The accompanying discussion and analysis of our financial conditions and results of operations are based upon our condensed consolidated financial statements which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements requires that we make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
We believe that the following accounting policies are critical to understanding our historical and future performance, as these policies affect the reported amounts of revenue and relate to the more significant areas involving our judgments and estimates:
We have reviewed our critical accounting policies, critical accounting estimates and the related disclosures with our Audit Committee. These policies and procedures related to the policies are described further in our Annual Report on Form 10-K for the year ended June 30, 2005 in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” under the heading “Critical Accounting Policies.”
Prior to July 29, 2005, we maintained two credit agreements (the “Former Credit Agreements”) that in the aggregate provided a $65.0 million multi-currency committed line of credit, which expired on July 31, 2005. The lenders (the “Lenders”) under the Former Credit Agreements were Bank of America, N.A., Wachovia Bank, N.A., and US Bank. The Former Credit Agreements were secured by all inventory and receivables located in the United States and the stock of certain of our subsidiaries.
The interest rate under the Former Credit Agreements for U.S. dollar advances was at the Bank of America prime rate, plus an additional 25 to 150 basis points, depending upon our consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the immediately preceding four calendar quarters. The interest rate for foreign currency advances was at the LIBOR rate for the applicable denominated currency, plus an additional 150 to 250 basis points, depending upon our consolidated EBITDA for the immediately preceding four calendar quarters. The Former Credit Agreements required that we pay insignificant commitment fees on the unused portion of the line of credit to the Lenders. In addition, the Former Credit Agreements contained certain financial covenants and restrictions on our ability to assume additional debt and pay cash dividends.
Effective July 29, 2005, we (and our subsidiaries) entered into two new credit agreements (the “New Credit Agreements”) that in the aggregate offer a four-year $65.0 million multi-currency committed line of credit, expiring on July 31, 2009. The Lenders under the New Credit Agreements are Bank of America, N.A., Wachovia Bank, N.A., and US Bank. The facilities are secured by 65% of the capital stock of our Ireland subsidiary and 100% of the capital stock of all other subsidiaries as well as all inventory and receivables located in the United States.
The interest rate under the New Credit Agreements is at the LIBOR rate plus 125 to 200 basis points, depending upon our consolidated EBITDA for the immediately preceding four calendar quarters. Under the terms of the New Credit Agreements, we paid certain upfront fees and arrangement fees, totaling approximately $0.2 million. Additionally, we are required to pay insignificant commitment fees on the unused portion of the line of credit to the Lenders. The New Credit Agreements also contain certain financial covenants and restrictions on our ability to assume additional debt, repurchase stock, sell subsidiaries, or acquire companies. In case of an event of default, as defined in the New Credit Agreements, that is not cured within the applicable cure period (with respect to those defaults for which the New Credit Agreements provide a cure period), the Lenders’ remedies include their ability to declare all outstanding loans, plus interest and other related amounts owed, to be immediately due and payable in full, and to pursue all rights and remedies available to them under the New Credit Agreements or under applicable law.
We also have a credit relationship with a European bank in the amount of EUR 1.0 million (approximately $1.2 million at the September 30, 2005 exchange rate). Under the terms of this facility, we may borrow in the form of either a line of credit or term debt. The amount available to borrow is reduced by approximately EUR 0.7 million (approximately $0.8 million at the September 30, 2005 exchange rate) for German guarantees. As we have significant international operations, our Euro-denominated borrowings do not represent a significant foreign exchange risk. On an overall basis, we monitor our cash and debt positions in each currency in an effort to reduce our foreign exchange risk.
As of September 30, 2005, approximately $1.8 million was outstanding on the lines of credit, consisting of the following:
| • | SEK (Swedish Krona) - 7.5 million (approximately $1.0 million at the September 30, 2005 exchange rate), and |
| • | JPY (Japanese Yen) - 90 million (approximately $0.8 million at the September 30, 2005 exchange rate). |
As of September 30, 2005, we had approximately $63.6 million borrowing capacity under the New Credit Agreements and Euro-denominated facility. The amount available to borrow was reduced by approximately $0.8 million for German guarantees. The weighted-average interest rate on the outstanding balances under the lines of credit as of September 30, 2005 was 2.4%.
