Papa John's Announces Second Quarter 2012 Results

EPS Increased 29.8% on Strong Comparable Sales of 5.7% for North America and 6.1% for International

LOUISVILLE, Ky.--(BUSINESS WIRE)-- Papa John's International, Inc. (NASDAQ: PZZA) today announced financial results for the three and six months ended June 24, 2012.

Highlights

  • Second quarter earnings per diluted share of $0.61 in 2012, or an increase of 29.8% over earnings per diluted share of $0.47 in 2011
  • System-wide comparable sales increased 5.7% for North America and increased 6.1% for international during the quarter
  • 40 worldwide net unit openings during the quarter
  • 2012 earnings guidance raised to a range of $2.45 to $2.55; comparable sales guidance raised for both North America (updated guidance range of +2% to +3%) and International (updated guidance range of +4.0% to +5.5%)

"We had an outstanding second quarter as our system continued its strong sales momentum with significant comparable sales increases for our North American and International operations," said Papa John's founder, chairman, and chief executive officer, John Schnatter. "We continue to win with consumers, as we recently were recognized with Brand of the Year honors in the Pizza Chain Category of the 2012 Harris Poll EquiTrend Study, and we achieved the highest rating ever by an individual brand in the Limited Service Restaurant Category of the 2012 American Customer Satisfaction Index (ACSI)."

Second quarter 2012 revenues were $318.6 million, an 8.5% increase from second quarter 2011 revenues of $293.5 million. Second quarter 2012 net income was $14.8 million compared to second quarter 2011 net income of $12.1 million. Second quarter 2012 diluted earnings per share were $0.61, compared to second quarter 2011 diluted earnings per share of $0.47.

Revenues were $649.9 million for the six months ended June 24, 2012, a 7.2% increase from revenues of $606.0 million for the same period in 2011. Net income was $31.5 million ($33.8 million excluding the $2.3 million Incentive Contribution discussed later in this press release) for the six months ended June 24, 2012, compared to net income of $28.6 million for the same period in 2011. Diluted earnings per share were $1.30 ($1.39 excluding the Incentive Contribution) for the six months ended June 24, 2012, compared to $1.11 in the prior year.

Global Restaurant and Comparable Sales Information

 
    Three Months Ended   Six Months Ended
   

June 24,

2012

 

June 26,

2011

 

June 24,

2012

 

June 26,

2011

                 
Global restaurant sales growth (a)   9.8 %   5.6 %   7.9 %   8.3 %
                 

Global restaurant sales growth, excluding the impact of foreign currency (a)

  10.4 %   4.8 %   8.3 %   7.8 %
                 
Comparable sales growth (b)                
Domestic company-owned restaurants   7.4 %   2.1 %   5.1 %   4.4 %
North Americafranchised restaurants   5.1 %   (0.1 %)   2.7 %   2.9 %
System-wide North Americarestaurants   5.7 %   0.4 %   3.3 %   3.3 %
                 
System-wide international restaurants   6.1 %   4.8 %   7.2 %   5.2 %
 

(a) Includes both company-owned and franchised restaurant sales.

 

(b) Represents the change in year-over-year sales for the same base of restaurants for the same fiscal periods. Comparable sales results for restaurants operating outside ofthe United Statesare reported on a constant dollar basis, which excludes the impact of foreign currency conversion.

 

Management believes global restaurant and comparable sales information, as defined in the table above, is useful in analyzing our results since our franchisees pay royalties that are based on a percentage of franchise sales. Franchise sales generate commissary revenue in the United States and in certain international markets. Global restaurant and comparable sales information is also useful in analyzing industry trends and the strength of our brand. Franchise restaurant sales are not included in company revenues.

Revenue and Operating Highlights

Revenues

Consolidated revenues increased $25.0 million, or 8.5%, for the second quarter of 2012 and increased $43.9 million, or 7.2%, for the six months ended June 24, 2012. The increases in revenues were due to the following:

