##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-Q
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2009
 Commission file number: 000-50796
 
 STANDARD PARKING CORPORATION
  Delaware
    
    16-1171179(State or Other Jurisdiction of Incorporation or Organization)
    
    (I.R.S. Employer Identification No.)
 900 N. Michigan Avenue, Suite 1600
Chicago, Illinois 60611-1542
 (312) 274-2000
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 YES o NO þ




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##### 



STANDARD PARKING CORPORATION
FORM 10-Q INDEX
 Part I. Financial InformationItem 1. Financial Statements:Condensed Consolidated Balance Sheets as of September 30, 2009 (Unaudited) and December 31, 2008
    
    
    3Condensed Consolidated Statements of Income (Unaudited) for the three months ended September
30, 2009 and 2008 and the nine months ended September 30, 2009 and 2008
    
    
    4Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September
30, 2009 and September 30, 2008
    
    
    5Notes to Condensed Consolidated Interim Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    19Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    38Item 4. Controls and Procedures
    
    
    39Part II. Other InformationItem 1A. Risk Factors
    
    
    40Item 4. Submission of Matters to a Vote of Security Holders
    
    
    41Item 6. Exhibits
    
    
    43Signatures
    
    
    44Index to Exhibits
    
    
    45Exhibit 31.1Exhibit 31.2Exhibit 31.3Exhibit 32.1
   2




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PART I. FINANCIAL INFORMATION
 
 Item 1.
    
    Financial Statements
 STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 (in thousands, except for share data)
 September 30, 2009
    
    
    December 31, 2008(Unaudited)
    
    
    (see Note)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    8,641
    
    
    $
    8,301Notes and accounts receivable, net
    
    
    44,930
    
    
    
    45,198Prepaid expenses and supplies
    
    
    1,946
    
    
    
    2,496Deferred taxes
    
    
    3,253
    
    
    
    3,253Total current assets
    
    
    58,770
    
    
    
    59,248Leasehold improvements, equipment and construction in progress, net
    
    
    17,388
    
    
    
    17,542Advances and deposits
    
    
    4,044
    
    
    
    4,433Long-term receivables, net
    
    
    9,480
    
    
    
    6,680Intangible and other assets, net
    
    
    6,613
    
    
    
    6,916Cost of contracts, net
    
    
    13,254
    
    
    
    10,872Goodwill
    
    
    126,535
    
    
    
    123,550Total assets
    
    $
    236,084
    
    
    $
    229,241LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    45,523
    
    
    $
    46,446Accrued and other current liabilities
    
    
    29,636
    
    
    
    31,416Current portion of long-term borrowings
    
    
    722
    
    
    
    1,068Total current liabilities
    
    
    75,881
    
    
    
    78,930Deferred taxes
    
    
    7,600
    
    
    
    3,305Long-term borrowings, excluding current portion
    
    
    119,879
    
    
    
    123,996Other long-term liabilities
    
    
    22,502
    
    
    
    22,052Standard Parking Corporations stockholders equity:Common stock, par value $.001 per share; 21,300,000 shares
authorized; 15,312,089 and 16,110,781 shares issued and
outstanding as of September 30, 2009 and December 31, 2008,
respectively
    
    
    15
    
    
    
    16Additional paid-in capital
    
    
    90,565
    
    
    
    103,541Accumulated other comprehensive income
    
    
    357
    
    
    
    85Treasury stock, at cost 627,423 shares as of December 31, 2008
    
    
    
    
    
    
    (11,161
    )Accumulated deficit
    
    
    (80,652
    )
    
    
    (91,464
    )Total Standard Parking Corporation stockholders equity
    
    
    10,285
    
    
    
    1,017Noncontrolling interest
    
    
    (63
    )
    
    
    (59
    )Total equity
    
    
    10,222
    
    
    
    958Total liabilities and stockholders equity
    
    $
    236,084
    
    
    $
    229,241
 
 Note:
    
    The balance sheet at December 31, 2008 has been derived from the audited financial
statements at that date but does not include all of the information and footnotes required by
accounting principles generally accepted in the United States for complete financial
statements.   3




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STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 (in thousands, except for share and per share data, unaudited)
 Three Months Ended
    
    
    Nine Months EndedSeptember 30, 2009
    
    
    September 30, 2008
    
    
    September 30, 2009
    
    
    September 30, 2008Parking services revenue:Lease contracts
    
    $
    35,576
    
    
    $
    38,634
    
    
    $
    105,963
    
    
    $
    116,331Management contracts
    
    
    39,266
    
    
    
    36,858
    
    
    
    114,870
    
    
    
    109,15374,842
    
    
    
    75,492
    
    
    
    220,833
    
    
    
    225,484Reimbursed management contract expense
    
    
    97,480
    
    
    
    101,919
    
    
    
    297,632
    
    
    
    300,687Total revenue
    
    
    172,322
    
    
    
    177,411
    
    
    
    518,465
    
    
    
    526,171Cost of parking services:Lease contracts
    
    
    32,899
    
    
    
    35,506
    
    
    
    98,780
    
    
    
    105,110Management contracts
    
    
    20,696
    
    
    
    16,510
    
    
    
    61,025
    
    
    
    51,71853,595
    
    
    
    52,016
    
    
    
    159,805
    
    
    
    156,828Reimbursed management contract expense
    
    
    97,480
    
    
    
    101,919
    
    
    
    297,632
    
    
    
    300,687Total cost of parking services
    
    
    151,075
    
    
    
    153,935
    
    
    
    457,437
    
    
    
    457,515Gross profit:Lease contracts
    
    
    2,677
    
    
    
    3,128
    
    
    
    7,183
    
    
    
    11,221Management contracts
    
    
    18,570
    
    
    
    20,348
    
    
    
    53,845
    
    
    
    57,435Total gross profit
    
    
    21,247
    
    
    
    23,476
    
    
    
    61,028
    
    
    
    68,656General and administrative expenses (1)
    
    
    11,295
    
    
    
    12,017
    
    
    
    34,376
    
    
    
    35,457Depreciation and amortization
    
    
    1,582
    
    
    
    1,539
    
    
    
    4,482
    
    
    
    4,489Operating income
    
    
    8,370
    
    
    
    9,920
    
    
    
    22,170
    
    
    
    28,710Other expenses (income):Interest expense
    
    
    1,546
    
    
    
    1,777
    
    
    
    4,510
    
    
    
    4,381Interest income
    
    
    (54
    )
    
    
    (106
    )
    
    
    (216
    )
    
    
    (189
    )1,492
    
    
    
    1,671
    
    
    
    4,294
    
    
    
    4,192Income before income taxes
    
    
    6,878
    
    
    
    8,249
    
    
    
    17,876
    
    
    
    24,518Income tax expense
    
    
    2,654
    
    
    
    3,144
    
    
    
    6,920
    
    
    
    9,734Net income
    
    
    4,224
    
    
    
    5,105
    
    
    
    10,956
    
    
    
    14,784Less: Net income (loss) attributable to
noncontrolling interest
    
    
    38
    
    
    
    (4
    )
    
    
    144
    
    
    
    121Net income attributable to Standard
Parking Corporation
    
    $
    4,186
    
    
    $
    5,109
    
    
    $
    10,812
    
    
    $
    14,663Common stock data:Net income per share:Basic
    
    $
    0.27
    
    
    $
    0.30
    
    
    $
    0.71
    
    
    $
    0.83Diluted
    
    $
    0.27
    
    
    $
    0.29
    
    
    $
    0.69
    
    
    $
    0.81Weighted average shares outstanding:Basic
    
    
    15,277,601
    
    
    
    17,244,932
    
    
    
    15,274,214
    
    
    
    17,753,188Diluted
    
    
    15,696,136
    
    
    
    17,694,208
    
    
    
    15,659,351
    
    
    
    18,165,087
 
 (1)
    
    Non-cash stock based compensation expense of $681 and $1,754 for the three and nine months
ended September 30, 2009, respectively, and $520 and $985 for the three and nine months ended
September 30, 2008, respectively, is included in general and administrative expenses.   4




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STANDARD PARKING CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (in thousands, unaudited)
 Nine Months EndedSeptember 30, 2009
    
    
    September 30, 2008Operating activities:Net income
    
    $
    10,956
    
    
    $
    14,784Adjustments to reconcile net income to net cash provided by operations:Depreciation and amortization
    
    
    4,173
    
    
    
    4,147Loss on sale of assets
    
    
    286
    
    
    
    291Amortization of debt issuance costs
    
    
    481
    
    
    
    287Write off of debt issuance cost
    
    
    
    
    
    
    13Non-cash stock-based compensation
    
    
    1,754
    
    
    
    985Excess tax benefit related to stock option exercises
    
    
    (136
    )
    
    
    (878
    )Provision (reversal) for losses on accounts receivable
    
    
    (174
    )
    
    
    79Deferred income taxes
    
    
    4,295
    
    
    
    6,247Change in
operating assets and liabilities, net of acquisition related
    
    
    (6,856
    )
    
    
    (6,302
    )Net cash provided by operating activities
    
    
    14,779
    
    
    
    19,653Investing activities:Acquisitions
    
    
    (2,500
    )
    
    
    (5,463
    )Purchase of leaseholds improvements and equipment
    
    
    (2,820
    )
    
    
    (3,539
    )Cost of contracts purchased
    
    
    (904
    )
    
    
    (446
    )Proceeds from sale of assets
    
    
    39
    
    
    
    264Contingent purchase payments
    
    
    (259
    )
    
    
    (64
    )Net cash used in investing activities
    
    
    (6,444
    )
    
    
    (9,248
    )Financing activities:Repurchase of common stock
    
    
    (3,885
    )
    
    
    (37,512
    )Proceeds from exercise of stock options
    
    
    125
    
    
    
    722Tax benefit related to stock option exercises
    
    
    136
    
    
    