Net cash provided by operating activities for the three months ended September 30, 2005 was approximately $12.8 million versus approximately $15.1 million for the same period last year. We used approximately $3.2 million for investing activities, of which approximately $2.1 million was for the purchase of property, plant, and equipment and the remaining approximately $1.1 million was for internally developed software. We used approximately $21.6 million for financing activities, consisting primarily of approximately $24.3 million used in the repurchase of our common stock, offset by proceeds of approximately $2.0 million from the issuance of stock for stock option exercises. All cash is being retained for the operation and expansion of the business and the repurchase of our common stock.
We anticipate that our cash flows from operations along with available lines of credit are sufficient to provide our working capital needs for the next 12 months. We currently anticipate that our property, plant and equipment expenditures for fiscal year 2006 will be approximately $2.0 million higher than in fiscal year 2005.
Off-balance sheet arrangements
We do not have any material off-balance sheet arrangements (as defined in the applicable regulations) that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources.
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Factors that may affect future results
In light of current market conditions, and world political and economic uncertainty, it is difficult to determine whether we can continue to achieve revenue and profitability growth in the next year. This is especially true since the primary industries we serve, the hospitality, travel and restaurant industries, are highly sensitive to economic, political and environmental disturbances, all of which are not only outside of our control, but also extraordinarily difficult to predict with any accuracy. Accordingly, there can be no assurance that any particular level of growth is reasonable or can be achieved. In addition, due to the competitive nature of the market, we continue to experience gross margin pressure on our products (both hardware and software) and service offerings, and we expect product and service margins to decline. There can be no assurance that we will be able to increase sufficiently the sales of our higher margin products, including software, to prevent future declines in our overall gross margin. Additionally, given the fact that we conduct business in many different currencies, currency fluctuations directly impact our financial results. As we conduct significant business in Europe, a weakening or strengthening Euro will serve to adversely or positively impact our financial performance.
Moreover, our quarterly financial results are dependent upon the timing and size of customer orders and the shipment of products for large orders. Large software orders from customers may account for more than an insignificant portion of earnings in any quarter. We expect the customers with whom we do the largest amount of business to vary from year to year as a result of the timing of the rollout of each customer’s system. Furthermore, if a customer delays or accelerates its delivery requirements or if a product’s completion is delayed or accelerated, our revenues expected in a given quarter may be deferred or accelerated into subsequent or earlier quarters, respectively.
The market price of our common stock is volatile, and may be subject to significant fluctuations in response to variations in our quarterly operating results and other factors, such as announcements of technological developments or new products by us, customer rollouts, technological advances by existing and new competitors and general market conditions in the hospitality and retail industries. In addition, conditions in the stock market in general and shares of technology companies in particular have experienced significant price and volume fluctuations which have at times been unrelated to the operating performance of companies.
Certain statements contained herein not based on historic facts are forward-looking statements within the meaning of Section 21E of the Exchange Act, and Section 27A of the Securities Act, that involve risks and uncertainties. Examples of such forward-looking statements include (i) our expectations regarding a reduction in our effective tax rates in any future periods from a qualified production activity deduction and/or foreign earnings repatriation, (ii) our expectation that product and service margins will decline in response to the competitive nature of our market, (iii) our statements regarding the adverse impact of the Euro fluctuations on our financial performance, (iv) our expectations that the customers with whom we do the largest amount of business will fluctuate from year to year, (v) our statements concerning the fluctuations in the market price of our common stock as a result of variations in our quarterly operating results and other factors, (vi) our belief that our technology in connection with credit card transaction processes does not infringe a third party patent, and (vii) our belief that any existing legal claims or proceedings will not have a material adverse effect on our results of operations or financial position.