  • Domestic company-owned restaurant sales increased $15.9 million, or 12.4%, and $21.0 million, or 7.9%, for the three and six months ended June 24, 2012, respectively, due to increases in comparable sales of 7.4% and 5.1% and the net acquisition of 50 restaurants in Denver and Minneapolis from a franchisee in the second quarter of 2012.
  • North America franchise royalty revenue increased approximately $1.0 million, or 5.5%, and $1.8 million, or 4.7%, for the three and six months ended June 24, 2012, respectively, primarily due to increases in comparable sales of 5.1% and 2.7% and increases in net franchise units over the prior year.
  • Domestic commissary sales increased $5.6 million, or 4.6%, and $15.5 million, or 6.2%, for the three and six months ended June 24, 2012, respectively, primarily due to an increase in the volume of restaurant sales.
  • International revenues increased $3.1 million, or 21.8%, and increased $7.2 million, or 26.7%, for the three and six months ended June 24, 2012, respectively, primarily due to increases in the number of restaurants and increases in comparable sales of 6.1% and 7.2%, calculated on a constant dollar basis.

Operating Highlights

All comparisons are versus the same period of the prior year and exclude the Incentive Contribution. See "Marketing Incentive Contribution" below for further information.

Second quarter 2012 income before income taxes was $24.0 million, compared to $19.1 million, or a 25.8% increase. Income before income taxes was $54.8 million for the six months ended June 24, 2012, compared to $45.8 million, or a 19.6% increase.

Income before income taxes is summarized in the following table on a reporting segment basis (in thousands):

      Three Months Ended   Six Months Ended
      June 24,   June 26,   Increase   June 24,   June 26,   Increase
      2012   2011   (Decrease)   2012   2011   (Decrease)
                           

Domestic company-owned restaurants (a)

  $ 9,358     $ 7,421     $ 1,937     $ 21,679     $ 18,304     $ 3,375  
Domestic commissaries     7,978       4,321       3,657       19,144       13,875       5,269  
North Americafranchising     16,619       16,240       379       34,759       34,249       510  
International     320       (250 )     570       592       (1,066 )     1,658  
All others     471       (298 )     769       866       (676 )     1,542  
Unallocated corporate expenses (b)     (10,025 )     (8,517 )     (1,508 )     (25,191 )     (18,286 )     (6,905 )

Elimination of intersegment losses (profits)

    (481 )     150       (631 )     (471 )     (553 )     82  
Income before income taxes     24,240       19,067       5,173       51,378       45,847       5,531  

Incentive Contribution (income) expense

    (250 )     -       (250 )     3,471       -       3,471  

Income before income taxes, excluding Incentive Contribution

  $ 23,990     $ 19,067     $ 4,923     $ 54,849     $ 45,847     $ 9,002  
 

(a) The six months endedJune 24, 2012includes the benefit of a$1.0 millionadvertising credit from the Papa John'sMarketing Fundrelated to the Incentive Contribution.

(b) Includes the impact of the Incentive Contribution in 2012 ($250,000 increase for the three-month period and a$4.5 million reduction for the six-month period).

 

The increase in income before income taxes for the three months endedJune 24, 2012, of$4.9 millionis primarily due to the following:

  • Domestic company-owned restaurants operating income improved approximately$1.9 millionprimarily due to comparable sales increases as well as favorable commodity costs.
  • Domestic commissaries income improved approximately$3.7 millionprimarily due to the increase in net units and comparable sales.
  • North America Franchising and International improved due to the increase in net units and strong comparable sales results.
  • These increases were slightly offset by higher unallocated corporate expenses of$1.5 millionprimarily due to an increase in short-term management incentive costs.

The increase in income before income taxes for the six months endedJune 24, 2012, of$9.0 millionis primarily due to the same reasons noted above.

The effective tax rates were 34.2% and 33.8% for the three and six months endedJune 24, 2012, representing increases of 2.7% and 0.6% from the prior year rates. Our effective income tax rate may fluctuate from quarter to quarter for various reasons, including the settlement or resolution of specific federal and state issues. Second quarter 2011 included a significant tax refund associated with the resolution of prior years' tax matters.

The company's free cash flow for the first six months of 2012 and 2011 was as follows (in thousands):

    June 24,   June 26,
    2012   2011
         
Net cash provided by operating activities   $ 65,162     $ 52,925  
Purchase of property and equipment     (15,046 )     (12,422 )
Free cash flow *   $ 50,116     $ 40,503  
         

*The increase in free cash flow is due to higher operating income and favorable changes in working capital.

We define free cash flow as net cash provided by operating activities (from the consolidated statements of cash flows) less the purchase of property and equipment. We view free cash flow as an important measure because it is one factor that management uses in determining the amount of cash available for discretionary investment. Free cash flow is not a term defined by accounting principles generally accepted inthe United States("GAAP") and as a result our measure of free cash flow might not be comparable to similarly titled measures used by other companies. Free cash flow should not be construed as a substitute for or a better indicator of the company's performance than the company's GAAP measures.