    878(Payments on) proceeds from senior credit facility
    
    
    (3,600
    )
    
    
    32,450Distribution to noncontrolling interest
    
    
    (148
    )
    
    
    (207
    )Payments on long-term borrowings
    
    
    (90
    )
    
    
    (110
    )Payments of debt issuance costs
    
    
    (30
    )
    
    
    (2,349
    )Payments on capital leases
    
    
    (775
    )
    
    
    (1,233
    )Net cash used in financing activities
    
    
    (8,267
    )
    
    
    (7,361
    )Effect of exchange rate changes on cash and cash equivalents
    
    
    272
    
    
    
    (159
    )Increase in cash and cash equivalents
    
    
    340
    
    
    
    2,885Cash and cash equivalents at beginning of period
    
    
    8,301
    
    
    
    8,466Cash and cash equivalents at end of period
    
    $
    8,641
    
    
    $
    11,351Supplemental disclosures:Cash paid during the period for:Interest
    
    $
    4,516
    
    
    $
    6,960Income taxes
    
    
    2,449
    
    
    
    2,392
   5




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STANDARD PARKING CORPORATION
 
 NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
 (in thousands, except for share and per share data, unaudited)
 1. Basis of Presentation
   Principles of Consolidation
  Variable Interest Entities
 Commencement of
    
    
    Nature ofEquity
    
    Operations
    
    
    Activities
    
    
    % Ownership
    
    
    LocationsOther investments in VIEs
    
    Sep 93  Jun 08
    
    
    Management of parking lots, shuttle operations and parking meters
    
    
    
    50
    %
    
    Various states
  Financial Instruments
  2. Stock Split
   6




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3. Stock-Based Compensation
   Stock Options and Grants
       Performance-Based Incentive Program
    7




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Restricted Stock Units
    4. Net Income Per Common Share
   Three Months Ended September 30
    
    
    Nine Months Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Weighted average common shares outstanding  Basic
    
    
    15,277,601
    
    
    
    17,244,932
    
    
    
    15,274,214
    
    
    
    17,753,188Effect of dilutive options
    
    
    418,535
    
    
    
    449,276
    
    
    
    385,137
    
    
    
    411,899Weighted average common shares outstanding  Diluted
    
    
    15,696,136
    
    
    
    17,694,208
    
    
    
    15,659,351
    
    
    
    18,165,087Net income per share:Basic
    
    $
    0.27
    
    
    $
    0.30
    
    
    $
    0.71
    
    
    $
    0.83Diluted
    
    $
    0.27
    
    
    $
    0.29
    
    
    $
    0.69
    
    
    $
    0.81
     8




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5. Recently Issued Accounting Pronouncements
 Accounting
Standards Net Yet Adopted
   Accounting Standards Adopted
      9




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6. Acquisitions
 2009 Acquisitions
    2008 Acquisitions
 th
 
    
    In November 2008, we acquired certain assets of Downtown Valet, LLC, a valet parking
operator in Seattle, Washington.
 
    
    In February 2008, we acquired certain assets of G.O. Parking, a parking operator in
Chicago, Illinois.
    10




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7. Leasehold Improvements, Equipment and Construction in Progress, Net
  Ranges of Estimateduseful life
    
    
    September 30, 2009
    
    
    December 31, 2008(Unaudited)Equipment
    
    2-10 years
    
    $
    28,769
    
    
    $
    29,615Leasehold improvements
    
    Shorter of lease term or economic life up to 10 years
    
    
    10,176
    
    
    
    10,340Construction in progress
    
    
    
    
    
    
    7,184
    
    
    
    6,51746,129
    
    
    
    46,472Less accumulated depreciation and amortization
    
    
    
    
    
    
    (28,741
    )
    
    
    (28,930
    )Leasehold improvements, equipment and construction in progress, net
    
    
    
    
    
    $
    17,388
    
    
    $
    17,542
  8. Cost of Contracts, Net
   September 30, 2009
    
    
    December 31, 2008(Unaudited)Cost of contracts
    
    $
    18,857
    
    
    $
    15,303Accumulated amortization
    
    
    (5,603
    )
    
    
    (4,431
    )Cost of contracts, net
    
    $
    13,254
    
    
    $
    10,872
   9. Goodwill
    11




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Region
    
    
    Region
    
    
    Region
    
    
    RegionOne
    
    
    Two
    
    
    Three
    
    
    Four
    
    
    TotalBalance as of January 1, 2009
    
    $
    61,056
    
    
    $
    5,190
    
    
    $
    32,392
    
    
    $
    24,912
    
    
    $
    123,550Acquisitions
    
    
    
    
    
    
    2,500
    
    
    
    
    
    
    
    
    
    
    
    2,500Adjustments to purchase price
    
    
    (104
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (104
    )Contingency payments related to acquisitions
    
    
    26
    
    
    
    
    
    
    
    8
    
    
    
    
    
    
    
    34Foreign currency translation
    
    
    
    
    
    
    555
    
    
    
    
    
    
    
    
    
    
    
    555Balance as of September 30, 2009
    
    $
    60,978
    
    
    $
    8,245
    
    
    $
    32,400
    
    
    $
    24,912
    
    
    $
    126,535
 10.
    Long-Term Receivables, Net  Amount OutstandingSeptember 30, 2009
    
    
    December 31, 2008(Unaudited)Bradley International AirportDeficiency payments
    
    $
    8,761
    
    
    $
    5,961Other Bradley related, net
    
    
    3,203
    
    
    
    3,203Valuation allowance
    
    
    (2,484
    )
    
    
    (2,484
    )Total long-term receivables, net
    
    $
    9,480
    
    
    $
    6,680
 Agreement
     12




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
    
    Garage and surface operating expenses,
 
    
    Principal and interest on Bonds,
 
    
    Trustee expenses
 
    
    Major maintenance and capital improvement deposits
 
    
    State Minimum Guarantee
  Deficiency Payments
      13




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September 30, 2009
    
    
    December 31, 2008(Unaudited)Deficiency payments:Balance at beginning of period
    
    $
    5,961
    
    
    $
    4,135Deficiency payments made
    
    
    2,800
    
    
    
    2,153Deficiency repayment received
    
    
    
    
    
    
    (327
    )Balance at end of period
    
    
    8,761
    
    
    
    5,961Other Bradley related
    
    
    3,203
    
    
    
    3,203Valuation allowance
    
    
    (2,484
    )
    
    
    (2,484
    )Total long-term receivables
    
    $
    9,480
    
    
    $
    6,680
 Compensation
    11. Borrowing Arrangements
  Amount OutstandingDue Date
    
    
    September 30, 2009
    
    
    December 31, 2008(Unaudited)Senior credit facility
    
    June 2013
    
    
    $
    117,000
    
    
    $
    120,600Capital lease obligations
    
    Various
    
    
    2,264
    
    
    
    3,039Obligations on Seller notes and other
    
    Various
    
    
    1,337
    
    
    
    1,425120,601
    
    
    
    125,064Less current portion
    
    
    
    
    
    
    722
    
    
    
    1,068$
    119,879
    
    
    $
    123,996
 Senior Credit Facility
     14




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12. Stock Repurchases
 2009 Stock Repurchases
     2008 Stock Repurchases
      15




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13. Business Unit Segment Information
     16




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For the three months ended
    
    
    For the nine  months endedSeptember 30,
    
    
    Gross
    
    
    September 30,
    
    
    Gross
    
    
    September 30,
    
    
    Gross
    
    
    September 30,
    
    
    Gross2009
    
    
    Margin
    
    
    2008
    
    
    Margin
    
    
    2009
    
    
    Margin
    
    
    2008
    
    
    MarginRevenues:Region OneLease contracts
    
    $
    20,557
    
    
    
    
    
    
    $
    21,436
    
    
    
    
    
    
    $
    59,877
    
    
    
    
    
    
    $
    61,468Management contracts
    
    
    13,414
    
    
    
    
    
    
    
    14,179
    
    
    
    
    
    
    
    40,364
    
    
    
    
    
    
    
    43,316Total Region One
    
    
    33,971
    
    
    
    
    
    
    
    35,615
    
    
    
    
    
    
    
    100,241
    
    
    
    
    
    
    
    104,784Region TwoLease contracts
    
    
    683
    
    
    
    
    
    
    
    1,066
    
    
    
    
    
    
    
    2,032
    
    
    
    
    
    
    
    1,631Management contracts
    
    
    4,046
    
    
    
    
    
    
    
    982
    
    
    
    
    
    
    
    8,864
    
    
    
    
    
    
    
    2,923Total Region Two
    
    
    4,729
    
    
    
    
    
    
    
    2,048
    
    
    
    
    
    
    
    10,896
    
    
    
    
    
    
    
    4,554Region ThreeLease contracts
    
    
    4,796
    
    
    
    
    
    
    
    5,739
    
    
    
    
    
    
    
    14,580
    
    
    
    
    
    
    
    19,356Management contracts
    
    
    13,973
    
    
    
    
    
    
    
    13,874
    
    
    
    
    
    
    
    41,378
    
    
    
    
    
    
    
    39,695Total Region Three
    
    
    18,769
    
    
    
    
    
    
    
    19,613
    
    
    
    
    
    
    
    55,958
    
    
    
    
    
    
    
    59,051Region FourLease contracts
    
    
    9,550
    
    
    
    
    
    
    
    10,399
    
    
    
    
    
    
    
    29,486
    
    
    
    
    
    
    
    33,821Management contracts
    
    
    7,916
    
    
    
    
    
    
    
    7,815
    
    
    
    
    
    
    
    24,278
    
    
    
    
    
    
    
    23,500Total Region Four
    
    
    17,466
    
    
    
    
    
    
    
    18,214
    
    
    
    
    
    
    
    53,764
    
    
    
    
    
    
    
    57,321OtherLease contracts
    
    
    (10
    )
    