Past performance is not necessarily a strong or reliable indicator of future performance. Actual results could differ materially from past results, estimates or projections or forward-looking statements made by, or on behalf of us.
Listed below are some of our risks and uncertainties, in addition to those additional risks and uncertainties disclosed in our periodic press releases and SEC filings, including in the section titled “Business and Investment Risks; Information Relating to Forward-Looking Statements,” in our Annual Report on Form 10-K for the Fiscal Year ended June 30, 2005.
• | Weakness in the hospitality and tourism industries as a result of the ever-present threat of terrorist attacks and the uncertain political situation in the Middle East and parts of Asia; |
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• | Environmental and health disasters, including the tsunami disaster in Asia and Hurricanes Katrina, Rita and Wilma that devastated parts of Louisiana and Mississippi in September 2005 (“Katrina”) and parts of Mexico and Florida in October 2005 (“Wilma”). There is also the widespread coverage of certain diseases and viruses, including the avian flu, the fear of which suppresses travel. Environmental and health crises have a material and adverse impact on our business, as not only is there a material reduction in tourism for the pendency of the crises, but there is a mid-term adverse impact on the buying patterns of the customers located in the affected areas. Environmental disasters such as Wilma also adversely impact MICROS’s operations in the affected areas, including disruption of: (i) JTECH’s operation, which is located in Boca Raton, Florida; (ii) MICROS’ sales and service office, located in Deerfield Beach, Florida; and (iii) MICROS’ hotel software development, which is located in Naples, Florida. While these three offices are now operational, each was closed as a result of Wilma for over 3 days, thereby resulting in reduced productivity and sales; |
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• | Potentially unfavorable adverse economic conditions arising from the U.S. involvement in Iraq and the “war on terrorism” (this is especially true in the hospitality and tourism industry, where geo-political instability has a material adverse impact). Given the adverse impact on the travel and hospitality industry as a result of the Iraqi situation, we have experienced delays in certain purchases. There can be no guarantee that this slow down will be only short-term; |
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• | Our actions in connection with the continued and increasing price and product competition in many product areas, principally hardware (both proprietary hardware and hardware that we resell), and the pressure on profit margins for those items; |
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• | Difficulties or delays in the development, production, testing and marketing of products, including a failure to deliver new products and technologies when scheduled, announced or generally anticipated; the failure of customers to accept these products or technologies when planned; any defects in products; our inability to differentiate our products; and a failure of manufacturing efforts, whether internal or through our third party manufacturing entities; |
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• | The inherent difficulties in accurately forecasting buying patterns (especially since more than an insignificant portion of the business is not major account business that cannot be easily predicted), and appropriately staffing and preparing for fluctuations in buying demand; |
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• | Implementation and operation of a cost-effective service structure capable of servicing increasingly complex software systems in more remote locations; additional costs and expenses associated with servicing and supporting open systems, which generally incorporate third party software products (the support and service of which may be more difficult and costly); difficulty in operating, maintaining and repairing centrally hosted systems, such as central reservation and centrally hosted property management systems, and centrally hosted reporting systems (such as “mymicros.net” and Opera PMS); |
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• | Unanticipated manufacturing, supply, service or labor difficulties experienced by our vendors, including those that may result in a disruption or discontinuation of the services or products provided to us, or difficulties in the manufacturing relationship (certain of the facilities where our products are manufactured may have union workers who may participate in work slow-downs or stoppages); |
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• | Unanticipated quality or production difficulties at GES, our supplier of our Workstation 4 hardware POS terminal, and the recently released 2010 hardware platform; |
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• | The technological risks of large customer rollouts, especially where the deployments involve newer technology or third party software; and installations where the customer contracts with us to provide; |
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• | The ability to respond quickly and cost-effectively to the introduction of new technologies, including Internet-based technologies; |
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• | Because almost half of our sales are outside the U.S., our results could be significantly affected by weak economic conditions in countries in which we do business, and emerging markets in which there tend to be significant growth, and by changes in foreign currency exchange rates affecting those countries; |
