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8-K - 8-K - Churchill Downs Incq22012earningsrelease.htm




FOR IMMEDIATE RELEASE          Contact: Courtney Yopp Norris
(502) 636-4564
Courtney.Norris@kyderby.com


CHURCHILL DOWNS INCORPORATED REPORTS 2012 Q2 RESULTS
Record net revenues from continuing operations of $270.8 million, an 8 percent increase over 2011 Q2
Record net earnings from continuing operations of $48.6 million, a 21 percent climb over 2011 Q2
Record EBITDA of $95.3 million, 12 percent growth over 2011 Q2
Record Kentucky Oaks and Derby Week EBITDA grows $5.4 million over last year

LOUISVILLE, Ky. (August 6, 2012) - Churchill Downs Incorporated (CHDN: NASDAQ) (“Company”) today reported results for the second quarter and six months ended June 30, 2012.

Due primarily to growth within CDI's Racing Operations, including a record Kentucky Oaks and Derby week, and growth in the Company's Online Business segment, the Company's net revenues from continuing operations for the second quarter of 2012 increased 8%, or $21.1 million, to $270.8 million from $249.7 million during the same period of the prior year.

CDI's online wagering company, Twinspires.com, experienced a second quarter handle increase of 13%, or $29.7 million, as compared to the prior-year period, driven primarily by new customer growth and an increase in average daily wagering.

Racing Operations EBITDA increased $6.6 million and was primarily driven by increased EBITDA of $5.4 million from Kentucky Oaks and Derby week related to increased admissions, sponsorships and pari-mutuel revenues, as well as 17 additional live race days.

Our Gaming Business segment EBITDA increased $6.6 million, or 52%, as insurance recoveries, net of losses, increased $4.6 million from the same period of the prior year.  During the three months ended June 30, 2012, we received insurance recoveries, net of losses, of  $5.0 million, which reflects the final insurance claim settlement from the 2011 flood damage sustained at Harlow's Casino Resort & Hotel (“Harlow's”), which was closed for 25 days during the three months ended June 30, 2011, due to the Mississippi River flooding.  During the three months ended June 30, 2011, we received insurance recoveries, net of losses, of $0.4 million, which reflects a settlement for wind damage sustained at Harlow's during 2011. Partially offsetting this increase was a decrease in EBITDA of $1.1 million at Calder Casino due to the impact of heightened competition in the south Florida market.

Net earnings from continuing operations for the period were $48.6 million, or $2.77 per diluted common share, an increase of 21% from net earnings from continuing operations of $40.1 million, or $2.36 per diluted common share, during the second quarter of 2011.


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Churchill Downs Incorporated Reports 2012
Page 2 of 10 August 6, 2012



CDI Chairman and Chief Executive Officer Robert L. Evans:

“We continue to build our portfolio of growth opportunities. Construction of the super-premium seating venue, The Mansion at Churchill Downs, has begun along with sales for this area for the 2013 Kentucky Oaks and Kentucky Derby. On June 29, 2012, the Illinois expanded gaming legislation, Senate Bill 1849, was sent to Governor Quinn, who has 60 days to sign or veto the measure. On July 26, 2012, our joint venture entity with Delaware North Gaming and Entertainment, known as Miami Valley Gaming & Racing LLC, submitted its gaming and racing license applications to the state of Ohio. Later this year we hope to launch the real-money gaming site Luckity.com. And we continue to aggressively evaluate various ventures and potential acquisitions.”

A conference call regarding this news release is scheduled for Tuesday, August 7, 2012, at 9 a.m. ET. Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at www.churchilldownsincorporated.com or www.earnings.com, or by dialing (877) 372-0878 and entering the pass code 14736794 at least 10 minutes before the appointed time. International callers should dial (253) 237-1169. A copy of the Company's news release announcing quarterly results and relevant financial and statistical information about the period will be accessible at www.churchilldownsincorporated.com.

