1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . ---------- --------- Commission File Number: 000-24193 ATLANTIC DATA SERVICES, INC. (Exact Name of Registrant as Specified in its Charter) MASSACHUSETTS 04-2696393 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification Number) ONE BATTERYMARCH PARK QUINCY, MASSACHUSETTS 02169 (Address of Principal Executive Offices) (Zip Code) (617) 770 - 3333 (Registrant's Telephone Number, Including Area Code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] --- --- As of July 28, 2000, there were 12,986,599 shares of the Registrant's Common Stock, $.01 par value per share, outstanding. 2 ATLANTIC DATA SERVICES, INC. TABLE OF CONTENTS Page PART I - FINANCIAL INFORMATION ITEM 1: Financial Statements Condensed Consolidated Balance Sheets as of June 30, 2000 (Unaudited) and March 31, 2000 3 Condensed Consolidated Statement of Operations for the Three Months Ended June 30, 2000 and 1999 (Unaudited) 4 Condensed Consolidated Statement of Cash Flows for the Three Months Ended June 30, 2000 and 1999 (Unaudited) 5 Notes to Condensed Consolidated Financial Statements 6 ITEM 2: Management's Discussion and Analysis of Financial Condition and Results of Operations 8 ITEM 3: Quantitative and Qualitative Disclosures about Market Risk 12 PART II - OTHER INFORMATION ITEM 2: Changes in Securities and Use of Proceeds 13 ITEM 6: Exhibits and Reports on Form 8-K 14 SIGNATURES 15 EXHIBIT INDEX 16 2 3 PART I ITEM 1: FINANCIAL INFORMATION ATLANTIC DATA SERVICES, INC. Condensed Consolidated Balance Sheets (in thousands, except per share data) JUNE 30, MARCH 31, 2000 2000 ----------- --------- (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 36,572 $ 38,347 Accounts receivable, net of allowances for doubtful accounts of $620 at June 30, 2000 and $650 at March 31, 2000 6,322 5,514 Prepaid expenses 212 103 Deferred taxes 732 845 -------- -------- Total current assets 43,838 44,809 Property and equipment, net 846 919 Other assets 357 387 -------- -------- TOTAL ASSETS $ 45,041 $ 46,115 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 751 $ 757 Accrued expenses and other liabilities 2,625 3,997 Billings in excess of costs and estimated earnings -- 42 Income taxes payable 348 343 -------- -------- Total current liabilities 3,724 5,139 -------- -------- Commitments Stockholders' equity: Preferred stock, $.01 par value, 1,000,000 authorized, no shares issued or outstanding -- -- Common stock, $.01 par value, 60,000,000 shares authorized, 13,097,599 shares issued and 12,985,599 outstanding at June 30, 2000 and 13,087,599 shares issued and 12,975,599 outstanding at March 31, 2000 131 131 Additional paid-in capital 26,788 26,737 Retained earnings 14,423 14,133 Treasury stock (112,000 shares carried at cost) (25) (25) -------- -------- Total stockholders' equity 41,317 40,976 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 45,041 $ 46,115 ======== ======== See accompanying Notes to Condensed Consolidated Financial Statements. 3 4 ATLANTIC DATA SERVICES, INC. Condensed Consolidated Statement of Operations (in thousands, except per share data) (Unaudited) THREE MONTHS ENDED JUNE 30, ------------------ 2000 1999 ------- ------- Revenues $ 9,527 $10,251 Cost of revenues 6,692 7,580 ------- ------- Gross profit 2,835 2,671 ------- ------- Operating expenses: Sales and marketing 1,005 679 General and administrative 1,826 2,038 ------- ------- Total operating expenses 2,831 2,717 ------- ------- Income (loss) from operations 4 (46) Interest income, net 536 406 ------- ------- Income before provision for income taxes 540 360 Provision for income taxes 250 156 ------- ------- Net income $ 290 $ 204 ======= ======= Basic earnings per share $ 0.02 $ 0.02 ======= ======= Diluted earnings per share $ 0.02 $ 0.02 ======= ======= Shares used in computing earnings per share (basic) 12,985 12,906 ======= ======= Shares used in computing earnings per share (diluted) 13,234 13,096 ======= ======= See accompanying Notes to Condensed Consolidated Financial Statements. 4 5 ATLANTIC DATA SERVICES, INC. Condensed Consolidated Statement of Cash Flows (in thousands) (unaudited) THREE MONTHS ENDED JUNE 30, -------------------- 2000 1999 ------- ------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 290 $ 204 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 129 161 Deferred taxes 113 -- Change in assets and liabilities: Accounts receivable (808) 891 Prepaid expenses and other assets (79) (288) Accounts payable (6) (184) Accrued expenses and other liabilities (1,372) (1,321) Billings in excess of costs and estimated earnings on contracts (42) -- Federal and state income taxes 5 (417) ------- ------- Net cash provided by operating activities (1,770) (954) ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property and equipment (56) (95) ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments under capital lease obligation -- (5) Proceeds from exercise of stock options under stock option plans 51 -- ------- ------- Net cash provided by (used in) financing activities 51 (5) ------- ------- Net increase (decrease) in cash and cash equivalents (1,775) (1,054) Cash and cash equivalents, beginning of period 38,347 37,326 ------- ------- Cash and cash equivalents, end of period $36,572 $36,272 ======= ======= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for: Taxes $ 277 $ 771 ======= ======= See accompanying Notes to Condensed Consolidated Financial Statements. 