U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
Commission file number 333-96233
NORTH AMERICAN VAN LINES, INC.
(Exact name of registrant as specified in its charter)
| DELAWARE (State or other jurisdiction of incorporation or organization) |
52-1840893 (I.R.S. Employer Identification Number) |
5001 U.S. Highway 30 West
P.O. Box 988
Fort Wayne, Indiana 46801-0988
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (260) 429-2511
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes o No ý
NORTH AMERICAN VAN LINES, INC.
Condensed Consolidated Balance Sheets
At June 30, 2002 and December 31, 2001
(Dollars in thousands except share data)
(Unaudited)
| |
June 30, 2002 |
December 31, 2001 |
||||||
|---|---|---|---|---|---|---|---|---|
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 43,876 | $ | 32,119 | ||||
| Accounts and notes receivable, net of allowance for doubtful accounts of $23,878 and $24,386, respectively | 341,459 | 267,112 | ||||||
| Other current assets | 51,140 | 38,289 | ||||||
| Deferred and recoverable income taxes | 47,021 | 39,553 | ||||||
Total current assets |
483,496 |
377,073 |
||||||
Property and equipment, net |
177,188 |
165,367 |
||||||
| Goodwill and intangible assets, net | 528,607 | 413,229 | ||||||
| Receivable from SIRVA, Inc. | 25,820 | 23,268 | ||||||
| Other assets | 113,758 | 116,877 | ||||||
Total long-term assets |
845,373 |
718,741 |
||||||
Total assets |
$ |
1,328,869 |
$ |
1,095,814 |
||||
Liabilities and Stockholder's Equity |
||||||||
| Current liabilities: | ||||||||
| Current portion of long-term debt | $ | 16,052 | $ | 16,958 | ||||
| Current portion of capital lease obligations | 3,836 | 4,006 | ||||||
| Revolving credit facility | 8,593 | 47,235 | ||||||
| Accounts payable | 134,153 | 61,009 | ||||||
| Other current liabilities | 311,355 | 273,804 | ||||||
| Accrued income tax payable | 1,652 | 2,285 | ||||||
Total current liabilities |
475,641 |
405,297 |
||||||
Long-term debt |
524,802 |
440,410 |
||||||
| Capital lease obligations | 15,386 | 16,366 | ||||||
| Due to SIRVA, Inc. | 40,585 | 38,515 | ||||||
| Other liabilities | 47,298 | 43,722 | ||||||
| Deferred income taxes | 40,375 | 29,714 | ||||||
Total long-term liabilities |
668,446 |
568,727 |
||||||
Total liabilities |
1,144,087 |
974,024 |
||||||
Commitments and contingencies |
||||||||
Stockholder's equity: |
||||||||
| Common stock, $.01 par value, 1,000 shares authorized, issued and outstanding at June 30, 2002 and December 31, 2001, respectively | | | ||||||
| Additional paid-in-capital | 245,450 | 188,950 | ||||||
| Accumulated other comprehensive loss | (15,198 | ) | (17,988 | ) | ||||
| Accumulated deficit | (45,470 | ) | (49,172 | ) | ||||
| Total stockholder's equity | 184,782 | 121,790 | ||||||
| Total liabilities and stockholder's equity | $ | 1,328,869 | $ | 1,095,814 | ||||
See accompanying notes to condensed consolidated financial statements.
2
NORTH AMERICAN VAN LINES, INC.