    
    
    
    
    
    (6
    )
    
    
    
    
    
    
    (12
    )
    
    
    
    
    
    
    55Management contracts
    
    
    (83
    )
    
    
    
    
    
    
    8
    
    
    
    
    
    
    
    (14
    )
    
    
    
    
    
    
    (281
    )Total Other
    
    
    (93
    )
    
    
    
    
    
    
    2
    
    
    
    
    
    
    
    (26
    )
    
    
    
    
    
    
    (226
    )Reimbursed expense
    
    
    97,480
    
    
    
    
    
    
    
    101,919
    
    
    
    
    
    
    
    297,632
    
    
    
    
    
    
    
    300,687Total revenues
    
    $
    172,322
    
    
    
    
    
    
    $
    177,411
    
    
    
    
    
    
    $
    518,465
    
    
    
    
    
    
    $
    526,171Gross ProfitRegion OneLease contracts
    
    
    1,633
    
    
    
    8
    %
    
    
    1,817
    
    
    
    8
    %
    
    
    4,140
    
    
    
    7
    %
    
    
    4,747
    
    
    
    8
    %Management contracts
    
    
    7,223
    
    
    
    54
    %
    
    
    7,440
    
    
    
    52
    %
    
    
    21,111
    
    
    
    52
    %
    
    
    22,353
    
    
    
    52
    %Total Region One
    
    
    8,856
    
    
    
    
    
    
    
    9,257
    
    
    
    
    
    
    
    25,251
    
    
    
    
    
    
    
    27,100Region TwoLease contracts
    
    
    (12
    )
    
    
    (2
    )%
    
    
    436
    
    
    
    41
    %
    
    
    89
    
    
    
    4
    %
    
    
    611
    
    
    
    37
    %Management contracts
    
    
    1,339
    
    
    
    33
    %
    
    
    1,088
    
    
    
    111
    %
    
    
    3,133
    
    
    
    35
    %
    
    
    2,867
    
    
    
    98
    %Total Region Two
    
    
    1,327
    
    
    
    
    
    
    
    1,524
    
    
    
    
    
    
    
    3,222
    
    
    
    
    
    
    
    3,478Region ThreeLease contracts
    
    
    458
    
    
    
    10
    %
    
    
    356
    
    
    
    6
    %
    
    
    1,288
    
    
    
    9
    %
    
    
    2,711
    
    
    
    14
    %Management contracts
    
    
    6,267
    
    
    
    45
    %
    
    
    6,894
    
    
    
    50
    %
    
    
    18,502
    
    
    
    45
    %
    
    
    19,888
    
    
    
    50
    %Total Region Three
    
    
    6,725
    
    
    
    
    
    
    
    7,250
    
    
    
    
    
    
    
    19,790
    
    
    
    
    
    
    
    22,599Region FourLease contracts
    
    
    654
    
    
    
    7
    %
    
    
    899
    
    
    
    9
    %
    
    
    1,762
    
    
    
    6
    %
    
    
    2,946
    
    
    
    9
    %Management contracts
    
    
    3,850
    
    
    
    49
    %
    
    
    3,477
    
    
    
    44
    %
    
    
    11,754
    
    
    
    48
    %
    
    
    10,472
    
    
    
    45
    %Total Region Four
    
    
    4,504
    
    
    
    
    
    
    
    4,376
    
    
    
    
    
    
    
    13,516
    
    
    
    
    
    
    
    13,418OtherLease contracts
    
    
    (56
    )
    
    
    (560
    )%
    
    
    (380
    )
    
    
    (6,333
    )%
    
    
    (96
    )
    
    
    (800
    )%
    
    
    206
    
    
    
    374
    %Management contracts
    
    
    (109
    )
    
    
    (131
    )%
    
    
    1,449
    
    
    
    18,113
    %
    
    
    (655
    )
    
    
    (4,679
    )%
    
    
    1,855
    
    
    
    (660
    )%Total Other
    
    
    (165
    )
    
    
    
    
    
    
    1,069
    
    
    
    
    
    
    
    (751
    )
    
    
    
    
    
    
    2,061Total gross profit
    
    
    21,247
    
    
    
    
    
    
    
    23,476
    
    
    
    
    
    
    
    61,028
    
    
    
    
    
    
    
    68,656General and administrative
expenses
    
    
    11,295
    
    
    
    
    
    
    
    12,017
    
    
    
    
    
    
    
    34,376
    
    
    
    
    
    
    
    35,457General and administrative
expense percentage of gross
profit
    
    
    53
    %
    
    
    
    
    
    
    51
    %
    
    
    
    
    
    
    56
    %
    
    
    
    
    
    
    52
    %Depreciation and amortization
    
    
    1,582
    
    
    
    
    
    
    
    1,539
    
    
    
    
    
    
    
    4,482
    
    
    
    
    
    
    
    4,489Operating income
    
    
    8,370
    
    
    
    
    
    
    
    9,920
    
    
    
    
    
    
    
    22,170
    
    
    
    
    
    
    
    28,710Other expenses (income):Interest expense
    
    
    1,546
    
    
    
    
    
    
    
    1,777
    
    
    
    
    
    
    
    4,510
    
    
    
    
    
    
    
    4,381Interest income
    
    
    (54
    )
    
    
    
    
    
    
    (106
    )
    
    
    
    
    
    
    (216
    )
    
    
    
    
    
    
    (189
    )1,492
    
    
    
    
    
    
    
    1,671
    
    
    
    
    
    
    
    4,294
    
    
    
    
    
    
    
    4,192Income before income taxes
    
    
    6,878
    
    
    
    
    
    
    
    8,249
    
    
    
    
    
    
    
    17,876
    
    
    
    
    
    
    
    24,518Income tax expense
    
    
    2,654
    
    
    
    
    
    
    
    3,144
    
    
    
    
    
    
    
    6,920
    
    
    
    
    
    
    
    9,734Net income
    
    
    4,224
    
    
    
    
    
    
    
    5,105
    
    
    
    
    
    
    
    10,956
    
    
    
    
    
    
    
    14,784Less: Net income
attributable to
noncontrolling interest
    
    
    38
    
    
    
    
    
    
    
    (4
    )
    
    
    
    
    
    
    144
    
    
    
    
    
    
    
    121Net income attributable to
Standard Parking Corporation
    
    $
    4,186
    
    
    
    
    
    
    $
    5,109
    
    
    
    
    
    
    $
    10,812
    
    
    
    
    
    
    $
    14,663
    17




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##### Table of Contents



14. Comprehensive Income
  For the three months ended_
    
    
    For the nine months endedSeptember 30, 2009
    
    
    September 30, 2008
    
    
    September 30, 2009
    
    
    September 30, 2008Net income
    
    $
    4,224
    
    
    $
    5,105
    
    
    $
    10,956
    
    
    $
    14,784Revaluation of interest rate cap
    
    
    
    
    
    
    62
    
    
    
    
    
    
    
    95Effect of foreign currency translation
    
    
    329
    
    
    
    (99
    )
    
    
    272
    
    
    
    (159
    )Comprehensive income
    
    
    4,553
    
    
    
    5,068
    
    
    
    11,228
    
    
    
    14,720Less: Net income attributable to noncontrolling interest
    
    
    38
    
    
    
    (4
    )
    
    
    144
    
    
    
    121Comprehensive income attributable to Standard Parking
Corporation
    
    $
    4,515
    
    
    $
    5,072
    
    
    $
    11,084
    
    
    $
    14,599
 15.
    Income Taxes    2004  2008
    
    United States  federal income tax2003  2008
    
    United States  state and local income tax2004  2008
    
    Canada
 16.
    Hurricane Katrina   18




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##### Table of Contents



17. Legal Proceedings
   18. Subsequent Event
  
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following
discussion of our results of operations should be read in conjunction
with the consolidated financial statements and the notes thereto
contained in this Quarterly Report on Form 10-Q and the consolidated financial
statements and the notes thereto included in our Annual Report on our Form 10-K for the
year ended December 31, 2008.
  19




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##### Table of Contents



Overview
 Our Business
    General Business Trends
    20




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##### Table of Contents



Summary of Operating Facilities
  September 30, 2009
    
    
    December 31, 2008
    
    
    September 30, 2008Managed facilities
    
    
    1,976
    
    
    
    1,986
    
    
    
    1,947Leased facilities
    
    
    220
    
    
    
    229
    
    
    
    238Total facilities
    
    
    2,196
    
    
    
    2,215
    
    
    
    2,185
 Revenue
  
    
    Parking services revenuelease contracts. Parking services revenue
related to lease contracts consist of all revenue received at a leased
facility, including parking receipts (net of parking tax), consulting
and real estate development fees, gains on sales of contracts and
payments for exercising termination rights.
    
    Parking services revenuemanagement contracts.Management contract
revenue consists of management fees, including both fixed and
performance-based fees, and amounts attributable to ancillary services
such as accounting, equipment leasing, payments received for
exercising termination rights, consulting, developmental fees, gains
on sales of contracts, as well as insurance and other value-added
services with respect to managed locations. We believe we generally
purchase required insurance at lower rates than our clients can obtain
on their own because we effectively self-insure for all liability and
workers compensation claims by maintaining a large per-claim
deductible. As a result, we have generated operating income on the
insurance provided under our management contracts by focusing on our
risk management efforts and controlling losses. Management contract
revenue does not include gross customer collections at the managed
locations as this revenue belongs to the property owner rather than to
us. Management contracts generally provide us with a management fee
regardless of the operating performance of the underlying facility.
  Reimbursed Management Contract Expense
  Cost of Parking Services
  
    
    Cost of parking serviceslease contracts.The cost of parking services under a lease
arrangement consists of contractual rental fees paid to the facility owner and all operating
expenses incurred in connection with operating the leased facility. Contractual fees paid to
the facility owner are generally based on either a fixed contractual amount or a percentage
of gross revenue or a combination thereof. Generally, under a lease arrangement we are not
responsible for major capital expenditures or real estate taxes.
 