5 6 ATLANTIC DATA SERVICES, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) June 30, 2000 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared by Atlantic Data Services, Inc. (the "Company") in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three-month period ended June 30, 2000 are not necessarily indicative of the results that may be expected for future periods of the full fiscal year. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes included in the Company's Annual Report on Form 10-K for the year ended March 31, 2000. The balance sheet at March 31, 2000 has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition The Company primarily derives its revenue from consulting services under time and material billing arrangements. Under these arrangements, revenue is recognized as the services are provided. Deferred revenue pertains to time and material billing arrangements and represents cash collected in advance of the performance of services. Revenue on fixed price contracts is recognized using the percentage of completion method of accounting and is adjusted monthly for the cumulative impact of any revision in estimates. The Company determines the percentage of its contracts by comparing costs incurred to date to total estimated costs. Contract costs include all direct labor and expenses related to the contract performance. An asset, "Costs and estimated earnings in excess of billings on contracts," would represent revenues recognized in excess of amounts billed. The liability, "Billings in excess of costs and estimated earnings on contracts," represents billings in excess of revenues recognized. Included in revenues are reimbursable contract-related travel and entertainment expenses, which are separately billed to clients. Earnings Per Share The Company follows Statement of Financial Accounting Standards No. 128, "Earnings Per Share" ("FAS 128"). FAS 128 requires the presentation of two amounts, basic earnings per share and diluted earnings per share. 6 7 3. EARNINGS PER SHARE The following table sets forth the computation of basic earnings per share and diluted earnings per share for the three months ended June 30, 2000 and 1999: THREE MONTHS ENDED JUNE 30, ------------------ 2000 1999 ------- ------- (in thousands, except per share data) Numerator: Net income (numerator for basic earnings per share and diluted earnings per share) $ 290 $ 204 ------- ------- Denominator: Denominator for basic earnings per share - weighted average shares 12,985 12,906 Effect of dilutive securities: Employee stock options 249 190 ------- ------- Denominator for diluted earnings per share - adjusted weighted average and assumed conversions 13,234 13,096 ------- ------- Basic earnings per share $ 0.02 $ 0.02 ======= ======= Diluted earnings per share $ 0.02 $ 0.02 ======= ======= In addition, as of June 30, 2000, there were options outstanding to purchase 1,637,375 shares that are potentially dilutive. 4. MAJOR CUSTOMERS The nature of the Company's services results in the Company deriving significant amounts of revenue from certain customers in a particular period. For the quarter ended June 30, 2000, two customers accounted for 25.1% and 17.1% of the Company's revenues. For the quarter ended June 30, 1999, two customers accounted for 26.3% and 16.7% of the Company's revenues. 7 8 ATLANTIC DATA SERVICES, INC. ITEM 2: Management's Discussion and Analysis of Financial Condition and Results of Operations OVERVIEW Atlantic Data Services, Inc. ("We" or "ADS") provides information technology ("IT") strategy consulting and systems integration services to customers exclusively in the financial services industry, primarily banks. We offer IT solutions to the business challenges faced by financial services companies through our in-depth financial services experience, technological expertise and project management skills. Our service offerings are organized around four practice areas: e-Business, Customer Relationship Management ("CRM"), IT Strategy and Consulting, and Conversions and Consolidations. The business challenges created by deregulation and consolidation, coupled with the need to maintain existing systems and incorporate new technologies, have forced banks to turn to third party IT providers for assistance in developing IT solutions to meet their changing needs. Because of the critical importance of their IT systems, banks seek to engage IT service providers who have in-depth knowledge of their systems and business processes and who can assume responsibility for project management and delivery. IT service providers working with banks must possess extensive experience in the financial services industry and be fluent in both traditional legacy systems and newer technologies. However, there is a shortage of professionals who have this combination of skills. While many banks are concluding that using outside specialists enables them to develop better IT solutions in less time and to reduce implementation risks, most IT consulting firms do not have the specialized knowledge of the financial services industry necessary to assist banks in rapidly and cost-effectively meeting their business challenges. We enable our customers to leverage their existing IT systems and personnel to compete more effectively, to rapidly assimilate changing technologies and to meet their evolving business needs in a timely and cost-effective manner. We work closely with our customers' management and IT personnel from the diagnostic and strategic planning stages through project completion. Our IT professionals have extensive experience in the diverse technical environments, legacy hardware platforms, programming languages, and software used by banks, as well as newer technologies, including