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/X/ Soliciting Material Pursuant to Section 240.14a-12
CB RICHARD ELLIS SERVICES, INC.
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(Name of Registrant as Specified In Its Charter)
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The following is the text of a press release issued by CB Richard Ellis,
Inc., a subsidiary of CB Richard Ellis Services, Inc., on May 9, 2001:
[CB RICHARD ELLIS LOGO]
PRESS RELEASE
CB Richard Ellis, Inc.
200 N. Sepulveda Boulevard
Suite 300
El Segundo, CA 90245
T 310 563 8600
F 310 563 8670
www.cbre.com
FOR IMMEDIATE RELEASE -- May 9, 2001
For further information:
MEDIA: INVESTOR RELATIONS:
Tim Gallen James Leonetti, Chief Financial Officer
Gallen Neilly & Associates CB Richard Ellis
925 930 9848 310 563 8611
CB RICHARD ELLIS REPORTS OPERATING RESULTS FOR FIRST QUARTER 2001
El Segundo, CA (May 9, 2001) -- CB Richard Ellis today reported an increase in
revenue over the prior year and positive operating results from its North
America operations. These results were mitigated by a softening of revenue in
Asia and in Europe.
Revenue for the first quarter was $272.5 million, a 4% improvement over revenue
generated during the first quarter of last year. This increase in revenue was
the result of higher lease revenue, improved property and facility management
fees, strong results by the valuation unit, and solid revenue growth of the
mortgage banking unit. These revenue improvements were primarily achieved in the
North America Division, partially mitigated by softening of revenue in Asia and
Europe. EBITDA for the quarter was $14.0 million, as compared to a robust $19.8
million reported during the same period last year. Due to the seasonal nature of
its operations, the Company typically reports small losses or break-even results
during its first calendar quarter. The Company recorded a net loss for the first
quarter of $2.8 million, which represents a net loss of $0.13 per share.
Comparatively, during the first quarter of 2000, the Company reported break-even
net income.
Operating results during the first quarter of 2001 and 2000 were impacted by the
occurrence of non-recurring sales of business operations. The Company recognized
gains from one-time sales, net of related expenses, of $5.4 million during the
first quarter of 2001 as compared to $4.7 million during the first quarter of
2000. Additionally, the Company disposed of other business operations during
2000, which had generated approximately $1.8 million in revenues during the
first quarter of 2000, with no such revenue during 2001.
Chief Executive Officer Ray Wirta commented, "We are pleased with the revenue
growth of our business, particularly in North America. Despite economic softness
in several of our key markets in North America and internationally, each of our
business segments continued to generate revenue growth. A softening economy in
the United States has been evidenced by slower job growth, resulting in a
predictable negative impact on real estate activity by corporate clients. Our
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NAVIGATING A NEW WORLD
CB Richard Ellis Press Release
May 9, 2001
Page 2 of 4
Transaction Management group produced quarter-over-quarter revenue growth of 1%,
led by the Corporate Services business unit, which posted a 23% improvement in
revenues. We believe that this affirms our strategy to focus resources to help
our corporate clients manage their real estate operations more effectively."
Wirta noted, "Led by our mortgage banking group, the Financial Services
businesses continued to provide profitable growth, generating 22% growth in
revenue and 25% growth in EBITDA from recurring operations. Excluding
non-recurring items and adjusted for the effect of business disposals,
Management Services generated 6% growth in revenue from recurring operations.
"The growth in revenues was driven by our North America operations, which posted
a 7% increase in revenue during the first quarter of 2001 as compared to the
prior year. Asia operations were adversely affected by a reduction in the level
of US corporate expansion and by the recent dispute between China and the US.
Additionally, our European operations did not perform at the same level as the
prior year. We are closely monitoring the situation in both Asia and Europe and
have already taken steps to reduce our operating expenses.
"Although our North American results were positive, certain local regional
economies in the US are experiencing an economic slowdown. This is particularly
evident in the Western United States, which we equate the economic softness to
the pronounced decline in the technology and telecommunication sectors. We
continue to believe in the fundamentals for our business for the long term;
however, if the softness in the US economy continues, it will impact our revenue
growth for the balance of the year. Our business model allows for the
flexibility to reduce expenses in response to declining revenues. We have
contingency plans in place to reduce our costs should revenue begin to decline
and have a history of successfully implementing such programs."
QUARTERLY SEGMENT PERFORMANCE
The Company reports its operations under three core business segments:
o TRANSACTION MANAGEMENT. Transaction Management generated $180.0 million of
revenue in the first quarter, up 1% over the same period last year. The
transaction management revenues improved in North America by 5% over the
comparable period of last year. This was partially offset by softness in
revenues in Europe and Asia. Our Corporate Services business unit generated
$29.9 million of revenue, an improvement of 23% over the $24.4 million of
revenue during the same period of last year. Our Investment Properties unit
posted revenue of $38.0 million during the first quarter of 2001, which
represents quarter-over-quarter growth of 11%. Transaction Management
EBITDA for the first quarter was $2.0 million, a $7.6 million decrease from
last year. Higher compensation costs relating to the expansion and
retention of the sales force in North America, combined with the planned
expansion of international operations, resulted in expenses being at a
higher level than the prior year.
o FINANCIAL SERVICES. Financial Services generated $55.9 million of revenue
during the first quarter, up 35% over the first quarter of last year.