Consolidated Statements of Operations
For the three and six months ended June 30, 2002 and 2001
(Dollars in thousands)
(Unaudited)
| |
Three Months Ended |
Six Months Ended |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| |
June 30, 2002 |
June 30, 2001 |
June 30, 2002 |
June 30, 2001 |
|||||||||||
| Operating revenues | $ | 537,144 | $ | 591,292 | $ | 966,798 | $ | 1,101,664 | |||||||
Operating expenses: |
|||||||||||||||
| Purchased transportation expense | 319,687 | 375,774 | 574,589 | 692,384 | |||||||||||
| Other direct transportation expense | 105,667 | 102,944 | 189,449 | 198,289 | |||||||||||
| Total direct expenses | 425,354 | 478,718 | 764,038 | 890,673 | |||||||||||
Gross margin |
111,790 |
112,574 |
202,760 |
210,991 |
|||||||||||
Insurance and claims |
9,972 |
13,940 |
20,800 |
27,220 |
|||||||||||
| Other indirect expense (income) | (124 | ) | 1,493 | 2,427 | 4,864 | ||||||||||
| Total indirect expenses | 9,848 | 15,433 | 23,227 | 32,084 | |||||||||||
Selling, general and administrative expenses |
77,894 |
76,707 |
149,993 |
162,598 |
|||||||||||
| Restructuring charge (credit) | (111 | ) | 4,773 | (842 | ) | 5,008 | |||||||||
Income from operations |
24,159 |
15,661 |
30,382 |
11,301 |
|||||||||||
Non-operating income (expense) |
(674 |
) |
456 |
(308 |
) |
264 |
|||||||||
Income before interest and taxes |
23,485 |
16,117 |
30,074 |
11,565 |
|||||||||||
Interest expense |
12,268 |
15,750 |
24,844 |
31,588 |
|||||||||||
Income (loss) before income taxes |
11,217 |
367 |
5,230 |
(20,023 |
) |
||||||||||
Provision (benefit) for income taxes |
4,208 |
5,503 |
1,528 |
(20,130 |
) |
||||||||||
Income (loss) before cumulative effect of accounting change |
7,009 |
(5,136 |
) |
3,702 |
107 |
||||||||||
Cumulative effect of accounting change, net of tax |
|
|
|
(328 |
) |
||||||||||
Net income (loss) |
$ |
7,009 |
$ |
(5,136 |
) |
$ |
3,702 |
$ |
(221 |
) |
|||||
See accompanying notes to condensed consolidated financial statements.
3
NORTH AMERICAN VAN LINES, INC.
Consolidated Statement of Changes in Stockholder's Equity
For the six months ended June 30, 2002
(Dollars in thousands)
(Unaudited)
| |
Total |
Accumulated deficit |
Accumulated other comprehensive income (loss) |
Common stock |
Additional paid-in-capital |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2001 | $ | 121,790 | $ | (49,172 | ) | $ | (17,988 | ) | $ | | $ | 188,950 | ||||
Comprehensive income (loss): |
||||||||||||||||
Net income |
3,702 |
3,702 |
||||||||||||||
Unrealized hedging gain, net of tax of $522 |
782 |
782 |
||||||||||||||
Net change in unrealized holding loss on available-for-sale securities, net of tax benefit of $(842) |
(1,264 |
) |
(1,264 |
) |
||||||||||||
Foreign currency translation adjustment, net of tax of $2,182 |
3,272 |
3,272 |
||||||||||||||
Total comprehensive income |
6,492 |
|||||||||||||||
Additional capital contribution |
56,500 |
56,500 |
||||||||||||||
Balance at June 30, 2002 |
$ |
184,782 |
$ |
(45,470 |
) |
$ |
(15,198 |
) |
$ |
|
$ |
245,450 |
||||
See accompanying notes to condensed consolidated financial statements.
4
NORTH AMERICAN VAN LINES, INC.