client/server applications and the Internet. In addition, we have developed proprietary tools and methodologies designed to reduce the risks inherent in complex systems implementations. We work closely with our customers to determine the appropriate resources and staffing to assign to their projects and deploy our staff from throughout the United States to meet a customer's needs. We have recently launched a new branding and image campaign and are now promoting ADS as A D S Financial Services Solutions. Our official corporate name will remain Atlantic Data Services, Inc., and our Nasdaq ticker symbol will remain ADSC. We believe this new identification, coupled with the new tagline, "Potential REALIZED," will more accurately convey the availability of our expanded service offerings in e-Business and CRM, while expressing our commitment to focus exclusively on the financial services sector. Our goal is to identify ADS as the leader in providing IT solutions to the financial services industry, making Financial Services Solutions synonymous with ADS. Our revenues are derived primarily from professional fees billed to customers on a time and materials basis, or, in certain instances, on a fixed price basis. Included in revenues are reimbursable contract-related travel and entertainment expenses, which are separately billed to customers. Substantially all of our contracts, other than fixed price contracts, are terminable by the customer following limited notice 8 9 and without significant penalty to the customer. Revenues from fixed price contracts represented approximately 4.0% and 0% of our revenues for the quarters ended June 30, 2000 and 1999, respectively. We have derived, and expect to continue to derive, a significant portion of our revenues from a relatively limited number of customers. Revenues from our five largest customers for the quarters ended June 30, 2000 and 1999 were 67.2% and 65.4%, respectively, as a percentage of revenues. For the quarter ended June 30, 2000, FleetBoston Financial Corporation, Citizens Banking Corporation, Brokat Financial, Hudson United Bank Corporation and Corillian Corp. accounted for approximately 25.1%, 17.1%, 8.9%, 8.2% and 7.8%, respectively, of revenues. For the quarter ended June 30, 1999, First Security Information Technology, Inc., FleetBoston Financial Corporation, SunTrust Service Corporation, Associated Banc-Corp. and UST Data Services, Inc. accounted for approximately 26.3%, 16.7%, 8.4%, 7.4% and 6.7%, respectively, of revenues. Cost of revenues consists primarily of salaries and employee benefits for personnel dedicated to customer assignments, fees paid to subcontractors for work performed in connection with customer assignments, and reimbursable contract-related travel and entertainment expenses incurred by us in connection with the delivery of our services. Sales and marketing expenses consist primarily of salaries, employee benefits, travel expenses and promotional costs. General and administrative expenses consist primarily of expenses associated with our management, finance and administrative groups, including recruiting, training, depreciation and amortization and occupancy costs. CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS This Report on Form 10-Q includes forward-looking statements. You can identify these forward-looking statements when you see us using words such as "expect," "anticipate," "believe," "intend," "may," "predict," and other similar expressions. These forward-looking statements cover, among other items: events, conditions and financial trends that may effect the Company's future plans of operation, business strategy, growth of operations and financial position, including statements relating to capital expenditures, levels of professional staff and sufficiency of cash and cash equivalent balances and the Year 2000 issue. Forward-looking statements are not guarantees of future performance and are necessarily subject to a number of risks and uncertainties, some of which are beyond our control. Actual results could differ materially from those anticipated as a result of any of the following factors: - - variations in our revenues and operating results which could cause our results of operations to be below the expectations of public market analysts and investors; - - our dependence on the financial services industry; - - the concentration of our revenues from a relatively limited number of customers; - - our dependence on key personnel; - - the availability of professional staff as our business involves the delivery of professional services which is labor-intensive; - - competition from other companies in the information technology and systems integration market; - - rapid technological change and our ability to develop information technology solutions that keep pace with such changes; - - our potential for contract liability; - - the risks associated with fixed price contracts; - - equity control by management; - - the risks associated with potential acquisitions; and - - the volatility of our stock price. 