Revenue improved in the three major
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CB Richard Ellis Press Release
May 9, 2001
Page 3 of 4
business lines that compose this segment: valuation, mortgage, and
investment management. EBITDA rose to $10.1 million during the first
quarter, an improvement of $6.3 million, compared to the same period last
year. Additionally, contributing to the first quarter 2001 results was a
one-time gain, net of related expenses, of $5.6 million resulting from the
sale of a managed fund in the investment management business. Financial
Services was a more significant part of the Company's operating performance
in the first quarter of 2001, reflecting the Company's strategy to
concentrate on higher margin business lines and improved market conditions
for the mortgage and valuation business lines. Excluding non-recurring
items, revenue from Financial Services represented approximately 19% of
total revenues during the first quarter of 2001, as compared to 16% during
the first quarter of 2000.
o MANAGEMENT SERVICES. Management Services' revenue for the first quarter
totaled $36.6 million as compared to $34.5 million of recurring revenue for
the first quarter of 2000. Although the Company reported revenue of $41.1
million from this segment during the first quarter of 2000, such revenue
included $6.5 million of non-recurring items. During the first quarter of
2000, the Company recorded a one-time gain of $4.7 million from the sale of
a telecommunication business. Additionally, during the fourth quarter of
2000 the Company sold its Strategic HR business. The Strategic HR business
generated approximately $1.8 million of revenue during the first quarter of
2000. Management Services' EBITDA for the quarter ended March 31, 2001
totaled $1.9 million, an improvement of 15% over recurring EBITDA for the
prior year. The Company reported EBITDA of $6.4 million during the first
quarter of 2000; however, this includes the $4.8 million of non-recurring
EBITDA related to the sale of the Telecommunication and Strategic HR
businesses.
UPDATE OF SALE OF THE COMPANY
On February 24, 2001, the Company announced that it had entered into a merger
agreement providing for the acquisition of the Company by CBRE Holding, Inc. for
$16 per share in cash. On April 12, the Company filed a preliminary proxy
statement with the Securities and Exchange Commission. The Company expects to
mail a definitive proxy statement to its stockholders in late May and to hold a
meeting of shareholders in July to vote on the proposed merger.
Completion of the merger is subject to a number of conditions including the
following:
o Expiration or early termination of the Hart Scott Rodino waiting period
o Obtaining funding for the merger in accordance with the executed commitment
letters with Credit Suisse First Boston and DLJ Investment Funding
o Obtaining the approval of a majority of the outstanding shares of the
Company and two-thirds of the shares held by shareholders not affiliated
with the buying group
o Obtaining consents from holders of more than 50% of the $175 million face
amount of 8 7/8 % senior subordinated notes of the Company to certain
amendments to the indenture governing those notes
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CB Richard Ellis Press Release
May 9, 2001
Page 4 of 4
o Effectiveness of a registration statement of CBRE Holding, Inc. pursuant to
which it intends to offer its common stock to employees of the Company
o Other customary conditions for a transaction of this nature.
CB RICHARD ELLIS (NYSE:CBG) IS THE WORLD'S LEADING REAL ESTATE SERVICES COMPANY.
HEADQUARTERED IN LOS ANGELES WITH APPROXIMATELY 9,700 EMPLOYEES WORLDWIDE, THE
COMPANY SERVES REAL ESTATE OWNERS, INVESTORS AND OCCUPIERS THROUGH NEARLY 250
OFFICES IN 44 COUNTRIES. SERVICES INCLUDE PROPERTY SALES AND LEASING, PROPERTY
MANAGEMENT, CORPORATE SERVICES, FACILITIES MANAGEMENT, COMMERCIAL MORTGAGE
SERVICES, INVESTMENT MANAGEMENT, APPRAISAL/VALUATION, RESEARCH AND CONSULTING.
CB RICHARD ELLIS HAD 2000 REVENUES OF $1.3 BILLION. FOR MORE INFORMATION ABOUT
CB RICHARD ELLIS, VISIT THE COMPANY'S WEBSITE AT WWW.CBRE.COM.
THIS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS CONCERNING EXPECTATIONS FOR
FUTURE REVENUES, COST REDUCTIONS AND EARNINGS PERFORMANCE. THESE STATEMENTS
REFLECT THE COMPANY'S CURRENT PLANS AND EXPECTATIONS AND ARE BASED ON
INFORMATION CURRENTLY AVAILABLE TO IT. THEY RELY ON A NUMBER OF ASSUMPTIONS AND
ESTIMATES, WHICH COULD PROVE TO BE INACCURATE, AND WHICH ARE SUBJECT TO RISKS
AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY'S ACTUAL RESULTS TO VARY
MATERIALLY FROM THE RESULTS ANTICIPATED. CB RICHARD ELLIS UNDERTAKES NO
OBLIGATION TO UPDATE PUBLICLY OR REVISE ANY FORWARD-LOOKING STATEMENTS. THESE
STATEMENTS ARE QUALIFIED BY REFERENCE TO THE COMPANY'S 2000 REPORT ON FORM 10-K
AND ITS QUARTERLY REPORTS ON FORM 10-Q.
CB Richard Ellis filed a preliminary proxy statement regarding the Merger on
April 12, 2001 and will file a definitive proxy statement regarding the Merger
when it is available. Information regarding the identity of persons who, under
rules of the Securities and Exchange Commission, may be considered participants
in the solicitation of proxies from stockholders of CB Richard Ellis, and those
persons' holdings of securities of CB Richard Ellis, are included in the
preliminary proxy statement. Stockholders of CB Richard Ellis are urged to read
the definitive proxy statement regarding the Merger when it is available,
because it will contain important information. Copies of the proxy statements
and related Rule 13e-3 Transaction Statement on Schedule 13E-3 may be obtained
for free at the Securities and Exchange Commission website at WWW.SEC.GOV. These
documents may also be obtained for free from CB Richard Ellis. Requests for
copies should be directed to CB Richard Ellis Services, Inc., 505 Montgomery
Street, Sixth Floor, San Francisco, California 94111, Attention: Walter
Stafford, Secretary.