In addition to the results provided in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), the Company has provided a non-GAAP measurement, which presents a financial measure of earnings before interest, taxes, depreciation and amortization (“EBITDA”). Churchill Downs Incorporated uses EBITDA as a key performance measure of results of operations for purposes of evaluating performance internally. The Company believes the use of this measure enables management and investors to evaluate and compare, from period to period, the Company's operating performance in a meaningful and consistent manner. This non-GAAP measurement is not intended to replace the presentation of the Company's financial results in accordance with GAAP.

ABOUT CHURCHILL DOWNS INCORPORATED
Churchill Downs Incorporated (“CDI”) (NASDAQ: CHDN), headquartered in Louisville, Ky., owns and operates the world-renowned Churchill Downs Racetrack, home of the Kentucky Derby and Kentucky Oaks, as well as racetrack and casino operations and a poker room in Miami Gardens, Fla.; racetrack, casino and video poker operations in New Orleans, La.; racetrack operations in Arlington Heights, Ill.; and a casino resort in Greenville, Miss. CDI also owns the country's premier account-wagering company, TwinSpires.com, and other advance-deposit wagering providers; the totalisator company, United Tote; Bluff Media, an Atlanta-based multimedia poker content, brand and publishing company; and a collection of racing-related telecommunications and data companies. Information about CDI can be found online at www.churchilldownsincorporated.com.

Information set forth in this news release contains various “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Private Securities Litigation Reform Act of 1995 (the “Act”) provides certain “safe harbor” provisions for forward-looking statements. All forward-looking statements made in this news release are made pursuant to the Act. The reader is cautioned that such forward-looking statements are based on information available at the time and/or management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “should,” “will,” and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ materially from expectations include: the effect of global economic conditions, including any disruptions in the credit markets; a decrease in consumers' discretionary income; the effect (including possible increases in the cost of doing business) resulting from future war and terrorist activities or political uncertainties; the overall economic environment; the impact of increasing insurance costs; the impact of interest rate fluctuations; the financial performance of our racing operations; the impact of gaming competition (including lotteries, online gaming and riverboat, cruise ship and land-based casinos) and other sports and entertainment options in the markets in which we operate; our ability to maintain racing and gaming licenses to conduct our businesses; the impact of live racing day competition with other Florida, Illinois and Louisiana racetracks within those respective markets; the impact of higher purses and other incentives in states that compete with our racetracks; costs associated with our efforts in support of alternative

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Churchill Downs Incorporated Reports 2012
Page 3 of 10 August 6, 2012



gaming initiatives; costs associated with customer relationship management initiatives; a substantial change in law or regulations affecting pari-mutuel and gaming activities; a substantial change in allocation of live racing days; changes in Kentucky, Florida, Illinois or Louisiana law or regulations that impact revenues or costs of racing operations in those states; the presence of wagering and gaming operations at other states' racetracks and casinos near our operations; our continued ability to effectively compete for the country's horses and trainers necessary to achieve full field horse races; our continued ability to grow our share of the interstate simulcast market and obtain the consents of horsemen's groups to interstate simulcasting; our ability to enter into agreements with other industry constituents for the purchase and sale of racing content for wagering purposes; our ability to execute our acquisition strategy and to complete or successfully operate planned expansion projects; our ability to successfully complete any divestiture transaction; market reaction to our expansion projects; the inability of our totalisator company, United Tote, to maintain its processes accurately or keep its technology current; our accountability for environmental contamination; the inability of our Online Business to prevent security breaches within its online technologies; the loss of key personnel; the impact of natural and other disasters on our operations and our ability to obtain insurance recoveries in respect of such losses (including losses related to business interruption); our ability to integrate any businesses we acquire into our existing operations, including our ability to maintain revenues at historic levels and achieve anticipated cost savings; the impact of wagering laws, including changes in laws or enforcement of those laws by regulatory agencies; the outcome of pending or threatened litigation; changes in our relationships with horsemen's groups and their memberships; our ability to reach agreement with horsemen's groups on future purse and other agreements (including, without limiting, agreements on sharing of revenues from gaming and advance deposit wagering); the effect of claims of third parties to intellectual property rights; and the volatility of our stock price.