See the Management's Discussion and Analysis of Financial Condition and Results of Operations section of our Quarterly Report on Form 10-Q filed with theSecurities and Exchange Commissionfor additional information concerning our operating results and cash flow for the three- and six-month periods endedJune 24, 2012.

Global Restaurant Unit Data

AtJune 24, 2012, there were 3,973 Papa John's restaurants operating in all 50 states and in 33 countries, as follows:

   

Domestic

Company-

owned

 

Franchised

North

America

 

Total

North

America

  International   System-wide

Second Quarter

                   
Beginning -March 25, 2012   597     2,498     3,095     838     3,933  
Opened   -     35     35     32     67  
Closed   (2 )   (10 )   (12 )   (15 )   (27 )
Acquired   56     8     64     -     64  
Divested   (8 )   (56 )   (64 )   -     (64 )
Ending -June 24, 2012   643     2,475     3,118     855     3,973  
                     

Year-to-date

                   
Beginning -December 25, 2011   598     2,463     3,061     822     3,883  
Opened   -     82     82     55     137  
Closed   (3 )   (22 )   (25 )   (22 )   (47 )
Acquired   56     8     64     -     64  
Divested   (8 )   (56 )   (64 )   -     (64 )
Ending -June 24, 2012   643     2,475     3,118     855     3,973  
                     
Restaurants atJune 26, 2011   595     2,393     2,988     745     3,733  
                     
Restaurant unit growth   48     82     130     110     240  
                     
% increase   8.1 %   3.4 %   4.4 %   14.8 %   6.4 %
                               

Our development pipeline as of June 24, 2012 included approximately 1,500 restaurants (300 units in North America and 1,200 units internationally), the majority of which are scheduled to open over the next six years.

Acquisitions

As previously announced, effective April 23, 2012, we acquired 56 franchised Papa John's restaurants in the Denver and Minneapolis markets, six of which were subsequently refranchised. The purchase price, which was paid in cash, was $5.2 million net of $700,000 divestiture proceeds from the six restaurants sold. We do not expect the acquisition to have a material impact on our 2012 operating results.

Marketing Incentive Contribution

As previously announced, in connection with a new multi-year supplier agreement, the company received a $5.0 million supplier marketing payment in the first quarter of 2012. The company is recognizing the supplier marketing payment evenly as income over the five-year term of the agreement ($250,000 per quarter). The company then contributed the supplier marketing payment to the Papa John's Marketing Fund ("PJMF"), an unconsolidated, non-profit corporation, for the benefit of domestic restaurants. The company's contribution to PJMF was fully expensed in the first quarter of 2012.

PJMF elected to distribute the $5.0 million supplier marketing payment to the domestic system as advertising credits in the first quarter of 2012. Our domestic company-owned restaurants' portion of the adverting credits resulted in an increase in income before income taxes of approximately $1.0 million in the first quarter.

The overall impact of these transactions, defined as the "Incentive Contribution," increased income before income taxes $250,000 in the second quarter of 2012 and reduced income before income taxes by approximately $3.5 million for the six-month period, as outlined in the table below. The impact for full-year 2012 will be a reduction to income before income taxes of approximately $3.0 million (diluted earnings per share reduction of $0.08). The following table reconciles our GAAP financial results to the adjusted financial results, excluding the impact of the Incentive Contribution, for the three and six months ended June 24, 2012:

    Three Months Ended     Six Months Ended
    June 24,   June 26,     June 24,   June 26,
(In thousands, except per share amounts)   2012   2011     2012   2011
                   
Income before income taxes, as reported   $ 24,240     $ 19,067     $ 51,378   $ 45,847
Incentive Contribution     (250 )     -       3,471     -

Income before income taxes, excluding Incentive Contribution

  $ 23,990     $ 19,067     $ 54,849   $ 45,847
                   
Net income, as reported   $ 14,769     $ 12,124     $ 31,513   $ 28,551
Incentive Contribution     (164 )     -       2,275     -
Net income, excluding Incentive Contribution   $ 14,605     $ 12,124     $ 33,788   $ 28,551
                   