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• | Adverse fluctuations in foreign currencies – in particular, the Euro and Pound, each of which constitutes a currency in which material amounts of business are transacted; |
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• | Ongoing economic and political turmoil and instability in countries where we maintain a direct sales and service presence, including, for example, Argentina and Brazil; |
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• | Our ability to recruit and retain qualified accounting and auditing staff, the failure of which could result in excessive third party accounting and auditing costs and expenses in connection with compliance with the Sarbanes-Oxley legislation, including section 404 thereof; |
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• | Our ability to recruit and retain engineers and other highly skilled personnel; |
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• | Although we attempt to protect our proprietary technology through a combination of trade secrets, copyright, trademark law, nondisclosure agreements and technical measures, these protections will not preclude competitors from developing products with features similar to our products; |
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• | The costs and other effects of legal and administrative cases and proceedings, settlements and investigations, claims, and changes in those items, and developments or assertions by or against us relating to intellectual property rights and intellectual property licenses; |
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• | Costs and liabilities associated with actual or perceived security vulnerabilities in the software products we license to our customer base, or software products that third parties license to MICROS; |
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• | The effects of, and changes in, laws and regulations, other activities of governments, agencies and similar organizations, insofar as legislative change can affect local operations and the features that may have to be incorporated into our software sets; |
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• | Managing expenses, including those over which we exercise little or no control, such as health care costs and compliance with new legislation; |
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• | Unanticipated taxation issues, including the imposition of tariffs by the WTO and other governing bodies in an effort to deter or penalize U.S. imports. |
Finally, there are ongoing legal risks to which we are subject to, some of which are difficult to predict, expect or assess. Two such legal risks are as follows:
| 1. Alleged Patent Infringement: On occasion, we will receive unsolicited letters from entities which offer a license to a patent, and sometimes go as far to suggest that we may be infringing the patent. In those instances, we will assess the validity of the claims and the purported patent, and determine whether a license is appropriate or necessary. If we conclude that a license is not necessary, there is a risk that we could be subject to legal action. Currently, there is no such pending legal action. Recently, however, hundreds of merchants throughout the country, some of which license software products from MICROS and Datavantage, have received patent licensing letters from an alleged patent holder in connection with credit card transaction processes. The alleged patent holder has pursued litigation against several of these merchants, one of which to our knowledge is a customer of ours. While we strongly believe that our technology does not infringe the patent of the above alleged patent-holder, there can be no guarantees that we will not be embroiled in these matters, or other patent matters, and we may incur both legal expenses and damages in connection with these claims. |
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| 2. Credit Card Fraud. Credit card issuers have promulgated credit card security guidelines in their ongoing effort to battle credit card fraud. We continue to work with credit card issuers to assure that our products comply with these security guidelines. There can be no assurances, however, that our products are invulnerable to unauthorized access or “hacking.” Additionally, there can be no guarantee that our customers implement all of the credit card security features which we have introduced, or that the customer maintains the appropriate level of firewall protection. When there is unauthorized access to credit card data which results in loss, there is the potential that parties could seek damages from us. Currently, there is no litigation in which damages have been sought from us in connection with credit card fraud. However, we have received a demand for payment where a customer incurred an alleged loss in connection with credit card theft. We believe we have no liability in this instance, and in any event the alleged loss is not material. |
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Item 3. | Quantitative and Qualitative Disclosures about Market Risk |
The Company recorded foreign sales, including exports from the United States, of approximately $72.4 million and approximately $60.5 million during the three months ended September 30, 2005 and 2004, respectively, to customers located primarily in Europe, Africa, the Middle East, Australia, Asia, Latin America and Canada.
The Company’s significant international business and presence expose the Company to certain market risks, such as currency, interest rate and political risks. With respect to currency risk, the Company transacts business in different currencies through its foreign subsidiaries. The fluctuation of currencies impacts sales and profitability. Frequently, sales and the costs associated with those sales are not denominated in the same currency.