9 10 Because of these risks and uncertainties, the forward-looking events discussed in this Report might not transpire. VARIABILITY OF QUARTERLY OPERATING RESULTS Variations in our revenues and operating results have occurred from quarter to quarter and may continue to occur as a result of a number of factors. Quarterly revenues and operating results can depend on: - - the number, size and scope of customer projects commenced and completed during a quarter; - - changes in employee utilization rates; - - changes in average billing rates; - - the number of working days in a quarter; - - the timing of introduction of new service offerings, both by us and our competitors; - - changes in pricing, both by us and our competitors; - - loss of a significant customer; - - loss of key personnel; - - other factors that adversely impact the financial services industry; and - - general economic conditions. The timing of revenues is difficult to forecast because our sales cycle is relatively long, ranging from one to six months for new projects with existing customers and three to six months for new customers, and may depend on factors such as the size and scope of projects or other factors that adversely impact the financial services industry and general economic conditions. In addition, the relatively long length of our sales cycle may negatively impact the operating results for any particular quarter as a result of increased sales and marketing expenses without associated increases in revenues in the particular quarter. Furthermore, many of our projects are, and may be in the future, terminable without customer penalty. An unanticipated termination of a major project or loss of a major customer could require us to maintain or terminate underutilized employees, resulting in a higher than expected number of unassigned persons or higher than expected severance expenses. QUARTER ENDED JUNE 30, 2000 COMPARED TO QUARTER ENDED JUNE 30, 1999 REVENUES Revenues decreased 7.1% for the quarter ended June 30, 2000 over the quarter ended June 30, 1999, from $10.3 million to $9.5 million. This decrease was predominantly due to a decrease in volume of services delivered to customers, primarily because our customers have completed their use of external resources for their Year 2000 projects. COST OF REVENUES Cost of revenues decreased 11.7% to $6.7 million from $7.6 million for the quarter ended June 30, 2000 compared to the quarter ended June 30, 1999, representing 70.2% and 73.9%, respectively, of revenues in each quarter. The dollar decrease in cost of revenues was primarily due to a decrease in billable personnel from 196 at June 30, 1999 to 160 at June 30, 2000. The decrease in cost of revenues as a percentage of revenues is due to an increase in utilization rates. SALES AND MARKETING Sales and marketing expenses increased 48.0% to $1.0 million from $679,000 for the quarter ended June 30, 2000 compared to the quarter ended June 30, 1999, representing 10.5% and 6.6% of revenues, respectively. This increase resulted primarily from an increase in our sales and marketing group from 12 10 11 employees at June 30, 1999 to 15 employees at June 30, 2000, increased investments in marketing initiatives and travel related expenses for the group. We expect our sales and marketing expenses to increase in absolute dollars as we add sales and marketing staff and undertake additional marketing initiatives. GENERAL AND ADMINISTRATIVE General and administrative expenses decreased 10.4% to $1.8 million from $2.0 million for the quarter ended June 30, 2000 compared to the quarter ended June 30, 1999, representing 19.2% and 19.9% of revenues, respectively. The dollar decrease is primarily due to decreases in compensation and travel expense. INTEREST INCOME, NET Interest income, net increased $130,000 from $406,000 for the quarter ended June 30, 1999 to $536,000 for the quarter ended June 30, 2000. This increase was principally due to interest rate increases. PROVISION FOR INCOME TAXES The provision for income taxes increased $94,000 to $250,000 from $156,000 for the quarter ended June 30, 2000 compared to the quarter ended June 30, 1999, resulting in effective tax rates of 46.3% and 43.3%, respectively. The increase in the effective tax rate percentage is primarily due to permanent differences relating to meals and entertainment expenses. Our rate may vary from period to period based on doing business in areas with varying state and local statutory income tax rates. LIQUIDITY AND CAPITAL RESOURCES We have no long-term debt and continue to operate primarily debt-free. Working capital was $40.1 million at June 30, 2000. Our days sales in accounts receivable at June 30, 2000 was 60 compared to 54 days at June 30, 1999. While we believe that the risk with respect to collection of accounts receivable is minimized by the creditworthiness of our customers, primarily banks and other financial institutions, and because of our credit and collection policies, there can be no assurance that we will not encounter collection problems in the future. We attempt to further minimize this risk by performing ongoing credit valuations of our customers and maintaining an allowance for potential credit losses. We believe that our allowance for doubtful accounts and collection policies are adequate. Capital expenditures for the three months ended June 30, 2000 of $56,000 were primarily to support our existing employees. Capital expenditures for the remainder of fiscal 2001 are expected to be approximately $700,000 and will be used principally for computers and other equipment. We expect that existing cash and cash equivalent balances, together with cash provided from operations, will be sufficient to meet the Company's working capital and capital expenditure requirements for at least the next twelve months. To date, inflation has not had a material impact on the Company's financial results. IMPACT OF YEAR 2000 To date, we have not experienced any significant problems with our service offerings and products or internal information systems as it relates to the Year 2000 date change. We are not presently aware of any