Earnings per diluted share, as reported   $ 0.61     $ 0.47     $ 1.30   $ 1.11
Incentive Contribution     -       -       0.09     -

Earnings per diluted share, excluding Incentive Contribution

  $ 0.61     $ 0.47     $ 1.39   $ 1.11
                   

The non-GAAP measures shown above, which exclude the Incentive Contribution, should not be construed as a substitute for or a better indicator of the company's performance than the company's GAAP measures. Management believes presenting the financial information excluding the impact of the Incentive Contribution is important for purposes of comparison to prior year results. In addition, management uses these non-GAAP measures to allocate resources, and analyze trends and underlying operating performance. Annual cash bonuses, and certain long-term incentive programs for various levels of management, are based on financial measures that exclude the Incentive Contribution.

Share Repurchase Activity

The company repurchased 585,000 shares of its common stock for$24.9 millionduring the three months endedJune 24, 2012and repurchased 957,000 shares for$38.7 millionduring the six months endedJune 24, 2012. Subsequent to quarter-end throughJuly 26, 2012, the company repurchased 287,000 shares for$13.6 million.

OnJuly 26, 2012, the company's Board of Directors approved an increase of$50 millionin the amount of the Company's common stock that may be purchased under the Company's share repurchase program throughJune 30, 2013, bringing the total authorized under the program to$975 millionsince its inception in 1999. Approximately$69.2 millioncurrently remains available under the company's share repurchase program, including the amount remaining under the Board's previously authorized share repurchase program. This includes the authorization to purchase shares in both the open market and private transactions, and pursuant to a 10b5-1 trading plan or otherwise.

There were 24.1 million and 24.3 million diluted weighted average shares outstanding for the three- and six-month periods, representing decreases of 6.1% and 5.6% over the prior year comparable periods. Diluted earnings per share increased$0.03and$0.07for the three- and six-month periods, respectively, due to the reductions in shares outstanding, primarily resulting from the share repurchase program. Approximately 23.6 million actual shares of the company's common stock were outstanding as ofJune 24, 2012.

2012 Earnings Guidance Update

The company raised its 2012 guidance for diluted earnings per share andNorth Americaand International comparable sales based on solid results for the first six months of the year and reaffirmed all other guidance. The update is as follows:

    Updated Guidance   Previous Guidance
         
Diluted earnings per share (a)   $2.45 to $2.55   $2.40 to $2.50
         
North Americacomparable sales   +2.0% to +3.0%  

+1.5% to +2.5%

         
International comparable sales   +4.0% to +5.5%   +2.5% to +4.5%
 

(a) The 2012 fiscal year will consist of 53 weeks. The impact of the 53rd week of operations is expected to increase earnings per share by approximately$0.08 to $0.10, substantially offsetting the decrease in 2012 from the Incentive Contribution.

 

The company is changing its policy for providing guidance related to key operating assumptions and earnings. Effective at the end of 2012, the company no longer plans to issue a separate press release in December to announce key operating assumptions and earnings guidance for the following year. Instead, the company now plans to include such guidance with the fourth quarter and full year earnings press release, generally issued in late February. Please visit the "Investor Relations" section of our website for a list of upcoming earnings press release and earnings conference call dates for fiscal 2012 results.

Conference Call

A conference call is scheduled for August 1, 2012at 10:00 a.m. Eastern Timeto review our second quarter 2012 earnings results. The call can be accessed from the company's web page at www.papajohns.com in a listen-only mode, or dial 877-312-8816 (U.S. and Canada) or 253-237-1189 (international). The conference call will be available for replay, including by downloadable podcast, through August 7, 2012. The replay can be accessed from the company's web site at www.papajohns.com or by dialing 855-859-2056 (U.S. andCanada) or 404-537-3406 (international). The Conference ID is 68145372.

Forward-Looking Statements

Certain matters discussed in this press release and other company communications constitute forward-looking statements within the meaning of the federal securities laws. Generally, the use of words such as "expect," "estimate," "believe," "anticipate," "will," "forecast," "plan," "project," or similar words identify forward-looking statements that we intend to be included within the safe harbor protections provided by the federal securities laws. Such statements may relate to projections concerning business performance, revenue, earnings, contingent liabilities, commodity costs, margins, unit growth, and other financial and operational measures. Such statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict and many of which are beyond our control. Therefore, actual outcomes and results may differ materially from those matters expressed or implied in such forward-looking statements.