Condensed Consolidated Statements of Cash Flows
For the six months ended June 30, 2002 and 2001
(Dollars in thousands)
(Unaudited)
| |
Six Months Ended |
|||||||
|---|---|---|---|---|---|---|---|---|
| |
June 30, 2002 |
June 30, 2001 |
||||||
| Net cash provided by operating activities | $ | 32,333 | $ | 19,237 | ||||
Cash flows from investing activities: |
||||||||
| Additions of property and equipment | (17,414 | ) | (23,137 | ) | ||||
| Proceeds from sale of property and equipment | 2,573 | 611 | ||||||
| Purchases of investments | (28,054 | ) | (38,957 | ) | ||||
| Proceeds from maturity or sale of investments | 35,237 | 39,701 | ||||||
| Acquisitions | (82,867 | ) | | |||||
| Other investing activities | (854 | ) | (738 | ) | ||||
Net cash used for investing activities |
(91,379 |
) |
(22,520 |
) |
||||
Cash flows from financing activities: |
||||||||
| Borrowings (repayments) on revolving credit facility, net | (5,000 | ) | 3,350 | |||||
| Change in balance of outstanding checks | (7,078 | ) | (6,274 | ) | ||||
| Borrowings on long-term debt | 50,403 | | ||||||
| Principal payments on long-term debt | (22,036 | ) | (5,900 | ) | ||||
| Capital contributions from SIRVA | 56,500 | | ||||||
| Other financing activities | (2,422 | ) | (815 | ) | ||||
Net cash provided by (used for) financing activities |
70,367 |
(9,639 |
) |
|||||
Effect of translation adjustments on cash |
436 |
266 |
||||||
Net increase (decrease) in cash and cash equivalents |
11,757 |
(12,656 |
) |
|||||
| Cash and cash equivalents at beginning of period | 32,119 | 43,509 | ||||||
Cash and cash equivalents at end of period |
$ |
43,876 |
$ |
30,853 |
||||
See accompanying notes to condensed consolidated financial statements.
5
NORTH AMERICAN VAN LINES, INC.
Notes to Condensed Consolidated Financial Statements
June 30, 2002
(Dollars in thousands)
(Unaudited)
(1) Basis of Presentation
This report covers North American Van Lines, Inc. and its subsidiaries (the "Company").
The accompanying unaudited condensed consolidated financial statements should be read together with the Company's audited consolidated financial statements for the year ended December 31, 2001. Certain information and footnote disclosures normally included in the aforementioned financial statements prepared in accordance with generally accepted accounting principles are condensed or omitted. Management of the Company believes the interim financial statements include all adjustments, including normal recurring adjustments, necessary for a fair presentation of the financial condition and results of operations for the interim periods presented.
Certain reclassifications have been made to the condensed consolidated financial statements for the prior periods presented to conform with the June 30, 2002 presentation.
(2) Acquisitions and Related Party
On April 12, 2002, the Company purchased the assets ("NAIT") of the National Association of Independent Truckers, a leading provider of insurance services to independent contract truck drivers, for $25,359 in cash, $3,611 in assumed net liabilities and a deferred amount of $3,000 payable subject to the completion of certain operating performance objectives during 2002 and 2003. NAIT is an association of more than 11,000 independent contract truck drivers that provides its members with occupational accident, physical damage and non-trucking liability insurance, as well as access to a suite of professional services. The purchase price was funded from the sale of securities, existing cash balances and $20,000 of cash contributions from SIRVA, Inc. ("SIRVA"), the Company's parent. SIRVA obtained those proceeds from the sale of its common stock to Clayton, Dubilier and Rice Fund VI Limited Partnership, a Cayman Islands exempted limited partnership managed by Clayton, Dubilier and Rice, Inc. ("Fund VI"), and an affiliate of Fund V, the controlling shareholder of SIRVA. The cost to acquire NAIT has been preliminarily allocated to the assets acquired and liabilities assumed according to estimated fair values and is subject to adjustment when additional information concerning asset and liability valuations are finalized. The preliminary allocation has resulted in acquired goodwill of $33,501.