    
    Cost of parking servicesmanagement contracts.The cost of parking services under a
management contract is generally the responsibility of the facility owner. As a result,
these costs are not included in our results of operations. However, our reverse management
contracts, which typically provide for larger management fees, do require us to pay for
certain costs.
  21




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##### Table of Contents



Reimbursed Management Contract Expense
  Gross Profit
  General and Administrative Expenses
  Depreciation and Amortization
  Valuation Allowance Related to Long-Term Receivables
  Seasonality
   22




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##### Table of Contents



Results of Operations
 Three Months ended September 30, 2009 Compared to Three Months ended September 30, 2008
  Three Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %Lease contract revenue:New location
    
    $
    1.1
    
    
    $
    0.1
    
    
    $
    1.0
    
    
    
    1,000.0Contract expirations
    
    
    
    
    
    
    2.8
    
    
    
    (2.8
    )
    
    
    (100.0
    )Same location:Short-term parking
    
    
    21.1
    
    
    
    21.9
    
    
    
    (0.8
    )
    
    
    (3.7
    )Monthly parking
    
    
    9.7
    
    
    
    10.2
    
    
    
    (0.5
    )
    
    
    (4.9
    )Total same location
    
    
    30.8
    
    
    
    32.1
    
    
    
    (1.3
    )
    
    
    (4.0
    )Conversions
    
    
    0.4
    
    
    
    1.1
    
    
    
    (0.7
    )
    
    
    (63.6
    )Acquisitions
    
    
    3.3
    
    
    
    2.5
    
    
    
    0.8
    
    
    
    32.0Total lease contract revenue
    
    $
    35.6
    
    
    $
    38.6
    
    
    $
    (3.0
    )
    
    
    (7.8
    )Management contract revenue:New location
    
    $
    2.3
    
    
    $
    0.1
    
    
    $
    2.2
    
    
    
    2,200.0Contract expirations
    
    
    0.1
    
    
    
    4.1
    
    
    
    (4.0
    )
    
    
    (97.6
    )Same location
    
    
    32.3
    
    
    
    30.4
    
    
    
    1.9
    
    
    
    6.3Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    4.6
    
    
    
    2.3
    
    
    
    2.3
    
    
    
    100.0Total management contract revenue
    
    $
    39.3
    
    
    $
    36.9
    
    
    $
    2.4
    
    
    
    6.5Reimbursed management contract expense
    
    $
    97.5
    
    
    $
    101.9
    
    
    $
    (4.4
    )
    
    
    (4.3
    )
 Parking services revenuelease contracts.
  23




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##### Table of Contents



Parking services revenuemanagement contracts.
 Reimbursed management contract expense.
  Three Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %Cost of parking services lease contracts:New location
    
    $
    1.0
    
    
    $
    
    
    
    $
    1.0
    
    
    
    100.0Contract expirations
    
    
    0.1
    
    
    
    2.8
    
    
    
    (2.7
    )
    
    
    (96.4
    )Same location:Rent
    
    
    21.6
    
    
    
    22.5
    
    
    
    (0.9
    )
    
    
    (4.0
    )Payroll and payroll related
    
    
    4.3
    
    
    
    4.3
    
    
    
    
    
    
    
    Other operating costs
    
    
    2.7
    
    
    
    2.9
    
    
    
    (0.2
    )
    
    
    (6.9
    )Total same location
    
    
    28.6
    
    
    
    29.7
    
    
    
    (1.1
    )
    
    
    (3.7
    )Conversions
    
    
    0.3
    
    
    
    0.9
    
    
    
    (0.6
    )
    
    
    (66.7
    )Acquisitions
    
    
    2.9
    
    
    
    2.1
    
    
    
    0.8
    
    
    
    38.1Total cost of parking services lease contracts
    
    $
    32.9
    
    
    $
    35.5
    
    
    $
    (2.6
    )
    
    
    (7.3
    )Cost of parking services management contracts:New locations
    
    $
    1.1
    
    
    $
    
    
    
    $
    1.1
    
    
    
    100.0Contract expirations
    
    
    0.6
    
    
    
    1.9
    
    
    
    (1.3
    )
    
    
    (68.4
    )Same location:Payroll and payroll related
    
    
    8.0
    
    
    
    6.8
    
    
    
    1.2
    
    
    
    17.6Other operating expenses
    
    
    7.7
    
    
    
    6.2
    
    
    
    1.5
    
    
    
    24.2Total same location
    
    
    15.7
    
    
    
    13.0
    
    
    
    2.7
    
    
    
    20.8Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    3.3
    
    
    
    1.6
    
    
    
    1.7
    
    
    
    106.3Total cost of parking services management contracts
    
    $
    20.7
    
    
    $
    16.5
    
    
    $
    4.2
    
    
    
    25.5Reimbursed management contract expense
    
    $
    97.5
    
    
    $
    101.9
    
    
    $
    (4.4
    )
    
    
    (4.3
    )
 Cost of parking serviceslease contracts.
 Cost of parking servicesmanagement contracts.
 Reimbursed management contract expense.
  24




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##### Table of Contents



Three Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %(in millions)Gross profit lease contracts:New location
    
    $
    0.1
    
    
    $
    0.1
    
    
    $
    
    
    
    
    Contract expirations
    
    
    (0.1
    )
    
    
    
    
    
    
    (0.1
    )
    
    
    (100.0
    )Same location
    
    
    2.2
    
    
    
    2.4
    
    
    
    (0.2
    )
    
    
    (8.3
    )Conversions
    
    
    0.1
    
    
    
    0.2
    
    
    
    (0.1
    )
    
    
    (50.0
    )Acquisitions
    
    
    0.4
    
    
    
    0.4
    
    
    
    
    
    
    
    Total gross profit lease contracts
    
    $
    2.7
    
    
    $
    3.1
    
    
    $
    (0.4
    )
    
    
    (12.9
    )Gross profit percentage lease contracts:New location
    
    
    9.1
    %
    
    
    100.0
    %Contract expirations
    
    
    
    
    
    
    Same location
    
    
    7.1
    %
    
    
    7.5
    %Conversions
    
    
    25.0
    %
    
    
    18.2
    %Acquisitions
    
    
    12.1
    %
    
    
    16.0
    %Total gross profit percentage lease contracts
    
    
    7.6
    %
    
    
    8.0
    %Gross profit management contracts:New location
    
    $
    1.2
    
    
    $
    0.1
    
    
    $
    1.1
    
    
    
    1,100.0Contract expirations
    
    
    (0.5
    )
    
    
    2.2
    
    
    
    (2.7
    )
    
    
    (122.7
    )Same location
    
    
    16.6
    
    
    
    17.4
    
    
    
    (0.8
    )
    
    
    (4.6
    )Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    1.3
    
    
    
    0.7
    
    
    
    0.6
    
    
    
    85.7Total gross profit management contracts
    
    $
    18.6
    
    
    $
    20.4
    
    
    $
    (1.8
    )
    
    
    (8.8
    )Gross profit percentage management contracts:New location
    
    
    52.2
    %
    
    
    100.0
    %Contract expirations
    
    
    (500.0
    )%
    
    
    53.7
    %Same location
    
    
    51.4
    %
    
    
    57.2
    %Conversions
    
    
    
    
    
    
    Acquisitions
    
    
    28.3
    %
    
    
    30.4
    %Total gross profit percentage management contracts
    
    
    47.3
    %
    
    
    55.3
    %
 Gross profitlease contracts.
 Gross profitmanagement contracts.
 General and administrative expenses.
 Interest expense.
  25




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##### Table of Contents



Interest income.
 Income tax expense.
 Segments
          26




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##### Table of Contents



Three Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Lease contract revenue:New location
    
    $
    0.4
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    
    
    
    $
    0.5
    
    
    $
    
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.1
    
    
    $
    0.1Contract expirations
    
    
    
    
    
    
    1.0
    
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.8Same location
    
    
    16.8
    
    
    
    17.4
    
    
    
    0.7
    
    
    
    0.6
    
    
    
    3.9
    
    
    
    4.3
    
    
    
    9.4
    
    
    
    9.8
    
    
    
    
    
    
    
    
    
    
    
    30.8
    
    
    
    32.1Conversions
    
    
    0.1
    
    
    
    0.5
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    
    
    
    
    
    
    
    
    0.6
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    1.1Acquisitions
    
    
    3.2
    
    
    
    2.4
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3.3
    
    
    
    2.5Total lease contract revenue
    
    $
    20.5
    
    
    $
    21.4
    
    
    $
    0.7
    
    
    $
    1.0
    
    
    $
    4.8
    
    
    $
    5.8
    
    
    $
    9.6
    
    
    $
    10.4
    
    
    $
    
    
    
    $
    
    
    
    $
    35.6
    
    
    $
    38.6Management contract revenue:New location
    
    $
    0.6
    
    
    $
    
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    1.1
    
    
    $
    0.1
    
    
    $
    0.5
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2.3
    
    
    $
    0.1Contract expirations
    
    
    
    
    
    
    2.0
    
    
    
    (0.1
    )
    
    
    0.1
    
    
    
    0.1
    
    
    
    1.6
    
    
    
    0.1
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    4.1Same location
    
    
    11.7
    
    
    
    11.5
    
    
    
    2.3
    
    
    
    0.9
    
    
    
    11.1
    
    
    
    10.5
    
    
    
    7.3
    
    
    
    7.5
    
    
    
    (0.1
    )
    
    
    
    
    
    
    32.3
    
    
    
    30.4Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    1.1
    
    
    
    0.7
    
    
    
    1.8
    
    
    
    
    
    
    
    1.7
    
    
    
    1.6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4.6
    
    
    