The risks, uncertainties and assumptions that are involved in our forward-looking statements include, but are not limited to: aggressive changes in pricing or other marketing or promotional strategies by competitors which may adversely affect sales, including an increase in or continuation of the aggressive pricing and promotional environment; new product and concept developments by food industry competitors; the ability of the company and its franchisees to meet planned growth targets and operate new and existing restaurants profitably, which could be impacted by challenges securing financing, finding suitable store locations or securing required domestic or foreign government permits and approvals; our ability to successfully integrate the operations of franchised restaurants we acquire; the credit performance of our franchise loan program; adverse macroeconomic or business conditions; general economic and political conditions and resulting impact on consumer buying habits; changes in consumer preferences; increases in or sustained high costs of food ingredients and other commodities, paper, utilities and fuel, including increases related to drought conditions; increased employee compensation, benefits, insurance and similar costs (including the implementation of federal health care legislation); the ability of the company to pass along increases in or sustained high costs to franchisees or consumers; the impact of current or future legal claims and current or proposed legislation impacting our business; the impact that product recalls, food quality or safety issues, and general public health concerns could have on our restaurants; currency exchange and interest rates; credit risk associated with parties to leases of restaurants and commissaries, including those Perfect Pizza locations formerly operated by us, for which we remain contractually liable; risks associated with security breaches, including theft of company and customer information; and increased risks associated with our international operations, including economic and political conditions in our international markets and difficulty in meeting planned sales targets and new store growth for our international operations. These and other risk factors are discussed in detail in "Part I. Item 1A. - Risk Factors" of the Annual Report on Form 10-K for the fiscal year endedDecember 25, 2011. We undertake no obligation to update publicly any forward-looking statements, whether as a result of future events, new information or otherwise.

For more information about the company, please visit www.papajohns.com.

 

 
 
 
Papa John's International, Inc. and Subsidiaries
Consolidated Statements of Income
                     
                     
        Three Months Ended   Six Months Ended
        June 24, 2012   June 26, 2011   June 24, 2012   June 26, 2011
(In thousands, except per share amounts)   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited)
Revenues:                
  North America:                
    Domestic Company-owned restaurant sales   $ 143,527     $ 127,641     $ 287,342     $ 266,312  
    Franchise royalties     19,101       18,103       39,619       37,834  
    Franchise and development fees     206       124       428       309  
    Domestic commissary sales     126,593       121,027       264,203       248,699  
    Other sales     11,771       12,370       24,029       25,817  
  International:                
    Royalties and franchise and development fees     4,701       4,049       9,187       7,811  
    Restaurant and commissary sales     12,680       10,220       25,047       19,219  
Total revenues     318,579       293,534       649,855       606,001  
                     
Costs and expenses:                
  Domestic Company-owned restaurant expenses:                
    Cost of sales     32,881       30,162       65,337       62,262  
    Salaries and benefits     39,839       34,367       78,652       72,016  
    Advertising and related costs     13,278       11,898       25,977       24,687  
    Occupancy costs     8,619       7,939       16,517       15,808  
    Other operating expenses     20,830       18,492       41,248       38,407  
  Total domestic Company-owned restaurant expenses     115,447       102,858       227,731       213,180  
                     
  Domestic commissary and other expenses:                
    Cost of sales     104,412       103,529       217,250       209,972  
    Salaries and benefits     9,218       8,651       18,221       17,662  
    Other operating expenses     13,498       13,084       27,804       26,669  
  Total domestic commissary and other expenses     127,128       125,264       263,275       254,303  
                     
International operating expenses     10,975       8,756       21,367       16,484  
General and administrative expenses     31,463       27,617       63,059       56,691  
Other general expenses     1,135       1,459       6,809       2,240  
Depreciation and amortization     8,104       8,425       16,031       16,737  
Total costs and expenses     294,252       274,379       598,272       559,635  
                     
Operating income     24,327       19,155       51,583       46,366  
Net interest expense     (87 )     (88 )     (205 )     (519 )
Income before income taxes     24,240       19,067       51,378       45,847  
Income tax expense     8,299       6,014       17,367       15,245  
Net income, including noncontrolling interests     15,941       13,053       34,011       30,602  
Net income attributable to noncontrolling interests     (1,172 )     (929 )     (2,498 )     (2,051 )
Net income, net of noncontrolling interests   $ 14,769     $ 12,124     $ 31,513     $ 28,551  
                     