You should read this discussion in conjunction with the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q and the Company's Annual Report on Form 10-K for the year ended December 31, 2011 for further information, including Part I - Item 1A, "Risk Factors" for a discussion regarding some of the reasons that actual results may be materially different from those we anticipate, as modified by Part II - Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.


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Churchill Downs Incorporated Reports 2012
Page 4 of 10 August 6, 2012





CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three months ended June 30, 2012, and 2011
(in thousands, except per common share data)

 
2012
 
2011
 
% Change
Net revenues
 
 
 
 
 
Racing
$
160,440

 
$
148,371

 
8
Gaming
51,371

 
49,459

 
4
Online
52,702

 
46,526

 
13
Other
6,303

 
5,330

 
18
 
270,816

 
249,686

 
8
Operating expenses
 
 
 
 
 
Racing
95,484

 
91,555

 
4
Gaming
38,291

 
38,237

 
Online
32,925

 
28,851

 
14
Other
6,866

 
5,267

 
30
Selling, general and administrative expenses
20,070

 
18,696

 
7
Insurance recoveries, net of losses
(5,003
)
 
(395
)
 
F
Operating income
82,183

 
67,475

 
22
Other income (expense):
 
 
 
 
 
Interest income
35

 
56

 
-38
Interest expense
(982
)
 
(3,461
)
 
-72
Equity in (loss) gain of unconsolidated investments
(564
)
 
460

 
U
Miscellaneous, net
37

 
3,158

 
-99
 
(1,474
)
 
213

 
U
Earnings from continuing operations before provision for income taxes
80,709

 
67,688

 
19
Income tax provision
(32,133
)
 
(27,698
)
 
16
Earnings from continuing operations
48,576

 
39,990

 
21
Discontinued operations, net of income taxes:
 
 
 
 
 
Gain on sale of assets

 
157

 
U
Net earnings and comprehensive income
$
48,576

 
$
40,147

 
21
 
 
 
 
 
 
Net earnings per common share data:
 
 
 
 
 
Basic
 
 
 
 
 
Earnings from continuing operations
$
2.82

 
$
2.38

 
18
Discontinued operations
$

 
$
0.01

 
U
Net earnings
$
2.82

 
$
2.39

 
18
 
 
 
 
 
 
Diluted
 
 
 
 
 
Earnings from continuing operations
$
2.77

 
$
2.36

 
17
Discontinued operations
$

 
$
0.01

 
U
Net earnings
$
2.77

 
$
2.37

 
17
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
Basic
16,978

 
16,444

 
 
Diluted
17,502

 
16,935

 
 
 U: >100% unfavorable F: >100% favorable

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Churchill Downs Incorporated Reports 2012
Page 5 of 10 August 6, 2012





CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the six months ended June 30, 2012, and 2011
(in thousands, except per common share data)

 
2012
 
2011
 
% Change
Net revenues
 
 
 
 
 
Racing
$
190,622

 
$
180,082

 
6
Gaming
110,707

 
108,546

 
2
Online
96,737

 
83,329

 
16
Other
10,946

 
9,283

 
18
 
409,012

 
381,240

 
7
Operating expenses
 
 
 
 
 
Racing
138,472

 
137,601

 
1
Gaming
79,231

 
79,639

 
(1)
Online
63,076

 
55,216

 
14
Other
12,575

 
9,857

 
28
Selling, general and administrative expenses
36,269

 
34,700

 
5
Insurance recoveries, net of losses
(6,514
)
 
(395
)
 
F
Operating income
85,903

 
64,622

 
33
Other income (expense):
 
 
 
 
 
Interest income
53

 
124

 
-57
Interest expense
(2,205
)
 
(5,921
)
 
-63
Equity in (loss) gain of unconsolidated investments
(784
)
 
44

 
U
Miscellaneous, net
70

 
3,615

 
-98
 
(2,866
)
 
(2,138
)
 