    2.3Total management contract
revenue
    
    $
    13.4
    
    
    $
    14.2
    
    
    $
    4.1
    
    
    $
    1.0
    
    
    $
    14.0
    
    
    $
    13.8
    
    
    $
    7.9
    
    
    $
    7.9
    
    
    $
    (0.1
    )
    
    $
    
    
    
    $
    39.3
    
    
    $
    36.9
    Three Months September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Cost of parking
services lease
contracts:New location
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0.5
    
    
    $
    
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.0
    
    
    $
    Contract expirations
    
    
    0.1
    
    
    
    0.9
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.5
    
    
    
    0.1
    
    
    
    2.8Same location
    
    
    15.6
    
    
    
    16.2
    
    
    
    0.7
    
    
    
    0.6
    
    
    
    3.6
    
    
    
    3.9
    
    
    
    8.7
    
    
    
    9.1
    
    
    
    
    
    
    
    (0.1
    )
    
    
    28.6
    
    
    
    29.7Conversions
    
    
    0.1
    
    
    
    0.5
    
    
    
    
    
    
    
    
    
    
    
    0.2
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    0.9Acquisitions
    
    
    2.8
    
    
    
    2.0
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.9
    
    
    
    2.1Total cost of
parking services
lease contracts
    
    $
    18.9
    
    
    $
    19.6
    
    
    $
    0.7
    
    
    $
    0.6
    
    
    $
    4.4
    
    
    $
    5.4
    
    
    $
    8.9
    
    
    $
    9.5
    
    
    $
    
    
    
    $
    0.4
    
    
    $
    32.9
    
    
    $
    35.5Cost of parking
services management
contracts:New location
    
    $
    0.1
    
    
    $
    
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    0.5
    
    
    $
    
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.1
    
    
    $
    Contract expirations
    
    
    0.3
    
    
    
    1.3
    
    
    
    
    
    
    
    
    
    
    
    0.2
    
    
    
    0.8
    
    
    
    0.1
    
    
    
    0.2
    
    
    
    
    
    
    
    (0.4
    )
    
    
    0.6
    
    
    
    1.9Same location
    
    
    5.2
    
    
    
    5.1
    
    
    
    1.2
    
    
    
    (0.1
    )
    
    
    5.6
    
    
    
    4.9
    
    
    
    3.7
    
    
    
    4.1
    
    
    
    
    
    
    
    (1.0
    )
    
    
    15.7
    
    
    
    13.0Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    0.6
    
    
    
    0.3
    
    
    
    1.4
    
    
    
    
    
    
    
    1.3
    
    
    
    1.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3.3
    
    
    
    1.6Total cost of
parking services
management contracts
    
    $
    6.2
    
    
    $
    6.7
    
    
    $
    2.8
    
    
    $
    (0.1
    )
    
    $
    7.6
    
    
    $
    7.0
    
    
    $
    4.1
    
    
    $
    4.3
    
    
    $
    
    
    
    $
    (1.4
    )
    
    $
    20.7
    
    
    $
    16.5
    27




---



##### Table of Contents



Three Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Gross profit
lease contracts:New location
    
    $
    0.1
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0.1
    
    
    $
    0.1Contract expirations
    
    
    (0.1
    )
    
    
    0.1
    
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.5
    )
    
    
    (0.1
    )
    
    
    Same location
    
    
    1.2
    
    
    
    1.2
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    0.4
    
    
    
    0.7
    
    
    
    0.7
    
    
    
    
    
    
    
    0.1
    
    
    
    2.2
    
    
    
    2.4Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    0.2
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.2Acquisitions
    
    
    0.4
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    0.4Total gross profit
lease contracts
    
    $
    1.6
    
    
    $
    1.8
    
    
    $
    
    
    
    $
    0.4
    
    
    $
    0.4
    
    
    $
    0.4
    
    
    $
    0.7
    
    
    $
    0.9
    
    
    $
    
    
    
    $
    (0.4
    )
    
    $
    2.7
    
    
    $
    3.1(percentages)Gross profit
percentage lease
contracts:New location
    
    
    25.0
    
    
    
    100.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9.1
    
    
    
    100.0Contract expirations
    
    
    
    
    
    
    10.0
    
    
    
    
    
    
    
    100.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Same location
    
    
    7.1
    
    
    
    6.9
    
    
    
    
    
    
    
    
    
    
    
    7.7
    
    
    
    9.3
    
    
    
    7.4
    
    
    
    7.1
    
    
    
    
    
    
    
    
    
    
    
    7.1
    
    
    
    7.5Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    33.3
    
    
    
    
    
    
    
    
    
    
    
    33.3
    
    
    
    
    
    
    
    
    
    
    
    25.0
    
    
    
    18.2Acquisitions
    
    
    12.5
    
    
    
    16.7
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12.1
    
    
    
    16.0Total gross profit
percentage
    
    
    7.8
    
    
    
    8.4
    
    
    
    
    
    
    
    40.0
    
    
    
    8.3
    
    
    
    6.9
    
    
    
    7.3
    
    
    
    8.7
    
    
    
    
    
    
    
    
    
    
    
    7.6
    
    
    
    8.0(in millions)Gross profit
management
contracts:New location
    
    $
    0.5
    
    
    $
    
    
    
    $
    (0.1
    )
    
    $
    
    
    
    $
    0.6
    
    
    $
    0.1
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    1.2
    
    
    $
    0.1Contract expirations
    
    
    (0.3
    )
    
    
    0.7
    
    
    
    (0.1
    )
    
    
    0.1
    
    
    
    (0.1
    )
    
    
    0.8
    
    
    
    
    
    
    
    0.2
    
    
    
    
    
    
    
    0.4
    
    
    
    (0.5
    )
    
    
    2.2Same location
    
    
    6.5
    
    
    
    6.4
    
    
    
    1.1
    
    
    
    1.0
    
    
    
    5.5
    
    
    
    5.6
    
    
    
    3.6
    
    
    
    3.4
    
    
    
    (0.1
    )
    
    
    1.0
    
    
    
    16.6
    
    
    
    17.4Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    0.5
    
    
    
    0.4
    
    
    
    0.4
    
    
    
    
    
    
    
    0.4
    
    
    
    0.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.3
    
    
    
    0.7Total gross profit
management contracts
    
    $
    7.2
    
    
    $
    7.5
    
    
    $
    1.3
    
    
    $
    1.1
    
    
    $
    6.4
    
    
    $
    6.8
    
    
    $
    3.8
    
    
    $
    3.6
    
    
    $
    (0.1
    )
    
    $
    1.4
    
    
    $
    18.6
    
    
    $
    20.4(percentages)Gross profit
percentage
management
contracts:New location
    
    
    83.3
    
    
    
    
    
    
    
    (100.0
    )
    
    
    
    
    
    
    54.5
    
    
    
    100.0
    
    
    
    40.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    52.2
    
    
    
    100.0Contract expirations
    
    
    
    
    
    
    35.0
    
    
    
    100.0
    
    
    
    100.0
    
    
    
    (100.0
    )
    
    
    50.0
    
    
    
    
    
    
    
    50.0
    
    
    
    
    
    
    
    
    
    
    
    (500.0
    )
    
    
    53.7Same location
    
    
    55.6
    
    
    
    55.7
    
    
    
    47.8
    
    
    
    111.1
    
    
    
    49.5
    
    
    
    53.3
    
    
    
    49.3
    
    
    
    45.3
    
    
    
    100.0
    
    
    
    
    
    
    
    51.4
    
    
    
    57.2Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    45.5
    
    
    
    57.1
    
    
    
    22.2
    
    
    
    
    
    
    
    23.5
    
    
    
    18.8
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    28.3
    
    
    
    30.4Total gross profit
percentage
    
    
    53.7
    
    
    
    52.8
    
    
    
    31.7
    
    
    
    110.0
    
    
    
    45.7
    
    
    
    49.3
    
    
    
    48.1
    
    
    
    45.6
    
    
    
    100.0
    
    
    
    
    
    
    
    47.3
    
    
    
    55.3
    Three Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)General and
administrative
expenses
    
    $
    2.0
    
    
    $
    2.3
    
    
    $
    0.7
    
    
    $
    0.8
    
    
    $
    2.8
    
    
    $
    2.7
    
    
    $
    0.7
    
    
    $
    0.8
    
    
    $
    5.1
    
    
    $
    5.4
    
    
    $
    11.3
    
    
    $
    12.0
   28




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##### Table of Contents



Nine Months ended September 30, 2009 Compared to Nine Months ended September 30, 2008
  Nine Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %Lease contract revenue:New location
    
    $
    6.9
    
    
    $
    2.2
    
    
    $
    4.7
    
    
    
    213.6Contract expirations
    
    
    0.3
    
    
    
    9.9
    
    
    
    (9.6
    )
    
    
    (97.0
    )Same location:Short-term parking
    
    
    27.9
    
    
    
    29.7
    
    
    
    (1.8
    )
    
    
    (6.1
    )Monthly parking
    
    
    61.6
    
    
    
    64.9
    
    
    
    (3.3
    )
    
    
    (5.1
    )Total same location
    
    
    89.5
    
    
    
    94.6
    
    
    
    (5.1
    )
    
    
    (5.4
    )Conversions
    
    
    1.2
    
    
    
    3.9
    
    
    
    (2.7
    )
    
    
    (69.2
    )Acquisitions
    
    
    8.1
    
    
    
    5.7
    
    
    
    2.4
    
    
    
    42.1Total lease contract revenue
    
    $
    106.0
    
    
    $
    116.3
    
    
    $
    (10.3
    )
    
    
    (8.9
    )Management contract revenue:New location
    
    $
    10.2
    
    
    $
    2.8
    
    
    $
    7.4
    
    
    
    264.3Contract expirations
    
    
    3.2
    
    
    
    15.7
    
    
    
    (12.5
    )
    