In the three months ended September 30, 2005 and 2005, the Company transacted business in approximately 27 currencies and approximately 23 currencies, respectively. The relative currency mix was as follows:
| | Three Months Ended September 30, | |
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| | % of Reported
Revenues | | September 30
Exchange Rates | |
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| | 2005 | | 2004 | | 2005 | | 2004 | |
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Revenues by currency (1) | | | | | | | | | | | | | |
United States Dollar | | | 60 | % | | 57 | % | | 1.0000 | | | 1.0000 | |
European Euro | | | 20 | % | | 22 | % | | 1.2012 | | | 1.2436 | |
British Pound Sterling | | | 5 | % | | 7 | % | | 1.7638 | | | 1.8121 | |
Australian Dollar | | | 2 | % | | 1 | % | | 0.7627 | | | 0.7279 | |
Mexican Peso | | | 1 | % | | 1 | % | | 0.0930 | | | 0.0879 | |
All Other Currencies (2) | | | 12 | % | | 12 | % | | 0.0282 | | | 0.0250 | |
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Total | | | 100 | % | | 100 | % | | | | | | |
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(1) | Calculated using average exchange rates for the period. |
(2) | Average weighted three month exchange rates for all other currencies. |
The Company has evaluated the impact of a 10% change, both upward and downward, of the Euro in relation to the U.S. dollar. A 10% increase in the value of the Euro in relation to the U.S. dollar versus the Euro in the three months ended September 30, 2005, would have increased the total revenues by approximately $4.7 million or 3.1%, while a 10% decline in the value of the Euro in relation to the U.S. dollar in the three months ended September 30, 2005, would have reduced total revenues by approximately $4.7 million or 3.1%. This sensitivity analysis does not consider the impact of exchange rate changes on either cost of sales, operating expenses, or income taxes and accordingly, is not necessarily an indicator of the impact of potential exchange rate changes on net income.
The Company is also subject to interest rate fluctuations in foreign countries to the extent that the Company elects to borrow in the local foreign currency. In the past, this has not been an issue of concern as the Company has the capacity to elect to borrow in other currencies with more favorable interest rates. While the Company has not invested in financial instruments designed to protect against interest rate fluctuations, the Company will continue to evaluate the need to do so in the future.
The Company had a 3.0 million South African Rand forward contract outstanding as of September 30, 2005 in order to hedge the South African Rand note receivable that is recorded on the consolidated balance sheet. Also, the Company’s committed lines of credit bear interest at a floating rate, which exposes the Company to interest rate risks. The Company manages its exposure to this risk by minimizing, to the extent feasible, overall borrowing and monitoring available financing alternatives.
The Company’s interest rate risk has not changed materially from June 30, 2005, and the Company does not foresee any significant changes in exposure or in how it manages this exposure in the near future. The Company uses borrowings under the lines of credit, which expire in July 2009, for general corporate purposes. The Company’s lines of credit bear interest at LIBOR plus 1.50% to 2.50%, depending on the Company’s consolidated financial performance. At September 30, 2005 the Company had total borrowings of approximately $1.8 million, and had not entered into any instruments to hedge the resulting exposure to interest-rate risk. Management believes that the fair value of the debt equals its carrying value at September 30, 2005. The Company’s exposure to fluctuations in interest rates will increase or decrease in the future with increases or decreases in the outstanding amount under the line of credit.
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In order to minimize the Company’s exposure to credit risk associated with financial instruments, the Company places its temporary cash investments with high-credit-quality institutions.
Finally, the Company is subject to political risk, due in part to instability in the Middle East and the worldwide threat of terrorism, especially in developing countries with uncertain or unstable political structures or regimes. Contributing to this risk factor is the adverse impact that political instability has on the travel and tourism industries. The Company is also subject to the effects of, and changes in, laws and regulations, other activities of governments, agencies and similar organizations. To be able to offer commercially viable and competitive products, the Company must also comply with the rules and regulations of the credit card associations, including the security and data protection rules. As these guidelines are subject to change, the Company could and most likely will have ongoing costs associated with modifying products to comply with future credit card rule changes.