34
Earnings from continuing operations before provision for income taxes
83,037

 
62,484

 
33
Income tax provision
(33,107
)
 
(25,680
)
 
29
Earnings from continuing operations
49,930

 
36,804

 
36
Discontinued operations, net of income taxes:
 
 
 
 
 
(Loss) earnings from operations
(1
)
 
1

 
U
Gain on sale of assets

 
157

 
U
Net earnings and comprehensive income
$
49,929

 
$
36,962

 
 
 
 
 
 
 
 
Net earnings per common share data:
 
 
 
 
 
Basic
 
 
 
 

Earnings from continuing operations
$
2.90

 
$
2.19

 
32
Discontinued operations
$

 
$
0.01

 
U
Net earnings
$
2.90

 
$
2.20

 
32
 
 
 
 
 
 
Diluted
 
 
 
 

Earnings from continuing operations
$
2.86

 
$
2.18

 
31
Discontinued operations
$

 
$
0.01

 
U
Net earnings
$
2.86

 
$
2.19

 
31
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
Basic
16,940

 
16,401

 
 
Diluted
17,443

 
16,899

 
 
 U: >100% unfavorable F: >100% favorable

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Churchill Downs Incorporated Reports 2012
Page 6 of 10 August 6, 2012





CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION BY OPERATING UNIT
for the three months ended June 30, 2012, and 2011
(in thousands, except per common share data)

 
2012
 
2011
 
% Change
Net revenues from external customers:
 
 
 
 
 
Churchill Downs
$
102,874

 
$
96,005

 
7
Arlington Park
22,807

 
22,050

 
3
Calder
22,873

 
19,412

 
18
Fair Grounds
11,886

 
10,904

 
9
Total Racing Operations
160,440

 
148,371

 
8
Calder Casino
19,188

 
21,711

 
-12
Fair Grounds Slots
9,586

 
9,458

 
1
VSI
8,814

 
8,789

 
Harlow's Casino
13,783

 
9,501

 
45
Total Gaming
51,371

 
49,459

 
4
Online Business
52,702

 
46,526

 
13
Other Investments
5,967

 
5,192

 
15
Corporate
336

 
138

 
F
Net revenues from external customers
$
270,816

 
$
249,686

 
8
Intercompany net revenues:
 
 
 
 
 
Churchill Downs
$
4,082

 
$
3,464

 
18
Arlington Park
1,496

 
1,159

 
29
Calder
586

 
486

 
21
Fair Grounds
75

 

 
F
Total Racing Operations
6,239

 
5,109

 
22
Online Business
230

 
219

 
5
Other Investments
1,072

 
606

 
77
Eliminations
(7,541
)
 
(5,934
)
 
(27)
Net revenues
$

 
$

 
Reconciliation of Segment EBITDA to net earnings:
 
 
 
 
 
Racing Operations
$
65,390

 
$
58,815

 
11
Gaming
19,438

 
12,798

 
52
Online Business
12,539

 
11,308

 
11
Other Investments
(104
)
 
677

 
U
Corporate
(1,969
)
 
1,385

 
U
Total EBITDA
95,294

 
84,983

 
12
Depreciation and amortization
(13,638
)
 
(13,890
)
 
-2
Interest income (expense), net
(947
)
 
(3,405
)
 
-72
Income tax provision
(32,133
)
 
(27,698
)
 
16
Earnings from continuing operations
48,576

 
39,990

 
21
Discontinued operations, net of income taxes

 
157

 
U
Net earnings and comprehensive income
$
48,576

 
$
40,147

 
21
 U: >100% unfavorable F: >100% favorable

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Churchill Downs Incorporated Reports 2012
Page 7 of 10 August 6, 2012





CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION BY OPERATING UNIT
for the six months ended June 30, 2012, and 2011
(in thousands, except per common share data)
 
2012
 
2011
 
% Change
Net revenues from external customers:
 
 
 
 
 