    
    (79.6
    )Same location
    
    
    91.3
    
    
    
    84.0
    
    
    
    7.3
    
    
    
    8.7Conversions
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    Acquisitions
    
    
    10.1
    
    
    
    6.6
    
    
    
    3.5
    
    
    
    53.0Total management contract revenue
    
    $
    114.9
    
    
    $
    109.2
    
    
    $
    5.7
    
    
    
    5.2Reimbursed management contract expense
    
    $
    297.6
    
    
    $
    300.7
    
    
    $
    (3.1
    )
    
    
    (1.0
    )
  29




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##### Table of Contents



Parking services revenuelease contracts.
 Parking services revenuemanagement contracts.
 Reimbursed management contract expense.
  Nine Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %Cost of parking services lease contracts:New location
    
    $
    6.8
    
    
    $
    2.2
    
    
    $
    4.6
    
    
    
    209.1Contract expirations
    
    
    0.4
    
    
    
    7.7
    
    
    
    (7.3
    )
    
    
    (94.8
    )Same location:Rent
    
    
    62.8
    
    
    
    65.8
    
    
    
    (3.0
    )
    
    
    (4.6
    )Payroll and payroll related
    
    
    12.4
    
    
    
    12.8
    
    
    
    (0.4
    )
    
    
    (3.1
    )Other operating costs
    
    
    7.9
    
    
    
    8.2
    
    
    
    (0.3
    )
    
    
    (3.7
    )Total same location
    
    
    83.1
    
    
    
    86.8
    
    
    
    (3.7
    )
    
    
    (4.3
    )Conversions
    
    
    1.1
    
    
    
    3.4
    
    
    
    (2.3
    )
    
    
    (67.6
    )Acquisitions
    
    
    7.4
    
    
    
    5.0
    
    
    
    2.4
    
    
    
    48.0Total cost of parking services lease contracts
    
    $
    98.8
    
    
    $
    105.1
    
    
    $
    (6.3
    )
    
    
    (6.0
    )Cost of parking services management contracts:New locations
    
    $
    5.0
    
    
    $
    1.3
    
    
    $
    3.7
    
    
    
    284.6Contract expirations
    
    
    2.7
    
    
    
    8.9
    
    
    
    (6.2
    )
    
    
    (69.7
    )Same location:Payroll and payroll related
    
    
    23.0
    
    
    
    21.0
    
    
    
    2.0
    
    
    
    9.5Other operating expenses
    
    
    23.1
    
    
    
    16.0
    
    
    
    7.1
    
    
    
    44.4Total same location
    
    
    46.1
    
    
    
    37.0
    
    
    
    9.1
    
    
    
    24.6Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    7.2
    
    
    
    4.5
    
    
    
    2.7
    
    
    
    60.0Total cost of parking services management contracts
    
    $
    61.0
    
    
    $
    51.7
    
    
    $
    9.3
    
    
    
    18.0Reimbursed management contract expense
    
    $
    297.6
    
    
    $
    300.7
    
    
    $
    (3.1
    )
    
    
    (1.0
    )
 Cost of parking serviceslease contracts.
  30




---



##### Table of Contents



Cost of parking servicesmanagement contracts.
 Reimbursed management contract expense.
  Nine Months EndedSeptember 30,
    
    
    Variance2009
    
    
    2008
    
    
    Amount
    
    
    %(in millions)Gross profit lease contracts:New location
    
    $
    0.1
    
    
    $
    
    
    
    $
    0.1
    
    
    
    100.0Contract expirations
    
    
    (0.1
    )
    
    
    2.2
    
    
    
    (2.3
    )
    
    
    (104.5
    )Same location
    
    
    6.4
    
    
    
    7.8
    
    
    
    (1.4
    )
    
    
    (17.9
    )Conversions
    
    
    0.1
    
    
    
    0.5
    
    
    
    (0.4
    )
    
    
    (80.0
    )Acquisitions
    
    
    0.7
    
    
    
    0.7
    
    
    
    
    
    
    
    Total gross profit lease contracts
    
    $
    7.2
    
    
    $
    11.2
    
    
    $
    (4.0
    )
    
    
    (35.7
    )Gross profit percentage lease contracts:New location
    
    
    1.4
    %
    
    
    Contract expirations
    
    
    (33.3
    )%
    
    
    22.2
    %Same location
    
    
    7.2
    %
    
    
    8.2
    %Conversions
    
    
    8.3
    %
    
    
    12.8
    %Acquisitions
    
    
    8.6
    %
    
    
    12.3
    %Total gross profit percentage lease contracts
    
    
    6.8
    %
    
    
    9.6
    %Gross profit management contracts:New location
    
    $
    5.2
    
    
    $
    1.5
    
    
    $
    3.7
    
    
    
    246.7Contract expirations
    
    
    0.5
    
    
    
    6.8
    
    
    
    (6.3
    )
    
    
    (92.6
    )Same location
    
    
    45.2
    
    
    
    47.0
    
    
    
    (1.8
    )
    
    
    (3.8
    )Conversions
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    Acquisitions
    
    
    2.9
    
    
    
    2.1
    
    
    
    0.8
    
    
    
    38.1Total gross profit management contracts
    
    $
    53.9
    
    
    $
    57.5
    
    
    $
    (3.6
    )
    
    
    (6.3
    )Gross profit percentage management contracts:New location
    
    
    51.0
    %
    
    
    53.6
    %Contract expirations
    
    
    15.6
    %
    
    
    43.3
    %Same location
    
    
    49.5
    %
    
    
    56.0
    %Conversions
    
    
    100.0
    %
    
    
    100.0
    %Acquisitions
    
    
    28.7
    %
    
    
    31.8
    %Total gross profit percentage management contracts
    
    
    46.9
    %
    
    
    52.7
    %
 Gross profitlease contracts.
  31




---



##### Table of Contents



Gross profitmanagement contracts.
 General and administrative expenses.
 Interest expense.
 Interest income.
 Income tax expense.
 Segments
   Nine Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Lease contract revenue:New location
    
    $
    3.5
    
    
    $
    1.7
    
    
    $
    1.5
    
    
    $
    0.5
    
    
    $
    1.6
    
    
    $
    
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    6.9
    
    
    $
    2.2Contract expirations
    
    
    0.1
    
    
    
    3.1
    
    
    
    
    
    
    
    0.6
    
    
    
    0.2
    
    
    
    6.2
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    9.9Same location
    
    
    47.9
    
    
    
    49.6
    
    
    
    0.5
    
    
    
    0.5
    
    
    
    11.9
    
    
    
    12.9
    
    
    
    29.1
    
    
    
    31.6
    
    
    
    0.1
    
    
    
    
    
    
    
    89.5
    
    
    
    94.6Conversions
    
    
    0.5
    
    
    
    1.7
    
    
    
    
    
    
    
    
    
    
    
    0.7
    
    
    
    
    
    
    
    
    
    
    
    2.2
    
    
    
    
    
    
    
    
    
    
    
    1.2
    
    
    
    3.9Acquisitions
    
    
    7.8
    
    
    
    5.4
    
    
    
    
    
    
    
    
    
    
    
    0.3
    
    
    
    0.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8.1
    
    
    
    5.7Total lease contract revenue
    
    $
    59.8
    
    
    $
    61.5
    
    
    $
    2.0
    
    
    $
    1.6
    
    
    $
    14.7
    
    
    $
    19.4
    
    
    $
    29.4
    
    
    $
    33.8
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    106.0
    
    
    $
    116.3Management contract
revenue:New location
    
    $
    3.0
    
    
    $
    1.1
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    5.2
    
    
    $
    1.5
    
    
    $
    1.9
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    
    
    
    $
    10.2
    
    
    $
    2.8Contract expirations
    
    
    1.3
    
    
    
    8.7
    
    
    
    
    
    
    
    0.2
    
    
    
    1.3
    
    
    
    5.7
    
    
    
    0.6
    
    
    
    1.1
    
    
    
    
    
    
    
    
    
    
    
    3.2
    
    
    
    15.7Same location
    
    
    33.0
    
    
    
    31.5
    
    
    
    7.0
    
    
    
    2.7
    
    
    
    29.7
    
    
    
    27.9
    
    
    
    21.7
    
    
    
    22.2
    
    
    
    (0.1
    )
    
    
    (0.3
    )
    
    
    91.3
    
    
    
    84.0Conversions
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1Acquisitions
    
    
    3.0
    
    
    
    2.0
    
    
    
    1.8
    
    
    
    
    
    
    
    5.3
    
    
    
    4.6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10.1
    
    
    
    6.6Total management contract
revenue
    
    $
    40.4
    
    
    $
    43.4
    
    
    $
    8.9
    
    
    $
    2.9
    
    
    $
    41.5
    
    
    $
    39.7
    
    
    $
    24.2
    
    
    $
    23.5
    
    
    $
    (0.1
    )
    
    $
    (0.3
    )
    
    $
    114.9
    
    
    $
    109.2
    32




---



##### Table of Contents



Nine Months September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Cost of parking
services lease
contracts:New location
    
    $
    3.7
    
    
    $
    1.7
    
    
    $
    1.4
    
    
    $
    0.5
    
    
    $
    1.4
    
    
    $
    
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    6.8
    
    
    $
    2.2Contract expirations
    
    
    0.2
    
    
    
    2.9
    
    
    
    
    
    
    
    
    
    
    
    0.2
    
    
    
    4.8
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    7.7Same location
    
    
    44.3
    
    
    
    45.8
    
    
    
    0.6
    
    
    
    0.5
    
    
    
    10.8
    
    
    
    11.5
    
    
    
    27.4
    
    
    
    29.1
    
    
    
    
    
    
    
    (0.1
    )
    
    
    83.1
    
    
    
    86.8Conversions
    
    
    0.5
    
    
    
    1.6
    
    
    
    
    
    
    
    
    
    
    
