Form 10Q Crawford & Company Quarter Ended September 30, 1998 Page 2 PART I - FINANCIAL INFORMATION Item 1. Financial Statements Condensed Financial Statements: Unaudited Consolidated Statements of Income for the Nine-Month Periods ended September 30, 1998 and September 30, 1997: (In Thousands Except Per Share Data) 1998 1997 Revenues $501,277 $527,416 Costs and Expenses: Cost of services provided, less reimbursed expenses of $26,638 in 1998 and $28,927 in 1997 370,362 376,592 Selling, general and administrative expenses 78,110 83,324 Year 2000 expenses 5,231 0 Restructuring charges 14,873 13,000 Total costs and expenses 468,576 472,916 Income Before Income Taxes and Minority Interest 32,701 54,500 Provision for Income Taxes 12,561 21,670 Income Before Minority Interest 20,140 32,830 Minority Interest in Loss of Joint Venture 1,177 1,803 Net Income $21,317 $34,633 Net Income Per Share Basic $0.43 $0.70 Diluted $0.42 $0.67 Average Number of Class A and Class B Common Shares used in per Share Calculations Basic 50,142 49,737 Diluted 50,777 51,708 Declared Dividends Per Share - Class A Common Stock $0.375 $0.330 Declared Dividends Per Share - Class B Common Stock $0.375 $0.330 (See accompanying notes to condensed financial statements) Form 10-Q Crawford & Company Quarter Ended September 30, 1998 Page 3 PART I - FINANCIAL INFORMATION Item 1. Financial Statements Condensed Financial Statements: Unaudited Consolidated Statements of Income for the Three-Month Periods ended September 30, 1998 and September 30, 1997: (In Thousands Except Per Share Data) 1998 1997 Revenues $165,116 $178,896 Costs and Expenses: Cost of services provided, less reimbursed expenses of $8,048 in 1998 and $10,139 in 1997 124,001 126,977 Selling, general and administrative expenses 28,529 26,364 Year 2000 expenses 2,261 0 Restructuring charges 14,873 0 Total costs and expenses 169,664 153,341 (Loss) Income Before Income Taxes and Minority Interest (4,548) 25,555 (Benefit) Provision for Income Taxes (1,741) 9,967 (Loss) Income Before Minority Interest (2,807) 15,588 Minority Interest in Loss (Income) of Joint Venture 690 (702) Net (Loss) Income ($2,117) $14,886 Net (Loss) Income Per Share Basic ($0.04) $0.30 Diluted ($0.04) $0.29 Average Number of Class A and Class B Common Shares used in per Share Calculations Basic 51,162 49,449 Diluted 51,797 51,420 Declared Dividends Per Share - Class A Common Stock $0.125 $0.110 Declared Dividends Per Share - Class B Common Stock $0.125 $0.110 (See accompanying notes to condensed financial statements) Form 10-Q Crawford & Company Quarter Ended September 30, 1998 Page 4 Consolidated Balance Sheets as of September 30, 1998 and December 31, 1997: (In Thousands of Dollars) (Unaudited) September 30 December 31 1998 1997 ASSETS Current Assets: Cash and cash equivalents $10,990 $55,380 Accounts receivable, less allowance for doubtful accounts of $17,845 in 1998 and $16,802 in 1997 123,863 117,338 Unbilled revenues, at estimated billable amounts 93,034 87,688 Prepaid expenses and other current assets 12,042 13,539 Total current assets 239,929 273,945 Property and Equipment: Property and equipment, at cost: 157,446 149,506 Less accumulated depreciation and amortization (114,686) (110,314) Net property and equipment 42,760 39,192 Other Assets: Intangible assets arising from acquisitions, less accumulated amortization of $12,123 in 1998 and $10,533 in 1997 62,803 51,968 Prepaid pension obligation 55,010 45,972 Capitalized software development costs 9,149 1,013 Other 12,033 4,968 Total other assets 138,995 103,921 TOTAL ASSETS $421,684 $417,058 (See accompanying notes to condensed financial statements) Form 10-Q Crawford & Company Quarter Ended September 30, 1998 Page 5 Consolidated Balance Sheets - (Continued) (In Thousands of Dollars) (Unaudited) September 30 December 31 1998 1997 LIABILITIES AND SHAREHOLDERS' INVESTMENT Current Liabilities: Short-term borrowings $29,982 $19,812 Accounts payable 23,493 19,956 Accrued compensation and related costs 21,486 26,616 Accrued restructuring costs 14,686 6,220 Other accrued liabilities 28,225 35,199 Deferred revenues 17,237 16,241 Current installments of long-term debt 570 594 Total current liabilities 135,679 124,638 Noncurrent Liabilities: Long-term debt, less current installments 2,020 731 Deferred income taxes 7,245 14,921 Deferred revenues 13,585 13,404 Postretirement medical benefit obligation 8,606 8,105 Self-insured risks 7,587 9,067 Minority interest 0 26,732 Other 5,936 4,455 Total noncurrent liabilities 44,979 77,415 Shareholders' Investment: Class A Common Stock, $1.00 par value; 50,000,000 shares authorized; 25,826,009 and 23,915,727 shares issued in 1998 and 1997, respectively 25,826 23,916 Class B Common Stock, $1.00 par value; 50,000,000 shares authorized; 25,185,817 and 25,477,233 shares issued in 1998 and 1997, respectively 25,186 25,477 Additional Paid-in-Capital 25,912 0 Retained earnings 173,178 174,973 Cumulative foreign currency translation adjustment (9,076) (9,361) Total shareholders' investment 241,026 215,005 TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT $421,684 $417,058 (See accompanying notes to condensed financial statements) Form 10-Q Crawford & Company Quarter Ended September 30, 1998 Page 6 Unaudited Consolidated Statements of Cash Flows for the Nine-Month Periods Ended September 30, 1998 and September 30, 1997: (In Thousands of Dollars) 1998 1997 Cash Flows From Operating Activities: Net income $21,317 $34,633 Reconciliation of net income to net cash provided by operating activities: Minority interest in income of joint venture (1,177) (1,803) Depreciation and amortization 11,395 11,742 Deferred income taxes (2,363) (3,078) Loss on sales of property and equipment 1,114 339 Changes in operating assets and liabilities, net of effects of acquisitions: Accounts receivable, net (4,943) 7,691 Unbilled revenues 57 4,841 Prepaid or accrued income taxes (4,222) 4,640 Accounts payable and accrued liabilities 6,878 6,462 Deferred revenues 982 992 Prepaid expenses and other assets (12,236) (15,303) Net cash provided by operating activities 16,802 51,156 Cash Flows From Investing Activities: Acquisitions of property and equipment (10,356) (7,506) Purchase of ACI, net of cash acquired (15,827) 0 Capitalization of software development costs (8,864) (389) Proceeds from sales of property and equipment 173 205 Net cash used in investing activities (34,874) (7,690) Cash Flows From Financing Activities: Dividends paid (18,757) (16,425) Repurchase of common stock (18,035) (20,624) Issuance of common stock 8,037 3,977 Increase in short-term borrowings 6,180 3,755 Decrease in long-term debt (2,323) (3,897) Net cash used in financing activities (24,898) (33,214) Effect of exchange rate changes on cash and cash equivalents (1,420) 3,134 (Decrease) Increase in cash and cash equivalents (44,390) 13,386 Cash and cash equivalents at beginning of period 55,380 55,485 Cash and cash equivalents at end of period $10,990 $68,871 Cash payments for income taxes $21,895 $21,027 (See accompanying notes to condensed financial statements)