Churchill Downs
$
105,424

 
$
98,410

 
7
Arlington Park
32,224

 
31,398

 
3
Calder
24,741

 
22,080

 
12
Fair Grounds
28,233

 
28,194

 
Total Racing Operations
190,622

 
180,082

 
6
Calder Casino
41,067

 
42,323

 
-3
Fair Grounds Slots
21,617

 
21,630

 
VSI
18,377

 
18,216

 
1
Harlow's Casino
29,646

 
26,377

 
12
Total Gaming
110,707

 
108,546

 
2
Online Business
96,737

 
83,329

 
16
Other Investments
10,469

 
9,074

 
15
Corporate
477

 
209

 
F
Net revenues from external customers
$
409,012

 
$
381,240

 
7
Intercompany net revenues:
 
 
 
 
 
Churchill Downs
$
4,268

 
$
3,612

 
18
Arlington Park
2,052

 
1,692

 
21
Calder
596

 
547

 
9
Fair Grounds
822

 
778

 
6
Total Racing Operations
7,738

 
6,629

 
17
Online Business
436

 
415

 
5
Other Investments
1,822

 
759

 
F
Eliminations
(9,996
)
 
(7,803
)
 
(28)
Net revenues
$

 
$

 
Reconciliation of Segment EBITDA to net earnings:
 
 
 
 
 
Racing Operations
$
53,851

 
$
46,327

 
16
Gaming
39,827

 
30,331

 
31
Online Business
22,960

 
18,853

 
22
Other Investments
(434
)
 
435

 
U
Corporate
(3,570
)
 
211

 
U
Total EBITDA
112,634

 
96,157

 
17
Depreciation and amortization
(27,445
)
 
(27,876
)
 
-2
Interest income (expense), net
(2,152
)
 
(5,797
)
 
-63
Income tax provision
(33,107
)
 
(25,680
)
 
29
Earnings from continuing operations
49,930

 
36,804

 
36
Discontinued operations, net of income taxes
(1
)
 
158

 
U
Net earnings and comprehensive income
$
49,929

 
$
36,962

 
35
 U: >100% unfavorable F: >100% favorable


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Churchill Downs Incorporated Reports 2012
Page 8 of 10 August 6, 2012




CHURCHILL DOWNS INCORPORATED
SUPPLEMENTAL INFORMATION BY OPERATING UNIT
for the three and six months ended June 30, 2012 and 2011
(in thousands, except per common share data)

 
Three Months Ended
 
 
 
 
 
June 30,
 
Change
 
2012
 
2011
 
$
 
%
Racing Operations
$
(5,202
)
 
$
(4,528
)
 
$
674

 
15
 %
Gaming
(1,055
)
 
(880
)
 
175

 
20
 %
Online Business
(1,267
)
 
(1,058
)
 
209

 
20
 %
Other Investments
(151
)
 
(155
)
 
(4
)
 
(3
)%
Corporate Income
7,675

 
6,621

 
(1,054
)
 
16
 %
Total management fees
$

 
$

 
$

 
 


 
Six Months Ended
 
 
 
 
 
June 30,
 
Change
 
2012
 
2011
 
$
 
%
Racing Operations
$
(6,608
)
 
$
(5,990
)
 
$
618

 
10
%
Gaming
(3,688
)
 
(3,487
)
 
201

 
6
%
Online Business
(3,230
)
 
(2,690
)
 
540

 
20
%
Other Investments
(378
)
 
(356
)
 
22

 
6
%
Corporate Income
13,904

 
12,523

 
(1,381
)
 
11
%
Total management fees
$

 
$

 
$

 
 




























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Churchill Downs Incorporated Reports 2012
Page 9 of 10 August 6, 2012



CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the six months ended June 30, 2012, and 2011
(in thousands, except per common share data)
 
2012
 
2011
Cash flows from operating activities:
 
 
 
Net earnings and comprehensive income
$
49,929

 
$
36,962

Adjustments to reconcile net earnings and comprehensive income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
27,445

 
27,876

Asset impairment loss

 
157

Gain on asset disposition
(27
)
 