significant exposure arising from potential third party failures. However, there can be no assurance 11 12 that the systems of other companies on which our systems or operations rely have been successfully converted or that any failure of such parties to achieve Year 2000 compliance could not have an adverse effect on our results of operations. To date, the total cost to address the Year 2000 date change was not material and all costs incurred were budgeted expenditures and were funded as incurred or capitalized in accordance with normal policy. We have not deferred any material information technology projects as a result of the Year 2000 program. The information concerning our Year 2000 compliance effort includes "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual events or costs to be materially different than indicated by such forward-looking statements. These factors include, among others, unanticipated costs of remediation and replacement of our Year 2000 compliance efforts, and the failure of our material suppliers and other strategic relationships to ensure Year 2000 compliance. Any estimates and projections described have been developed by management and are based on our best judgments together with the information that is available to date. Due to the many uncertainties surrounding the Year 2000 issue, our stockholders are cautioned not to place undue reliance on such forward-looking statements. ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The following discussion about our market risk disclosures involves forward-looking statements. Actual results could differ materially from those projected in the forward-looking statements. As of June 30, 2000, we did not use derivative financial instruments for speculative or trading purposes. Interest Rate Risk We invest our cash in corporate money market accounts and collateralized repurchase agreements. These securities are not subject to interest rate risk and will not fall in value if market interest rates increase. Foreign Currency Exchange Risk The majority of our sales are denominated in U.S. dollars and take place in North America. We do not believe foreign currency exchange rates or the introduction of the Euro will have an impact on us. 12 13 PART II OTHER INFORMATION ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS (d) Use of Proceeds On May 22, 1998, we commenced an initial public offering of 2,500,000 shares of common stock pursuant to our final prospectus dated May 22, 1998. The prospectus was contained in our Registration Statement on Form S-1, which was declared effective by the Securities and Exchange Commission (SEC File No. 333-48703) on May 21, 1998. Of the 2,500,000 shares of common stock offered, 2,000,000 shares were offered and sold by us and 500,000 shares were offered and sold by certain stockholders of ADS. As part of the initial public offering, certain stockholders of ADS granted the several underwriters, for whom BancAmerica Robertson Stephens, BT Alex Brown and Adams, Harkness & Hill, Inc., acted as representatives, an overallotment option to purchase up to an additional 375,000 shares of common stock. The initial public offering closed on May 28, 1998. On June 22, 1998, the representatives, on behalf of the several underwriters, purchased 375,000 shares of common stock from certain stockholders of ADS pursuant to the exercise of the underwriters' overallotment option. The aggregate offering price of the initial public offering to the public was $32,500,000 (exclusive of the underwriters' overallotment option), with proceeds to us and the selling stockholders, after deduction of underwriting discounts, of $24,180,000 (before deducting offering expenses payable by us) and $6,045,000, respectively. The aggregate-offering price of the underwriters' overallotment option exercised was $4,875,000, with proceeds to the selling stockholders, after deduction of the underwriting discounts and commissions, of $4,533,750. The aggregate amount of expenses incurred by us through March 31, 2000 in connection with the issuance and distribution of the shares of common stock offered and sold in the initial public offering were approximately $3,084,000, including $2,275,000 in underwriting discounts and approximately $809,000 in other expenses. No further expenses have been incurred. None of the expenses paid by us in connection with the initial public offering or the exercise of the underwriters' overallotment option were paid, directly or indirectly, to directors, officers, persons owning ten percent or more of the our equity securities, or affiliates of ADS. The net proceeds to us from the initial public offering, after deducting underwriting discounts and commissions and other expenses, were approximately $23,371,000. From May 21, 1998 through June 30, 2000, we have applied approximately $1,324,000 of the net proceeds from the initial public offering to working capital. We invested the balance of such net proceeds primarily in money market accounts. 13 14 ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27.1 Financial Data Schedule (b) Reports on Form 8-K None 14 15 SIGNATURES Pursuant to the requirement 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. ATLANTIC DATA SERVICES, INC. Date: August 2, 2000 By: /s/ Robert W. Howe -------------------------------- Robert W. Howe Chairman and Chief Executive Officer Date: August 2, 2000 By: /s/ Paul K. McGrath -------------------------------- Paul K. McGrath Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 15 16 EXHIBIT INDEX ------------- Page ---- 27.1 - Financial Data Schedule 17 16