On May 3, 2002, SIRVA, through two wholly-owned subsidiaries, purchased the business ("CRS") conducted by Cooperative Resource Services, Ltd. that provides comprehensive relocation services to companies and their employees, including home sale services, relocation coordinaton services and mortgage lending services. One of these two subsidiaries, which is wholly-owned by the Company, purchased such business' acquired assets and equity other than equity relating to certain mortgage lending operations of the seller. The mortgage lending operations of the seller were purchased by the other subsidiary, which is an indirect wholly-owned subsidiary of SIRVA. The mortgage lending operations share common customers with CRS. Subject to certain adjustments, the combined cash purchase price for the acquisitions was approximately $60,000, of which $3,500 was paid for the assets of the mortgage lending operations. Approximately $45,000 of the purchase price was paid in cash and $15,000 (non-cash) was paid in notes issued by the Company. In addition, certain liabilities relating to the acquired business were assumed in connection with the acquisition including $26,572 of indebtedness under a revolving credit facility used to fund the mortgage lending operations, which was assumed by the SIRVA acquisition subsidiary. The cash purchase price for the acquisition, as well as approximately $24,100 of other indebtedness of the acquired business that was retired as part of the
6
acquisition, were financed with proceeds of $36,500 of cash contributions from SIRVA. SIRVA obtained those proceeds from the sale of its common stock to Fund VI and the incurrence of $50,000 additional senior indebtedness. The cost to acquire CRS has been preliminarily allocated to the assets acquired and liabilities assumed according to estimated fair values and is subject to adjustment when additional information concerning asset and liability valuations are finalized. The preliminary allocation has resulted in acquired goodwill of $81,194.
The following unaudited pro forma consolidated information presents the results of operations of the Company as if the acquisition of CRS had taken place at the beginning of each period presented:
| |
Three Months Ended June 30, 2002 |
Three Months Ended June 30, 2001 |
Six Months Ended June 30, 2002 |
Six Months Ended June 30, 2001 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | $ | 544,947 | $ | 614,838 | $ | 993,879 | $ | 1,146,885 | |||||
| Income (loss) before cumulative effect of accounting change | $ | 7,211 | $ | (4,063 | ) | $ | 5,359 | $ | 2,224 | ||||
| Cumulative effect of accounting change, net of tax | | | | (843 | ) | ||||||||
| Net income (loss) | $ | 7,211 | $ | (4,063 | ) | $ | 5,359 | $ | 1,381 | ||||
The unaudited pro forma consolidated results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which would have actually resulted had the combinations been in effect on January 1, 2001, or of future results of operations.
(3) Cash and Cash Equivalents
Cash and cash equivalents of $22,447 and $13,474, relating to the Company's wholly-owned insurance subsidiaries, at June 30, 2002 and December 31, 2001, respectively, require regulatory agency approval prior to being used for non-insurance related purposes.
(4) Goodwill and Intangible Assets
Goodwill and intangible assets consisted of the following:
| |
June 30, 2002 |
December 31, 2001 |
||||
|---|---|---|---|---|---|---|
| Trade names, net | $ | 165,670 | $ | 165,670 | ||
| Goodwill, net | 362,937 | 247,559 | ||||
| $ | 528,607 | $ | 413,229 | |||
7
The changes in the carrying amount of goodwill for the six months ended June 30, 2002 are as follows:
| |
Six Months Ended June 30, 2002 |
|||
|---|---|---|---|---|
| Balance as of January 1, 2002 | $ | 247,559 | ||
| Goodwill acquired: | ||||
| NAIT | 33,501 | |||
| CRS | 81,194 | |||
| Other acquisitions | 683 | |||
| Balance as of June 30, 2002 | $ | 362,937 | ||
In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets" ("SFAS 142"), which requires that goodwill and intangible assets with indefinite useful lives no longer be amortized, but rather be tested for impairment at least annually. The company adopted the provisions of SFAS 142 effective January 1, 2002 and has discontinued the amortization of goodwill and intangible assets with indefinite useful lives. Trade names consist of the brand names northAmerican, Allied, Pickfords and Allied Pickfords. Goodwill and intangible assets have been identified as having indefinite useful lives and were tested for impairment consistent with the provisions of SFAS 142. The Company completed such testing during the second quarter of 2002 and determined that there was no impairment of goodwill and intangible assets as of January 1, 2002.