(46
)
Gain on sale of business

 
(271
)
Gain on derivative instruments

 
(3,096
)
Equity in loss (gain) of unconsolidated investments
784

 
(44
)
Share-based compensation
4,414

 
2,966

Deferred tax provision

 
(1,566
)
Other
455

 
2,036

Increase (decrease) in cash resulting from changes in operating assets and liabilities, net of business acquisition:
 
 
 
Restricted cash
(2,409
)
 
(4,607
)
Accounts receivable
(20,157
)
 
(7,810
)
Other current assets
(4,013
)
 
(5,136
)
Accounts payable
6,488

 
8,930

Purses payable
2,944

 
6,028

Accrued expenses
3,798

 
6,247

Deferred revenue
(7,061
)
 
3,306

Income taxes receivable and payable
30,993

 
31,097

Other assets and liabilities
2,467

 
1,780

Net cash provided by operating activities
96,050

 
104,809

Cash flows from investing activities:
 
 
 
Additions to property and equipment
(16,473
)
 
(10,867
)
Acquisition of business, net of cash
(6,728
)
 

Acquisition of gaming license

 
(2,250
)
Investment in joint venture
(5,400
)
 

Purchases of minority investments
(1,600
)
 

Assumption of note receivable
(1,100
)
 

Proceeds on sale of property and equipment
88

 
46

Proceeds from insurance recoveries
9,870

 

Change in deposit wagering asset
(6,651
)
 
(873
)
Net cash used in investing activities
(27,994
)
 
(13,944
)
Cash flows from financing activities:
 
 
 
Borrowings on bank line of credit
182,545

 
157,403

Repayments on bank line of credit
(247,143
)
 
(237,560
)
Change in bank overdraft
1,280

 
1,159

Payment of dividends
(10,110
)
 
(8,165
)
Repurchase of common stock
(2,033
)
 
(445
)
Common stock issued
4,416

 

Windfall tax benefit from share-based compensation
640

 

Change in deposit wagering liability
6,811

 
873

Net cash used in financing activities
(63,594
)
 
(86,735
)
Net increase in cash and cash equivalents
4,462

 
4,130

Cash and cash equivalents, beginning of period
27,325

 
26,901

Cash and cash equivalents, end of period
$
31,787

 
$
31,031


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Churchill Downs Incorporated Reports 2012
Page 10 of 10 August 6, 2012






CHURCHILL DOWNS INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
 
June 30,
2012
 
December 31,
2011
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
31,787

 
$
27,325

Restricted cash
53,619

 
44,559

Accounts receivable, net of allowance for doubtful accounts of $2,080 in 2012 and $2,408 in 2011
44,111

 
49,773

Deferred income taxes
8,018

 
8,727

Income taxes receivable

 
3,679

Other current assets
14,031

 
10,399

Total current assets
151,566

 
144,462

Property and equipment, net
471,954

 
477,356

Goodwill
217,741

 
213,712

Other intangible assets, net
103,237

 
103,827

Other assets
14,917

 
8,665

Total assets
$
959,415

 
$
948,022

 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
68,930

 
$
56,514

Bank overdraft
6,753

 
5,473

Purses payable
23,009

 
20,066

Accrued expenses
49,358

 
47,816

Income taxes payable
27,314

 

Dividends payable

 
10,110

Deferred revenue
10,528

 
33,472

Total current liabilities
185,892

 
173,451

Long-term debt
62,964

 
127,563

Other liabilities
31,976

 
29,542

Deferred revenue
16,626

 
17,884

Deferred income taxes
16,356

 
15,552

Total liabilities
313,814

 
363,992

Commitments and contingencies
 
 
 
Shareholders' equity:
 
 
 
Preferred stock, no par value; 250 shares authorized; no shares issued

 

Common stock, no par value; 50,000 shares authorized; 17,403 shares issued at June 30, 2012 and 17,178 shares issued at December 31, 2011
271,841

 
260,199

Retained earnings
373,760

 
323,831

Total shareholders' equity
645,601

 
584,030

Total liabilities and shareholders' equity
$
959,415

 
$
948,022



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