Basic earnings per common share   $ 0.62     $ 0.48     $ 1.32     $ 1.12  
Earnings per common share - assuming dilution   $ 0.61     $ 0.47     $ 1.30     $ 1.11  
                     
Basic weighted average shares outstanding     23,733       25,464       23,893       25,474  
Diluted weighted average shares outstanding     24,112       25,685       24,270       25,713  

 

 
 
 
Papa John's International, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
 
 
    June 24,   December 25,
    2012   2011
(In thousands)   (Unaudited)   (Note)
         
Assets        
Current assets:        
Cash and cash equivalents   $ 33,625   $ 18,942
Accounts receivable, net     27,693     28,169
Notes receivable, net     4,447     4,221
Inventories     19,695     20,091
Prepaid expenses and other current assets     13,428     13,732
Deferred income taxes     6,240     7,636
Total current assets     105,128     92,791
         
Property and equipment, net     186,567     185,132
Notes receivable, less current portion, net     10,572     11,502
Goodwill     78,342     75,085
Other assets     26,828     25,872
Total assets   $ 407,437   $ 390,382
         
         
Liabilities and stockholders' equity        
Current liabilities:        
Accounts payable   $ 32,379   $ 32,966
Income and other taxes payable     4,044     3,969
Accrued expenses and other current liabilities     49,666     44,198
Total current liabilities     86,089     81,133
         
Deferred revenue     8,592     4,780
Long-term debt     50,000     51,489
Other long-term liabilities     23,638     22,014
Long-term accrued income taxes     3,924     3,597
Deferred income taxes     9,648     9,147
Total liabilities     181,891     172,160
         
Total stockholders' equity     225,546     218,222
Total liabilities and stockholders' equity   $ 407,437   $ 390,382
 
 
Note: The balance sheet atDecember 25, 2011has been derived from the audited consolidated financial statements at that date, but does not include all information and footnotes required by accounting principles generally accepted inthe United Statesfor a complete set of financial statements.

 

 
 
 
Papa John's International, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
         
         
    Six Months Ended
(In thousands)   June 24, 2012   June 26, 2011
    (Unaudited)   (Unaudited)
         
Operating activities        
Net income, including noncontrolling interests   $ 34,011     $ 30,602  

Adjustments to reconcile net income to net cash provided by operating activities:

       
Provision for uncollectible accounts and notes receivable     719       (7 )
Depreciation and amortization     16,031       16,737  
Deferred income taxes     1,946       4,332  
Stock-based compensation expense     3,218       3,903  
Excess tax benefit on equity awards     (1,471 )     (403 )
Other     2,480       316  
Changes in operating assets and liabilities, net of acquisitions:        
Accounts receivable     (75 )     (1,167 )
Inventories     533       1,819  
Prepaid expenses and other current assets     417       (246 )
Other assets and liabilities     429       816  
Accounts payable     (587 )     (1,970 )
Income and other taxes payable     75       325  
Accrued expenses and other current liabilities     3,297       (1,611 )
Long-term accrued income taxes     327       403  
Deferred revenue     3,812       (924 )
Net cash provided by operating activities     65,162       52,925  
         
Investing activities        
Purchase of property and equipment     (15,046 )     (12,422 )
Loans issued     (1,206 )     (1,684 )
Repayments of loans issued     1,730       3,920  
Acquisitions, net of cash acquired     (5,908 )     -  
Proceeds from divestitures of restaurants     948       -  
Other     (4 )     51  
Net cash used in investing activities     (19,486 )     (10,135 )
         
Financing activities        
Net repayments on line of credit facility     (1,489 )     (51,000 )
Excess tax benefit on equity awards     1,471       403  
Tax payments for restricted stock     (822 )     (798 )
Proceeds from exercise of stock options     10,400       10,663  
Acquisition of Company common stock     (38,728 )     (26,162 )
Distributions to noncontrolling interests     (1,930 )     (2,029 )
Other     125       42  
Net cash used in financing activities     (30,973 )     (68,881 )
         
Effect of exchange rate changes on cash and cash equivalents     (20 )     82  
Change in cash and cash equivalents     14,683       (26,009 )
Cash and cash equivalents at beginning of period     18,942       47,829  
         
Cash and cash equivalents at end of period   $ 33,625     $ 21,820  
         

###

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