The carrying amount of goodwill attributable to each reportable business segment was as follows:
| |
June 30, 2002 |
December 31, 2001 |
||||
|---|---|---|---|---|---|---|
| Moving ServicesNorth America | $ | 70,403 | $ | 70,141 | ||
| Moving ServicesEurope and Asia Pacific | 115,917 | 115,496 | ||||
| Logistics Services | 16,954 | 16,954 | ||||
| Insurance Services | 78,469 | 44,968 | ||||
| Relocation Services | 81,194 | | ||||
| $ | 362,937 | $ | 247,559 | |||
8
The following represents a comparison of results for the three and six months ended June 30, 2002 and 2001 adjusted to exclude amortization expense:
| |
Three Months Ended June 30, 2002 |
Three Months Ended June 30, 2001 |
Six Months Ended June 30, 2002 |
Six Months Ended June 30, 2001 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net income (loss), as reported | $ | 7,009 | $ | (5,136 | ) | $ | 3,702 | $ | (221 | ) | |||
| Amortization of goodwill and trade names | | 2,755 | | 5,518 | |||||||||
| Income tax provision | | (1,102 | ) | | (2,207 | ) | |||||||
| Pro forma net income (loss) | $ | 7,009 | $ | (3,483 | ) | $ | 3,702 | $ | 3,090 | ||||
(5) Income Taxes
The Company's estimated provision for income taxes differs from the amount computed by applying the federal and state statutory rates. This is primarily due to (1) the non-deductibility of certain items expensed for book purposes and (2) limitations that exist on the availability of certain foreign income tax credits. These items create taxable income that is greater than income reported for financial statement purposes.
(6) Long-term Debt
Long-term debt consisted of the following:
| |
June 30, 2002 |
December 31, 2001 |
||||
|---|---|---|---|---|---|---|
| Revolving credit facility | $ | 40,000 | | |||
| Note payableTranche A | 124,709 | $ | 135,000 | |||
| Note payableTranche B | 209,887 | 171,500 | ||||
| Senior subordinated notes | 150,000 | 150,000 | ||||
| Other | 16,258 | 868 | ||||
| Total debt | 540,854 | 457,368 | ||||
| Less current maturities | 16,052 | 16,958 | ||||
| Total long-term debt | $ | 524,802 | $ | 440,410 | ||
On April 30, 2002, as part of the financing of the acquisition of CRS, the Company amended its credit agreement to increase Note PayableTranche B by $50,000. The incremental facility is subject to the same terms and conditions of the credit agreement.
On May 3, 2002, as part of the financing of the acquisition of CRS, the Company issued two 10% notes payable, Seller Note A amounting to $10,000, and Seller Note B amounting to $5,000 (the "Seller Notes"). The Seller Notes are subordinated to the Company's senior debt. Seller Note A is due May 3, 2007. Seller Note B is due May 3, 2012 or May 3, 2007 if certain conditions are met. On a quarterly basis, 50% of the interest on the outstanding principal amount will accrete and be added to the
9
principal amount and 50% will be paid in cash. The amount of accretion at June 30, 2002 was $79 and $50 of Seller Note A and Seller Note B, respectively.
During the second quarter 2002, the Company determined that, due to the nature of the revolving credit facility borrowings, it should be classified as a component of long-term debt. The revolving credit facility is a component of the Company's credit agreement, which matures in 2006.
(7) Commitments and Contingencies
(a) Litigation
The Company and certain subsidiaries are defendants in numerous lawsuits relating principally to motor carrier operations. In the opinion of management, after consulting with its legal counsel, the amount of the Company's ultimate liability resulting from these matters will not materially affect the Company's financial position, results of operations or liquidity; however, such liability may be material to any given quarter.
(b) Environmental Matters
The Company is named as a potentially responsible party ("PRP") in two environmental cleanup proceedings by federal or state authorities and one additional environmental clean-up proceeding by a group of PRP's. The suits are brought under the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, or other federal or state statutes. Based on all known information, it is estimated that the settlement cost of each PRP site would not be materially or significantly larger than the litigation reserves established, which totaled $35 as of June 30, 2002 and December 31, 2001, respectively. It is possible that additional claims or lawsuits involving now unidentified environmental sites may arise in the future.