Item 4. | Controls and Procedures |
As of the end of the period covered by this quarterly report, the Company has conducted an evaluation of the effectiveness of the design and operation of the Company’s “Disclosure Controls and Procedures” (as defined in Rules 13a-15 and 15d-15 under the Exchange Act). This evaluation was carried out under the supervision of the Company’s management, including A.L. Giannopoulos, Chairman, Chief Executive Officer and President, and Gary C. Kaufman, Executive Vice President and Chief Financial Officer. The Company’s Disclosure Controls and Procedures are designed with the objective of ensuring that information required to be disclosed in the reports the Company files or submits under the Securities Exchange Act of 1934 (“Exchange Act”), such as this quarterly report, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. The Company’s Disclosure Controls and Procedures are also designed with the objective of ensuring that the information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
The Company does not expect that its Disclosure Controls and Procedures will prevent all error and all fraud. Despite its level of sophistication, detail and thoroughness, a disclosure system can provide only reasonable, not absolute, assurance that the objective of the control system are satisfied. Because of the inherent limitations in all control systems, no evaluation of internal control over financial reporting may prevent or detect all misstatements or instances of fraud, if any. Also, any evaluation of effectiveness as to future periods is subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
The Company has evaluated and will continue periodically to evaluate its Disclosure Controls and Procedures. Based on its most recent evaluations, Messrs. Giannopoulos and Kaufman (the Company’s principal executive officer and principal financial officer, respectively) have concluded that, as of the end of the period covered by this quarterly report, the Company’s Disclosure Controls and Procedures in place at the end of the quarter are effective at such reasonable assurance level.
Changes in Internal Control over Financial Reporting
There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-l5(f) under the Exchange Act) during the three months ended September 30, 2005 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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MICROS SYSTEMS, INC. AND SUBSIDIARIES
Form 10-Q
For the Three months ended September 30, 2005
Part II - Other Information
The Company is and has been involved in legal proceedings arising in the normal course of business. The Company is of the opinion, based upon information available as of November 9, 2005, and the advice of counsel concerning pertinent legal matters, that any resulting liability should not have a material adverse effect on the Company’s results of operations or financial position.
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
Issuer Purchases of Equity Securities
Period(1) | | Total Number of
Shares Purchased | | Average Price
Paid per Share | | Total Number of
Shares Purchased as
Part of Publicly
Announced Plans
or Programs | | Maximum Number
of Shares that May
Yet be Purchased
Under the Plans
or Programs | |
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July 1 – 31, 2005 | | | 277,676 | | $ | 43.56 | | | 277,676 | | | 1,225,662 | |
August 1 – 31, 2005 | | | 78,150 | | $ | 41.63 | | | 78,150 | | | 1,147,512 | |
September 1 – 30, 2005 | | | 211,884 | | $ | 42.13 | | | 211,884 | | | 935,628 | |
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Total | | | 567,710 | | $ | 42.74 | | | 567,710 | | | 935,628 | |
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(1) | During fiscal year 2005, the Board of Directors authorized the purchase of up to two million shares of the Company’s common stock on the open market. As of September 30, 2005, the Company has purchased 1,064,372 shares in the open market under this authorized plan. |
Item 3. | Defaults Upon Senior Securities |
None.
Item 4. | Submission of Matters to a Vote of Security Holders |
None.
None.
| 31(i).1 | Certification by CEO pursuant to Rule 13A-14 or 15D of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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| 31(i).2 | Certification by CFO pursuant to Rule 13A-14 or 15D of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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| 32.1 | Certification by CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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| 32.2 | Certification by CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| MICROS SYSTEMS, INC. |
|
|
| (Registrant) |
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Date: November 9, 2005 | /s/ Gary C. Kaufman |
|
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| Gary C. Kaufman |
| Executive Vice President, |
| Finance and Administration/ |
| Chief Financial Officer |
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Date: November 9, 2005 | /s/ Cynthia A. Russo |
|
|
| Cynthia A. Russo |
| Vice President and Corporate Controller |
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