 million from Becker Group), compared to an operating loss of
$6.3 million in the 2007 period. On an organic basis (without Becker Group's
operating loss), segment operating results improved by $8.0 million to income of
$1.8 million due to revenue growth at Exhibitgroup/Giltspur.
Travel and Recreation Services. Revenues of the Travel and Recreation
Services segment were $80.2 million in the first nine months of 2008, up
5.3 percent as compared to $76.2 million in 2007. Segment operating income was
$23.7 million for the first nine months of 2008, compared with $24.2 million for
the first nine months of 2007. During the 2008 period, Brewster experienced a
decline in passenger volumes as a result of reduced international travel to
Canada. Glacier Park realized improved occupancy and room revenue at its inns
and lodges due to stronger domestic travel.
The operating results related to Viad's travel and recreation subsidiaries
were translated into U.S. dollars at weighted-average exchange rates of 0.97 and
0.95 for the first nine months of 2008 and 2007, respectively. Accordingly,
Viad's consolidated results of operations have been favorably impacted by the
strengthening of the Canadian dollar relative to the U.S. dollar as it relates
to the translation of its Canadian operations. Decreases in the exchange rates
may adversely impact overall expected profitability and historical period to
period comparisons when operating results are translated into U.S. dollars.
Interest Income. Interest income totaled $2.6 million in the first nine
months of 2008, compared to $4.6 million in the comparable period in 2007. The
decrease was primarily due to lower interest rates as well as lower cash
balances.
Income Taxes. The effective tax rate in the first nine months of 2008 on
income before taxes and minority interest was 32.3 percent, compared to
34.5 percent in the comparable period in 2007. The low rates were primarily due
to the net favorable resolution of tax matters of $3.2 million and $1.9 million
in 2008 and 2007, respectively.
Liquidity and Capital Resources:
Cash and cash equivalents were $152.9 million as of September 30, 2008 as
compared to $165.1 million as of December 31, 2007, with the decrease primarily
due to capital expenditures, the acquisition of Becker Group and share
repurchases, mostly offset by cash flow from operations. Management believes
that Viad's existing sources of liquidity will be sufficient to fund operations
and capital commitments for at least the next 12 months.
Viad's total debt as of September 30, 2008 was $12.9 million compared to
$14.2 million as of December 31, 2007. The debt-to-capital ratio was 0.025 to 1
as of September 30, 2008 compared with 0.029 to 1 as of December 31, 2007.
Capital is defined as total debt and capital lease obligations plus minority
interest and common stock and other equity.
Effective June 15, 2006, Viad amended and restated its $150 million secured
revolving credit agreement dated June 30, 2004. The term of the amended and
restated revolving credit agreement (the "Credit Facility") is five years
(expiring on June 15, 2011) and borrowings are to be used for general corporate
purposes (including permitted acquisitions) and to support up to $75 million of
letters of credit. The Credit Facility may be increased up to an additional
$75 million under certain circumstances. The lenders have a first perfected
security interest in all of the personal property of Viad and GES, including
65 percent of the capital stock of top-tier foreign subsidiaries.
Borrowings under the Credit Facility (of which GES is a guarantor) are indexed to the prime rate or the London Interbank Offered Rate ("LIBOR"), plus appropriate spreads tied to Viad's leverage ratio. Commitment fees and letters of credit fees are also tied to Viad's leverage ratio. As of September 30, 2008, Viad had an outstanding borrowing of $8.4 million under the Credit Facility. Financial covenants include a minimum consolidated net worth requirement of not less than $344.6 million plus 50 percent of positive quarterly consolidated net income earned in each fiscal quarter beginning with the quarter ended June 30, 2006, plus net cash proceeds from all issuances of capital stock minus the . . .
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