The Company owns or has owned and leases or has leased facilities at which underground storage tanks for diesel fuel are located and operated. Management believes that the Company has taken the appropriate and necessary action with regard to releases of diesel fuel that have occurred. Based on its assessment of the facts and circumstances now known and after consulting with its legal counsel, management believes that it has recorded appropriate estimates of liability for those environmental matters of which the Company is aware. Further, management believes it is unlikely that any identified matters, either individually or in aggregate, will have a material effect on the Company's financial position, results of operations or liquidity. As conditions may exist on these properties related to environmental problems that are latent or undisclosed, there can be no assurance that the Company will not incur liabilities or costs, the amount of which cannot be estimated reliably at this time.
(c) Purchase Commitments
The Company has entered into certain purchase commitments primarily for trailers and software licenses in the amount of $7,063 and $9,844 as of June 30, 2002 and December 31, 2001, respectively. See Note (10) Subsequent Events for additional purchase commitments for information systems outsourcing.
10
(8) Operating Segments
Due to the acquisitions described in Note (2), the Company realigned certain businesses within its segment structure and created two additional segments. As of June 30, 2002, the Company has five reportable segments1. Moving Services-North America, 2. Moving Services-Europe and Asia Pacific, 3. Insurance Services, 4. Relocation Services and 5. Logistics Services. Segments 1. through 4. comprise Global Relocation Services. Intersegment transactions, principally relating to international operations, are recorded at market rates as determined by management. The consolidation process results in the appropriate elimination of intercompany transactions, with revenues reflected in the segment responsible for billing the end customer. Prior period segment information has been restated to reflect these changes.
The Moving Services-North America segment provides domestic and international residential moving services, operating as North American Van Lines, Allied Van Lines and Global Van Lines, through a network of exclusive agents. It provides packing, loading, transportation, delivery and warehousing services for any type of household move in the U.S., Canada and also coordinates these same services for customers on a global basis.
The Moving Services-Europe and Asia Pacific segment, operating principally as Pickfords or Allied Pickfords, operates in the United Kingdom, portions of Europe, Australia, New Zealand and other Asia Pacific locations and provides complete domestic and international moving and relocation services. It also provides a full range of office and industrial moving services including records management in most of the aforementioned locations.
The Insurance Services segment provides coverage against loss from certain risks, primarily cargo warehousing, commercial auto physical damage, commercial auto liability and general liability to agents, owner-operators affiliated with the Company and various other parties in the transportation industry. It is comprised of Transguard, a multiple-line property and casualty insurance company, and NAIT, a leading provider of insurance services to independent contract truck drivers.
The Relocation Services segment is comprised of CRS, a business that provides comprehensive relocation services nationally to companies and their employees, including home sale services and relocation coordination services.
The Logistics Services segment operates in North America, the United Kingdom and mainland Europe and provides specialized transportation, handling and delivery services to principally electronics, medical equipment and other suppliers of sensitive goods with unique service requirements. It also provides customized logistics solutions including serialized tracking, inventory and stock management, in-transit product merge and configuration and other customized services principally to customers with unique requirements. It also provides freight forwarding and brokerage services to customers, as well as vehicle and driver services to the Company, agents and owner-operators.
11
The tables below represent information about revenues, income (loss) from operations and total assets by segment used by the chief decision-makers of the Company:
| |
Three Months Ended |
Six Months Ended |
||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| |
June 30, 2002 |
June 30, 2001 |
June 30, 2002 |
June 30, 2001 |
||||||||||
| Revenues | ||||||||||||||
| Moving ServicesNorth America | $ | 289,799 | $ | 346,701 | $ | 495,367 | $ | 607,386 | ||||||
| Moving ServicesEurope & Asia Pacific | 77,366 | 76,260 | 156,523 | 154,707 | ||||||||||
| Insurance Services | 20,408 | 11,332 | 33,326 | 22,736 | ||||||||||
| Relocation Services | 17,551 | 560 | 18,615 | 942 | ||||||||||
| Global Relocation Services | 405,124 | 434,853 | 703,831 | 785,771 | ||||||||||
| Logistics Services | 132,020 | 156,439 | 262,967 | 315,893 | ||||||||||
| Consolidated revenues | $ | 537,144 | $ | 591,292 | $ | 966,798 | $ | 1,101,664 | ||||||
Income (loss) from operations |
||||||||||||||