    0.6
    
    
    
    
    
    
    
    
    
    
    
    1.8
    
    
    
    
    
    
    
    
    
    
    
    1.1
    
    
    
    3.4Acquisitions
    
    
    7.2
    
    
    
    4.7
    
    
    
    
    
    
    
    
    
    
    
    0.2
    
    
    
    0.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7.4
    
    
    
    5.0Total cost of
parking services
lease contracts
    
    $
    55.9
    
    
    $
    56.7
    
    
    $
    2.0
    
    
    $
    1.0
    
    
    $
    13.2
    
    
    $
    16.6
    
    
    $
    27.7
    
    
    $
    30.9
    
    
    $
    
    
    
    $
    (0.1
    )
    
    $
    98.8
    
    
    $
    105.1Cost of parking
services management
contracts:New location
    
    $
    1.1
    
    
    $
    0.5
    
    
    $
    0.3
    
    
    $
    
    
    
    $
    2.6
    
    
    $
    0.7
    
    
    $
    1.0
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    
    
    
    $
    5.0
    
    
    $
    1.3Contract expirations
    
    
    1.4
    
    
    
    5.5
    
    
    
    
    
    
    
    0.1
    
    
    
    1.0
    
    
    
    2.8
    
    
    
    0.3
    
    
    
    0.5
    
    
    
    
    
    
    
    
    
    
    
    2.7
    
    
    
    8.9Same location
    
    
    15.1
    
    
    
    14.1
    
    
    
    4.0
    
    
    
    
    
    
    
    15.2
    
    
    
    12.7
    
    
    
    11.2
    
    
    
    12.3
    
    
    
    0.6
    
    
    
    (2.1
    )
    
    
    46.1
    
    
    
    37.0Conversions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Acquisitions
    
    
    1.7
    
    
    
    0.9
    
    
    
    1.4
    
    
    
    
    
    
    
    4.1
    
    
    
    3.6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7.2
    
    
    
    4.5Total cost of
parking services
management contracts
    
    $
    19.3
    
    
    $
    21.0
    
    
    $
    5.7
    
    
    $
    0.1
    
    
    $
    22.9
    
    
    $
    19.8
    
    
    $
    12.5
    
    
    $
    12.9
    
    
    $
    0.6
    
    
    $
    (2.1
    )
    
    $
    61.0
    
    
    $
    51.7
    33




---



##### Table of Contents



Nine Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)Gross profit
lease contracts:New location
    
    $
    (0.2
    )
    
    $
    
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    0.2
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    0.1
    
    
    $
    Contract expirations
    
    
    (0.1
    )
    
    
    0.2
    
    
    
    
    
    
    
    0.6
    
    
    
    
    
    
    
    1.4
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.1
    )
    
    
    2.2Same location
    
    
    3.6
    
    
    
    3.8
    
    
    
    (0.1
    )
    
    
    
    
    
    
    1.1
    
    
    
    1.4
    
    
    
    1.7
    
    
    
    2.5
    
    
    
    0.1
    
    
    
    0.1
    
    
    
    6.4
    
    
    
    7.8Conversions
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    0.4
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.5Acquisitions
    
    
    0.6
    
    
    
    0.7
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.7
    
    
    
    0.7Total gross profit
lease contracts
    
    $
    3.9
    
    
    $
    4.8
    
    
    $
    
    
    
    $
    0.6
    
    
    $
    1.5
    
    
    $
    2.8
    
    
    $
    1.7
    
    
    $
    2.9
    
    
    $
    0.1
    
    
    $
    0.1
    
    
    $
    7.2
    
    
    $
    11.2(percentages)Gross profit
percentage lease
contracts:New location
    
    
    (5.7
    )
    
    
    
    
    
    
    6.7
    
    
    
    
    
    
    
    12.5
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.4
    
    
    
    Contract expirations
    
    
    (100.0
    )
    
    
    6.5
    
    
    
    
    
    
    
    100.0
    
    
    
    
    
    
    
    22.6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (33.3
    )
    
    
    22.2Same location
    
    
    7.5
    
    
    
    7.7
    
    
    
    (20.0
    )
    
    
    
    
    
    
    9.2
    
    
    
    10.9
    
    
    
    5.8
    
    
    
    7.9
    
    
    
    100.0
    
    
    
    
    
    
    
    7.2
    
    
    
    8.2Conversions
    
    
    
    
    
    
    5.9
    
    
    
    
    
    
    
    
    
    
    
    14.3
    
    
    
    
    
    
    
    
    
    
    
    18.2
    
    
    
    
    
    
    
    
    
    
    
    8.3
    
    
    
    12.8Acquisitions
    
    
    7.7
    
    
    
    13.0
    
    
    
    
    
    
    
    
    
    
    
    33.3
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8.6
    
    
    
    12.3Total gross profit
percentage
    
    
    6.5
    
    
    
    7.8
    
    
    
    
    
    
    
    37.5
    
    
    
    10.2
    
    
    
    14.4
    
    
    
    5.8
    
    
    
    8.6
    
    
    
    100.0
    
    
    
    
    
    
    
    6.8
    
    
    
    9.6(in millions)Gross profit
management
contracts:New location
    
    $
    1.9
    
    
    $
    0.6
    
    
    $
    (0.2
    )
    
    $
    
    
    
    $
    2.6
    
    
    $
    0.8
    
    
    $
    0.9
    
    
    $
    0.1
    
    
    $
    
    
    
    $
    
    
    
    $
    5.2
    
    
    $
    1.5Contract expirations
    
    
    (0.1
    )
    
    
    3.2
    
    
    
    
    
    
    
    0.1
    
    
    
    0.3
    
    
    
    2.9
    
    
    
    0.3
    
    
    
    0.6
    
    
    
    
    
    
    
    
    
    
    
    0.5
    
    
    
    6.8Same location
    
    
    17.9
    
    
    
    17.4
    
    
    
    3.0
    
    
    
    2.7
    
    
    
    14.5
    
    
    
    15.2
    
    
    
    10.5
    
    
    
    9.9
    
    
    
    (0.7
    )
    
    
    1.8
    
    
    
    45.2
    
    
    
    47.0Conversions
    
    
    0.1
    
    
    
    0.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.1
    
    
    
    0.1Acquisitions
    
    
    1.3
    
    
    
    1.1
    
    
    
    0.4
    
    
    
    
    
    
    
    1.2
    
    
    
    1.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2.9
    
    
    
    2.1Total gross profit
management contracts
    
    $
    21.1
    
    
    $
    22.4
    
    
    $
    3.2
    
    
    $
    2.8
    
    
    $
    18.6
    
    
    $
    19.9
    
    
    $
    11.7
    
    
    $
    10.6
    
    
    $
    (0.7
    )
    
    $
    1.8
    
    
    $
    53.9
    
    
    $
    57.5(percentages)New location
    
    
    63.3
    
    
    
    54.5
    
    
    
    (200.0
    )
    
    
    
    
    
    
    50.0
    
    
    
    53.3
    
    
    
    47.4
    
    
    
    50.0
    
    
    
    
    
    
    
    
    
    
    
    51.0
    
    
    
    53.6Contract expirations
    
    
    (7.7
    )
    
    
    36.8
    
    
    
    
    
    
    
    50.0
    
    
    
    23.1
    
    
    
    50.9
    
    
    
    50.0
    
    
    
    54.5
    
    
    
    
    
    
    
    
    
    
    
    15.6
    
    
    
    43.3Same location
    
    
    54.2
    
    
    
    55.2
    
    
    
    42.9
    
    
    
    100.0
    
    
    
    48.8
    
    
    
    54.5
    
    
    
    48.4
    
    
    
    44.6
    
    
    
    700.0
    
    
    
    (600.0
    )
    
    
    49.5
    
    
    
    56.0Conversions
    
    
    100.0
    
    
    
    100.0
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    100.0
    
    
    
    100.0Acquisitions
    
    
    43.3
    
    
    
    55.0
    
    
    
    22.2
    
    
    
    
    
    
    
    22.6
    
    
    
    21.7
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    28.7
    
    
    
    31.8Total gross profit
percentage
    
    
    52.2
    
    
    
    51.6
    
    
    
    36.0
    
    
    
    96.6
    
    
    
    44.8
    
    
    
    50.1
    
    
    
    48.3
    
    
    
    45.1
    
    
    
    700.0
    
    
    
    (600.0
    )
    
    
    46.9
    
    
    
    52.7
    Nine Months Ended September 30,Region One
    
    
    Region Two
    
    
    Region Three
    
    
    Region Four
    
    
    Other
    
    
    Total2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008(in millions)General and
administrative
expenses
    
    $
    6.5
    
    
    $
    6.7
    
    
    $
    1.6
    
    
    $
    1.9
    
    
    $
    9.1
    
    
    $
    8.2
    
    
    $
    2.4
    
    
    $
    2.3
    
    
    $
    14.8
    
    
    $
    16.4
    
    
    $
    34.4
    
    
    $
    35.5
   34




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##### Table of Contents



Liquidity and Capital Resources
 Outstanding Indebtedness
  
    
    $117.0 million under our senior credit facility; and
 
    
    $3.6 million of other debt including capital lease obligations and obligations on seller
notes and other indebtedness.
  Senior Credit Facility
       Interest Rate Cap Transactions
     35




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Stock Repurchases
 2009 Stock Repurchases
     Letters of Credit
    36




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##### Table of Contents



Deficiency Payments
   Daily Cash Collections
   Net Cash Provided by Operating Activities
   Net Cash Used in Investing Activities
    37




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##### Table of Contents



Net Cash Used in Financing Activities
   Cash and Cash Equivalents
  Forward-Looking Information
    Risk Factors
  
 Item 3.
    
    Quantitative and Qualitative Disclosures about Market Risk
 Interest Rates
      Foreign Currency Risk
   38




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Item 4.
    
    Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Controls Over Financial Reporting
  Limitations of the Effectiveness of Internal Control
   39




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##### Table of Contents



PART II. OTHER INFORMATION
 
 Item 1A.
    
    Risk Factors
  The recession and turmoil in the credit markets and the financial services industry may reduce
demand for our services, lower our earnings and harm our operations.
  Adverse economic and demographic trends could materially adversely affect our business.
     The financial difficulties or bankruptcy of one or more of our major clients could adversely
affect our results.
  The recession could negatively impact results and our ability to give accurate guidance.
  Our working capital and liquidity may be adversely affected if a significant number of our clients
require us to deposit all parking revenue into their respective accounts.
   40




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##### Table of Contents



Our management contracts and leases expose us to certain risks.
   Our indebtedness could adversely affect our financial health and prevent us from fulfilling our
obligations.
  We may be unable to renew our insurance coverage and we do not maintain insurance coverage for all
possible risks.
   41




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##### Table of Contents



Our business would be harmed if fewer clients obtain liability insurance coverage through us.
  Additional funds would need to be reserved for future insurance losses if such losses are worse
than expected.
  Because our business is affected by seasonal trends, typically in the first quarter of each year,
our results can fluctuate from period to period, which could make it difficult to evaluate our
business or cause instability in the market price of our common stock.
  
    
    reduced levels of travel during the first quarter of each year, which is reflected in
lower revenue from airport and hotel parking; and
 
    
    increases in certain costs of parking services, such as snow removal.
  We operate in a very competitive business environment.
   42




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Our ability to expand our business will be dependent upon the availability of adequate capital and
economic conditions.
  We must comply with public and private regulations that may impose significant costs on us.
      We believe that our public and private client base is becoming more concentrated.
   43




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##### Table of Contents



The failure to successfully complete or integrate acquisitions or new contracts could have a
negative impact on our business.
   
    
    Difficulties in integrating the operations, systems, technologies and personnel of the
acquired companies, particularly companies with large and widespread
operations.
    
    Diversion of managements attention from normal daily operations of the business and the
challenges of managing larger and more widespread operations
resulting from acquisitions.
    
    Difficulties in entering markets or businesses in which we have no or limited direct
prior experience and in which competitors have stronger market
positions.
    
    Insufficient revenue to offset increased expenses associated with acquisitions.
    
    The potential loss of key employees, customers and other business partners of the
companies we acquire following and continuing after announcement of acquisition plans and
their actual consummation.
  
    
    Use a substantial portion of our cash resources or incur a substantial amount of debt.
    
    Temporarily increase costs, including general and administrative cost, required to
integrate acquisitions or large contract portfolios.
    
    Significantly increase our non-cash amortization expense.
    
    Significantly increase our interest expense, leverage and debt service requirements if we
incur additional debt to pay for an acquisition.
    
    Assume liabilities.
    
    Issue common stock that would dilute our current stockholders percentage ownership.
    
    Record goodwill and non-amortizable intangible assets that are subject to impairment
testing on a regular basis and potential periodic impairment
charges.
   44




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##### Table of Contents



The sureties for our performance bond program may elect not to provide us with new or renewal
performance bonds for any reason.
  Our business may be harmed as a result of extraordinary natural disasters.
  Our business may be harmed as a result of terrorist attacks and the related increase in government
regulation of airports and reduced air travel.
  The operation of our business is dependent upon key personnel.
  Many of our employees are covered by collective bargaining agreements.
    45




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##### Table of Contents



John V. Holten, our past chairman and former majority stockholder, may dispute our decision to
terminate his employment with us, which could result in legal or other proceedings that could
affect our operations and financial condition or divert the attention of our management or our
board of directors from our business.
    Adverse litigation judgments or settlements resulting from legal proceedings in which we may be
involved in the normal course of our business could affect our operations and financial condition.
  The offer or sale of a substantial amount of our common stock by our largest stockholders could
have an adverse impact on the market price of our common stock.
   Provisions of our second amended and restated certificate of incorporation, as amended, and third
amended and restated by-laws and in Delaware corporate law may prevent or discourage an
acquisition of our company that would benefit our stockholders.
   46




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##### Table of Contents



If securities analysts do not publish research or reports about our business or if they downgrade
their evaluations of our stock or estimates of our earnings, the price of our stock could decline.
  The market price of our common stock may be particularly volatile, and our stockholders may be
unable to resell their shares at a profit.
  
    
    the recession and turmoil in the credit markets and financial services industry;
    
    changes in general economic and business conditions or demographic trends;
    
    the financial difficulties or bankruptcy of our major clients, including the impact on
our ability to collect receivables;
    
    availability, terms and deployment of capital;
    
    potential impact on the market price of our common stock from the sale or offer of a
substantial amount of our common stock by our largest stockholders and the ability of our
largest stockholders to influence our major corporate decisions;
    
    potential for change of control default under our credit agreement if an unaffiliated
person obtains a majority of our common stock;
    
    the loss, or renewal on less favorable terms, of management contracts and leases;
    
    our ability to renew our insurance policies on acceptable terms, the extent to which our
clients choose to obtain insurance coverage through us and our ability to successfully
manage self-insured losses;
    
    seasonal trends, particularly in the first quarter of each year;
    
    the impact of public and private regulations;
    
    our ability to form and maintain relationships with large real estate owners, managers
and developers;
    
    integration of future acquisitions in light of challenges in retaining key employees,
synchronizing business processes and efficiently integrating facilities, marketing and
operations;
    
    the ability to obtain performance bonds on acceptable terms to guarantee our performance
under certain contracts;
    
    extraordinary events affecting parking at facilities that we manage, including emergency
safety measures, military or terrorist attacks and natural
disasters;
  47




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##### Table of Contents




    
    changes in federal and state regulations including those affecting airports, parking lots
at airports or automobile use;
    
    the loss of key employees; and
    
    development of new, competitive parking-related services.
  The sale of a substantial number of our shares of common stock in the public market could reduce
the market price of our shares, which in turn could negatively impact your investment in us.
    We do not intend to pay dividends for the foreseeable future.
  
 Item 4.
    
    Submission of Matters to a Vote of Security Holders
 (a)
    
    Our annual meeting of stockholders was held on July 30, 2009.
 (b)
    
    All director nominees were elected. The names of each director elected at the meeting
are set forth below.
 (c)
    
    Certain matters voted upon at the meeting and the votes cast with respect to such matters
are as follows:
 Proposals and Vote Tabulations
 Votes Cast
    
    
    BrokerFor
    
    
    Against
    
    
    Abstain
    
    
    Non-votesManagement ProposalsRatification of selection of independent auditors for 2009
    
    
    13,854,270
    
    
    
    43,605
    
    
    
    138
    
    
    
    -0-
  48




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##### Table of Contents



Election of Directors
 Votes
    
    
    VotesDirector
    
    Received
    
    
    WithheldCharles L. Biggs
    
    
    10,639,436
    
    
    
    3,258,577Karen M. Garrison
    
    
    10,639,436
    
    
    
    3,258,577John V. Holten
    
    
    8,660,375
    
    
    
    5,237,638Robert S. Roath
    
    
    11,073,636
    
    
    
    2,824,377Timothy J. White
    
    
    13,678,677
    
    
    
    219,336James A. Wilhelm
    
    
    13,653,645
    
    
    
    244,368
  49




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##### Table of Contents



Item 6.
    
    Exhibits
 ExhibitNumber
    
    Description10.1
    
    
    First Amendment to Form of Standard Parking Corporation
Restricted Stock Unit Agreement (incorporated by
reference to exhibit 10.1 of the Companys Current
Report on Form 8-K as filed on August 6, 2009).31.1
    
    

Section 302 Certification dated November 9, 2009 for
James A. Wilhelm, Director, President and Chief
Executive Officer.31.2
    
    

Section 302 Certification dated November 9, 2009 for G.
Marc Baumann, Executive Vice President, Chief Financial
Officer and Treasurer (Principal Financial Officer).31.3
    
    

Section 302 Certification dated November 9, 2009 for
Daniel R. Meyer, Senior Vice President, Corporate
Controller and Assistant Treasurer (Principal
Accounting Officer).32.1
    
    
    Certification pursuant to 18 USC Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, dated November 9, 2009.
  50




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##### Table of Contents



SIGNATURES
  STANDARD PARKING CORPORATIONDated: November 9, 2009
    By:
    /s/ JAMES A. WILHELMJames A. WilhelmDirector, President and Chief Executive
Officer(Principal Executive Officer)Dated: November 9, 2009
    By:
    /s/ G. MARC BAUMANNG. Marc BaumannExecutive Vice President,
Chief Financial Officer and Treasurer(Principal Financial Officer)Dated: November 9, 2009
    By:
    /s/ DANIEL R. MEYERDaniel R. Meyer 
Senior Vice President,Corporate Controller and Assistant Treasurer(Principal Accounting Officer and
Duly Authorized Officer)  51




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##### Table of Contents



INDEX TO EXHIBITS
 ExhibitNumber
    
    Description10.1
    
    
    First Amendment to Form of Standard Parking Corporation
Restricted Stock Unit Agreement (incorporated by
reference to exhibit 10.1 of the Companys Current
Report on Form 8-K as filed on August 6, 2009).31.1
    
    

Section 302 Certification dated November 9, 2009 for
James A. Wilhelm, Director, President and Chief
Executive Officer.31.2
    
    

Section 302 Certification dated November 9, 2009 for G.
Marc Baumann, Executive Vice President, Chief Financial
Officer and Treasurer (Principal Financial Officer).31.3
    
    

Section 302 Certification dated November 9, 2009 for
Daniel R. Meyer, Senior Vice President, Corporate
Controller and Assistant Treasurer (Principal
Accounting Officer).32.1
    
    
    Certification pursuant to 18 USC Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, dated November 9, 2009.
  52